General Mills 8-K 2024-10-09
Filed 2024-10-15. 1 sections, 5K characters. Original on sec.gov · Markdown · JSON
Form 8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 9, 2024
General Mills, Inc.
(Exact name of Registrant as Specified in Its Charter)
| Delaware | 001-01185 | 41-0274440 | ||
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| Number One General Mills Boulevard Minneapolis, Minnesota | 55426 | |||
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (763) 764-7600
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| Common Stock, $.10 par value | GIS | New York Stock Exchange | ||
| 0.125% Notes due 2025 | GIS 25A | New York Stock Exchange | ||
| 0.450% Notes due 2026 | GIS 26 | New York Stock Exchange | ||
| 1.500% Notes due 2027 | GIS 27 | New York Stock Exchange | ||
| 3.907% Notes due 2029 | GIS 29 | New York Stock Exchange | ||
| 3.650% Notes due 2030 | GIS 30A | New York Stock Exchange | ||
| 3.850% Notes due 2034 | GIS 34 | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 1.01 | Entry into a Material Definitive Agreement. |
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The information set forth in Item 2.03 of this Report is incorporated by reference herein.
| Item 1.02 | Termination of a Material Definitive Agreement. |
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On October 9, 2024, General Mills, Inc. (the “Company”) terminated its Five-Year Credit Agreement, dated as of dated as of April 12, 2021, as amended, among the Company, the several financial institutions from time to time party to the agreement, and Bank of America, N.A., as Administrative Agent. The agreement was terminated in connection with the execution of the credit facility identified in Item 2.03 of this Report.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
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On October 9, 2024, the Company entered into a five-year credit facility with an initial aggregate revolving commitment of $2.7 billion.
The terms and conditions of the credit facility are set forth in the Five-Year Credit Agreement, dated as of October 9, 2024 (the “Credit Agreement”), among the Company, the several financial institutions from time-to-time party to the agreement and Bank of America, N.A., as Administrative Agent. The Credit Agreement is filed as Exhibit 10 hereto and is incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
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| (d) | Exhibits. |
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| 10 | Five-Year Credit Agreement, dated as of October 9, 2024 (the “Credit Agreement”), among the Company, the several financial institutions from time-to-time party to the agreement and Bank of America, N.A., as Administrative Agent. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: October 15, 2024
| GENERAL MILLS, INC. | ||
| By: | /s/ Kofi A. Bruce | |
| Name: | Kofi A. Bruce | |
| Title: | Chief Financial Officer |