General Mills, Inc. (NYSE:GIS) Files An 8-K Other EventsItem 8.01 Other Events.
On March27, 2018, General Mills, Inc. (the “Company”) agreed to sell 22,727,273 shares (the “Firm Shares”) of the Company’s common stock, par value $0.10 per share (“Common Stock”), at a public offering price of $44.00 per share, to the Underwriting Agreement, dated March27, 2018 (the “Underwriting Agreement”), among the Company and Goldman Sachs& Co. LLC and Merrill Lynch, Pierce, Fenner& Smith Incorporated, as representatives of the several underwriters named in Schedule II thereto. In addition, the Company has granted such underwriters a 30-day option to purchase up to an additional 2,272,727 shares of Common Stock (the “Optional Shares” and, together with the Firm Shares, the “Shares”). The offer and sale of the Shares has been registered under the Securities Act of 1933, as amended, by Registration Statement on Form S-3 (No. 333-223919). The sale of the Firm Shares is expected to close on April2, 2018.
The purpose of this Current Report is to file with the Securities and Exchange Commission the Underwriting Agreement and the opinion of Cleary Gottlieb Steen& Hamilton LLP with respect to the validity of the Shares.
Item 8.01 Financial Statements and Exhibits.
(d) Exhibits.
1.1 Underwriting Agreement, dated March27, 2018, among the Company and Goldman Sachs& Co. LLC and Merrill Lynch, Pierce, Fenner& Smith Incorporated, as representatives of the several underwriters named in Schedule II thereto.
5.1 Opinion of Cleary Gottlieb Steen& Hamilton LLP.
23.1 Consent of Cleary Gottlieb Steen& Hamilton LLP (included in Exhibit 5.1).
ExhibitIndex
GENERAL MILLS INC ExhibitEX-1.1 2 d555352dex11.htm EX-1.1 EX-1.1 Exhibit 1.1 General Mills,…To view the full exhibit click here
About General Mills, Inc. (NYSE:GIS)
General Mills, Inc. is a manufacturer and marketer of branded consumer foods sold through retail stores. The Company is a supplier of branded and unbranded food products to the North American foodservice and commercial baking industries. The Company has three segments: U.S. Retail, International, and Convenience Stores and Foodservice. Its products are marketed under various brands, which include Annie’s and Betty Crocker. The Company’s U.S. Retail segment reflects business with a range of grocery stores, mass merchandisers, membership stores, natural food chains, drug, dollar and discount chains, and e-commerce grocery providers operating throughout the United States. The International segment consists of retail and foodservice businesses outside of the United States. The Convenience Stores and Foodservice segment’s product categories include ready-to-eat cereals, snacks, refrigerated yogurt, frozen meals, unbaked and fully baked frozen dough products, and baking mixes.
