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): | April 26, 2017 |
General Mills, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
| Delaware | 001-01185 | 41-0274440 |
|
_____________________
(State or other jurisdiction |
_____________
(Commission |
______________
(I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
| Number One General Mills Boulevard, Minneapolis, Minnesota | 55426-1347 | |
|
_________________________________
(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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in 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.
The information set forth in Item 2.03 of this Report is incorporated by reference herein.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
General Mills, Inc. (the "Company") entered into a Five-Year Credit Agreement, dated as of May 18, 2016 (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 was scheduled to terminate, subject to extension, on May 18, 2021.
On April 26, 2017, the parties to the Credit Agreement entered into an Extension Agreement to extend the scheduled termination date of the Credit Agreement to May 18, 2022. The Extension Agreement is filed as Exhibit 10.1 to this report.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
10.1 Extension Agreement, dated April 26, 2017, among General Mills, Inc., the several financial institutions from time to time party to the agreement and Bank of America, N.A., as Administrative Agent.
SIGNATURES
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.
| General Mills, Inc. | ||||
| May 1, 2017 | By: |
Richard C. Allendorf
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|
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| Name: Richard C. Allendorf | ||||
| Title: Senior Vice President, General Counsel and Secretary | ||||
Exhibit Index
Exhibit No.
Description
Extension Agreement, dated April 26, 2017, among General Mills, Inc., the several financial institutions from time to time party to the agreement and Bank of America, N.A., as Administrative Agent.
Exhibit 10.1
EXTENSION AGREEMENT
April 26, 2017
| Bank of America, N.A., |
| as Administrative Agent |
| under the Credit Agreement |
| referred to below |
Agency Management
Mail Code: CA5-705-04-09
555 California Street
San Francisco, California 94104
Gentlemen:
The undersigned hereby agrees to extend, effective May 18, 2017, the Revolving Termination Date under the Five-Year Credit Agreement dated as of May 18, 2016 among General Mills, Inc., Bank of America, N.A., as Administrative Agent, and each Bank from time to time party thereto (as amended from time to time, the “ Credit Agreement ”), for one year to May 18, 2022. Terms defined in the Credit Agreement are used herein with the same meaning.
This Extension Agreement shall be construed in accordance with and governed by the law of the State of New York.
JPMORGAN CHASE BANK, N.A.,
as a Bank
By: /s/ Courtney Eng
Name: Courtney Eng
Title: Vice President
BARCLAYS BANK PLC,
as a Lender
By: /s/ Marguerite Sutton
Name: Marguerite Sutton
Title: Vice President
CITIBANK, N.A.,
as a Bank
|
By: /s/ Carolyn Kee
|
||
|
Name:
Title: |
Carolyn Kee
Vice President |
|
DEUTSCHE BANK AG NEW YORK BRANCH,
as a Bank
By: /s/ Ming K. Chu
Name: Ming K. Chu
Title: Director
By: /s/ Virginia Cosenza
Name: Virginia Cosenza
Title: Vice President
BNP PARIBAS,
as a Bank
By: /s/ Michael Hoffman
Name: Michael Hoffman
Title: Director
By: /s/ Emma Petersen
Name: Emma Petersen
Title: Vice President
CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH,
as a Bank
By: /s/ Vipul Dhadda
Name: Vipul Dhadda
Title: Authorized Signatory
By: /s/ Tino Schaufelberger
Name: Tino Schaufelberger
Title: Authorized Signatory
GOLDMAN SACHS BANK USA,
as a Bank
By: /s/ Annie Carr
Name: Annie Carr
Title: Authorized Signatory
MORGAN STANLEY BANK, N.A.,
as a Bank
By: /s/ Michael King
Name: Michael King
Title: Authorized Signatory
U.S. Bank National Association,
as a Bank
By: /s/ Mila Yakovlev
Name: Mila Yakovlev
Title: Vice President
Wells Fargo Bank, N.A.,
as a Bank
By: /s/ James Travagline
Name: James Travagline
Title: Managing Director
The Bank of Tokyo-Mitsubishi UFJ, Ltd.,
as a Bank
By: /s/ Christine Howatt
Name: Christine Howatt
Title: Authorized Signatory
TORONTO DOMINION (TEXAS) LLC,
as a Bank
By: /s/ Annie Dorval
Name: Annie Dorval
Title: Authorized Signatory
Banco Santander, S.A.,
as a Bank
By: /s/ Federico Robin
Name: Federico Robin
Title: Executive Director
By: /s/ Isabel Pastor
Name: Isabel Pastor
Title: Vice President
HSBC Bank USA, National Association,
as a Bank
By: /s/ Alan Vitulich
Name: Alan Vitulich
Title: Director
Societe Generale,
as a Bank
By: /s/ Nigel Elvey
Name: Nigel Elvey
Title: Director
Sumitomo Mitsui Banking Corp.
as a Bank
By: /s/ James D. Weinstein
Name: James D. Weinstein
Title: Managing Director
THE BANK OF NEW YORK MELLON,
as a Bank
By: /s/ John T. Smathers
Name: John T. Smathers
Title: First Vice President
AGFIRST FARM CREDIT BANK,
as a Bank
By: /s/ Steven J. O’Shea
Name: Steven J. O’Shea
Title: Vice President
Banco Bradesco S.A., New York Branch,
as a Bank
By: /s/ Adrian A.G. Cos
Name: Adrian A.G. Cos
Title:
By: /s/ Mauro Lopes
Name: Mauro Lopes
Title:
Bank of China, New York Branch
as a Bank
By: /s/ Raymond Qiao
Name: Raymond Qiao
Title: Managing Director
Standard Chartered Bank,
as a Bank
By: /s/ Daniel Mattern
Name: Daniel Mattern
Title: Associate Director
Agreed and accepted:
GENERAL MILLS, INC.
By: /s/ Keith A. Woodward
Name: Keith A. Woodward
Title: Senior Vice President, Treasurer
BANK OF AMERICA, N.A.,
as Administrative Agent and a Bank
By: /s/ Nicholas Cheng
Name: Nicholas Cheng
Title: Director