Item 15. Exhibits and Financial Statement Schedules.

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Item 15. Exhibits and Financial Statement Schedules.

(a)(1)Financial Statements
See the Index to Financial Statements, which is included on page F-1 of this Report.
(a)(2)Financial Statement Schedules
Financial statement schedules are omitted because they are not applicable or because the information required is set forth in the Consolidated Financial Statements or notes thereto.
(a)(3)Exhibits
See the Index of Exhibits beginning on page 23 of this Report.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: June 21, 2016The J. M. Smucker Company
/s/ Mark R. Belgya
By:Mark R. Belgya
Vice Chair and Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

*
Mark T. SmuckerPresident and Chief Executive Officer and Director (Principal Executive Officer)June 21, 2016
/s/ Mark R. Belgya
Mark R. BelgyaVice Chair and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)June 21, 2016
*
Timothy P. SmuckerChairman EmeritusJune 21, 2016
*
Richard K. SmuckerExecutive ChairmanJune 21, 2016
*
Vincent C. ByrdDirectorJune 21, 2016
*
Kathryn W. DindoDirectorJune 21, 2016
*
Paul J. DolanDirectorJune 21, 2016
*
Nancy Lopez KnightDirectorJune 21, 2016
*
Elizabeth Valk LongDirectorJune 21, 2016
*
Gary A. OateyDirectorJune 21, 2016
*
Sandra PianaltoDirectorJune 21, 2016
*
Alex ShumateDirectorJune 21, 2016
*
David J. WestDirectorJune 21, 2016
*The undersigned, by signing her name hereto, does sign and execute this report pursuant to the powers of attorney executed by the above-named officers and directors of the registrant, which are being filed herewith with the Securities and Exchange Commission on behalf of such officers and directors.
Date: June 21, 2016/s/ Jeannette L. Knudsen
By:Jeannette L. Knudsen Attorney-in-Fact

INDEX OF EXHIBITS

Exhibit NumberExhibit DescriptionFiled HerewithIncorporated by Reference from FormExhibitFiling Date
2.1Agreement and Plan of Merger, dated as of February 3, 2015, by and among Blue Acquisition Group, Inc., the Company, SPF Holdings I, Inc., SPF Holdings II, LLC and, for the limited purposes set forth therein, Blue Holdings I, L.P.8-K2.12/4/2015
2.2Purchase Agreement dated as of October 9, 2013, among Del Monte Corporation, Del Monte Foods Consumer Products, Inc. and, for the limited purposes set forth therein, Del Monte Pacific Limited10-Q (A)10.312/9/2013
3.1Amended Articles of Incorporation of The J. M. Smucker Company10-Q3.18/28/2013
3.2Amended Regulations of The J. M. Smucker Company8-K3.16/21/2016
3.3Articles of Organization of J.M. Smucker LLCS-43.36/30/2015
3.4Third Amended and Restated Operating Agreement of J.M. Smucker LLCS-43.46/30/2015
3.5Certificate of Incorporation of The Folgers Coffee CompanyS-43.56/30/2015
3.6Bylaws of The Folgers Coffee CompanyS-43.66/30/2015
4.1Rights Agreement, dated as of May 20, 2009, by and between the Company and Computershare Trust Company, N.A.8-A4.15/21/2009
4.2Amendment No. 1, dated as of February 3, 2015, to the Rights Agreement, dated as of May 20, 2009, between the Company and Computershare Trust Company, N.A. as rights agent8-K4.12/4/2015
4.3Indenture, dated as of October 18, 2011, between the Company and U.S. Bank National Association8-K4.110/18/2011
4.4First Supplemental Indenture, dated as of October 18, 2011, among the Company, the guarantors party thereto, and U.S. Bank National Association8-K4.210/18/2011
4.5Third Amended and Restated Intercreditor Agreement, dated June 11, 2010, among KeyBank National Association and Bank of Montreal, as administrative agents, and the other parties identified thereinS-34.710/13/2011
4.6Indenture, dated as of March 20, 2015, between the Company and U.S. Bank National Association, as trustee8-K4.13/23/2015
4.7First Supplemental Indenture, dated as of March 20, 2015, by and among the Company, the guarantors party thereto and U.S. Bank National Association, as trustee8-K4.23/23/2015
4.8Registration Rights Agreement, dated as of March 20, 2015, by and among the Company, the initial guarantors set forth therein, and J.P. Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the several initial purchasers8-K4.33/23/2015
10.1Nonemployee Director Stock Plan dated January 1, 1997*10-K10(e)7/23/1997
10.2The J. M. Smucker Company Top Management Supplemental Retirement Benefit Plan, restated as of January 1, 2013*10-Q10.12/27/2014
10.3First Amendment, effective as of April 1, 2016, to The J. M. Smucker Company Top Management Supplemental Retirement Plan, restated as of January 1, 2013*X
10.4Amended and Restated Consulting and Noncompete Agreement of Timothy P. Smucker, dated as of December 31, 2010*10-Q10.23/11/2011

INDEX OF EXHIBITS

Exhibit NumberExhibit DescriptionFiled HerewithIncorporated by Reference from FormExhibitFiling Date
10.5Amended and Restated Consulting and Noncompete Agreement of Richard K. Smucker, dated as of December 31, 2010*10-Q10.33/11/2011
10.6Termination Amendment to Amended and Restated Consulting and Noncompete Agreement of Timothy P. Smucker, dated as of April 25, 2011*8-K10.14/25/2011
10.7Termination Amendment to Amended and Restated Consulting and Noncompete Agreement of Richard K. Smucker, dated as of April 25, 2011*8-K10.24/25/2011
10.8The J. M. Smucker Company Voluntary Deferred Compensation Plan, amended and restated as of December 1, 2012*10-Q10.33/1/2013
10.9The J. M. Smucker Company 2006 Equity Compensation Plan, effective August 17, 2006*8-K10.18/21/2006
10.1The J. M. Smucker Company 2010 Equity and Incentive Compensation Plan*8-K10.18/20/2010
10.11Form of Deferred Stock Units Agreement*10-Q10.69/9/2010
10.12Form of Deferred Stock Units Agreement*8-K10.210/28/2010
10.13Form of Restricted Stock Agreement*10-Q10.212/10/2010
10.14Omnibus Amendment to Restricted Stock Agreements for Folgers Employees, dated as of November 4, 2010*10-Q10.13/11/2011
10.15Form of Restricted Stock Agreement*8-K10.14/20/2012
10.16Form of Deferred Stock Units Agreement*8-K10.24/20/2012
10.17Form of Restricted Stock Agreement*10-K10.266/21/2013
10.18Form of Deferred Stock Units Agreement*10-K10.276/21/2013
10.19Form of Special One-Time Grant of Restricted Stock Agreement*10-K10.286/21/2013
10.20Form of Restricted Stock Agreement*10-Q10.19/2/2015
10.21The J. M. Smucker Company Nonemployee Director Deferred Compensation Plan (Amended and Restated Effective January 1, 2007)*10-Q10.53/10/2009
10.22The J. M. Smucker Company Nonemployee Director Deferred Compensation Plan (Amended and Restated Effective January 1, 2014)*10-Q10.211/27/2013
10.23The J. M. Smucker Company Defined Contribution Supplemental Executive Retirement Plan, restated effective as of May 1, 2015*10-K10.236/25/2015
10.24The J. M. Smucker Company Restoration Plan, amended and restated effective as of January 1, 2013*10-K10.246/25/2015
10.25Amendment No. 1 to The J. M. Smucker Company Restoration Plan, dated as of May 1, 2015*10-K10.256/25/2015
10.26Form of Nonstatutory Stock Option Agreement between the Company and the Optionee (one-year vesting)*8-K10.23/23/2015
10.27Form of Nonstatutory Stock Option Agreement between the Company and the Optionee (three-year vesting)*8-K10.33/23/2015
10.28Form of Nonstatutory Stock Option Agreement between the Company and David J. West*8-K10.43/23/2015
10.29Form of Change in Control Severance Agreement between the Company and the Executive party thereto*8-K10.53/23/2015
10.30Employment Agreement, effective as of March 23, 2015, between the Company and David J. West*10-K10.306/25/2015
10.31Amendment to Employment Agreement, dated as of April 9, 2015, between the Company and David J. West*10-K10.316/25/2015

INDEX OF EXHIBITS

Exhibit NumberExhibit DescriptionFiled HerewithIncorporated by Reference from FormExhibitFiling Date
10.32Employment Agreement Consent to Change in Role, dated December 11, 2015, by and between The J. M. Smucker Company and David J. West*8-K10.112/15/2015
10.33The J. M. Smucker Company 1998 Equity and Performance Incentive Plan (as amended and restated effective as of June 6, 2005)*8-K10.16/9/2005
10.34Del Monte Corporation Annual Incentive Plan, adopted September 8, 2011*8-K (A)10.19/13/2011
10.35Del Monte Corporation Supplemental Executive Retirement Plan (Fourth Restatement), amended and restated effective January 1, 2009*10-Q (B)10.43/4/2009
10.36Del Monte Corporation Additional Benefits Plan, amended and restated effective January 1, 2009*10-Q (B)10.23/4/2009
10.37Del Monte Executive Severance Plan, amended July 23, 2009*10-Q (B)10.29/9/2009
10.38Amendment Number One to the Del Monte Corporation Executive Severance Plan, dated November 24, 2010*10-Q (B)10.73/4/2011
10.39Del Monte Executive Perquisite Plan, amended and restated effective July 1, 2008*10-K (B)10.746/25/2008
10.40Amended and Restated Asset Purchase and Sale Agreement, dated as of October 24, 2001, by and among General Mills, Inc., The Pillsbury Company, and International Multifoods Corporation8-K (C)2.111/28/2001
10.41Retail Trademark License Agreement, dated November 13, 2001, between The Pillsbury Company and International Multifoods Corporation10-Q (C)10.21/14/2002
10.42Amendment to Retail Trademark License Agreement, dated December 23, 2002, between The Pillsbury Company and International Multifoods Corporation10-K (C)10.295/12/2003
10.43Closing Agreement, dated as of November 13, 2001, by and among General Mills, Inc., The Pillsbury Company, and International Multifoods Corporation8-K (C)2.211/28/2001
10.44Omnibus Amendment Agreement, dated as of January 16, 2003, by and among General Mills, Inc., The Pillsbury Company, International Multifoods Corporation, and Sebesta Blomberg & Associates, Inc.8-K (C)10.11/28/2003
10.45Tax Matters Agreement between The Procter & Gamble Company, The Folgers Coffee Company, and the Company, dated November 6, 200810-Q10.2012/9/2008
10.46Intellectual Property Matters Agreement between The Procter & Gamble Company and The Folgers Coffee Company, dated November 6, 200810-Q10.2112/9/2008
10.47Third Amended and Restated Credit Agreement, dated as of September 6, 2013, among the Company and Smucker Foods of Canada Corp., as borrowers, the lenders and guarantors party thereto, and Bank of Montreal, as administrative agent8-K10.19/10/2013
10.48Amendment No. 1, dated as of February 23, 2015, to the Third Amended and Restated Credit Agreement dated as of September 6, 2013, among the Company and Smucker Foods of Canada Corp., as borrowers, the lenders and guarantors party thereto, and Bank of Montreal, as administrative agent8-K10.12/24/2015
10.49Form of Commercial Paper Dealer Agreement between the Company, as Issuer, and the Dealer party thereto10-Q10.18/27/2014

INDEX OF EXHIBITS

Exhibit NumberExhibit DescriptionFiled HerewithIncorporated by Reference from FormExhibitFiling Date
10.50Shareholders Agreement, dated as of February 3, 2015, by and among The J. M. Smucker Company, Blue Holdings I, L.P., Kohlberg Kravis Roberts & Co. L.P., Vestar Capital Partners, Centerview Capital Management LLC, AlpInvest Partners US Holdings, LLC, and the shareholders named therein8-K10.12/4/2015
10.51Term Loan Credit Agreement, dated as of March 2, 2015, among the Company, as borrower, the lenders and guarantors party thereto, and Bank of America, N.A., as administrative agent8-K10.13/3/2015
12.1Computation of Ratio of Earnings to Fixed ChargesX
13Excerpts from our 2016 Annual Report to Shareholders. Such Annual Report, except those portions thereof that are expressly incorporated herein by reference, is furnished for the information of the Commission only and is not deemed to be filed as part of this Annual Report on Form 10-KX
21Subsidiaries of the RegistrantX
23Consent of Independent Registered Public Accounting FirmX
24Powers of AttorneyX
31.1Certifications of Mark T. Smucker pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amendedX
31.2Certifications of Mark R. Belgya pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amendedX
32Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of The Sarbanes-Oxley Act of 2002X
101.INSXBRL Instance DocumentX
101.SCHXBRL Taxonomy Extension Schema DocumentX
101.PREXBRL Taxonomy Extension Presentation Linkbase DocumentX
101.DEFXBRL Taxonomy Extension Definition Linkbase DocumentX
101.CALXBRL Taxonomy Extension Calculation Linkbase DocumentX
101.LABXBRL Taxonomy Extension Label Linkbase DocumentX
  • Identifies exhibits that consist of a management contract or compensatory plan or arrangement.

(A) Identifies exhibits filed under Del Monte Corp. (Commission File No. 333-107830-05).

(B) Identifies exhibits filed under Del Monte Foods Co. (Commission File No. 001-14335).

(C) Identifies exhibits filed under International Multifoods Corp. (Commission File No. 001-6699).

THE J. M. SMUCKER COMPANY

ANNUAL REPORT ON FORM 10-K

INDEX TO FINANCIAL STATEMENTS

Annual Report to Shareholders
Data incorporated by reference to the 2016 Annual Report to Shareholders of The J. M. Smucker Company:
Report of Management on Internal Control Over Financial Reporting37
Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting38
Report of Independent Registered Public Accounting Firm on the Consolidated Financial Statements39
Consolidated Balance Sheets at April 30, 2016 and 201542-43
For the years ended April 30, 2016, 2015, and 2014:
Statements of Consolidated Income41
Statements of Consolidated Comprehensive Income41
Statements of Consolidated Cash Flows44
Statements of Consolidated Shareholders’ Equity45
Notes to Consolidated Financial Statements46-80

Financial statement schedules are omitted because they are not applicable or because the information required is set forth in the Consolidated Financial Statements or the notes thereto.

F-1

Previous: Item 14. Principal Accountant Fees and Services.