UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events. |
On November 18, 2024, General Mills, Inc. (the “Company”) agreed to sell $750,000,000 aggregate principal amount of its 4.875% Notes due 2030 (the “2030 Notes”) and $750,000,000 aggregate principal amount of its 5.250% Notes due 2035 (the “2035 Notes,” and together with the 2030 Notes, collectively, the “Notes”) pursuant to the Underwriting Agreement, dated November 18, 2024 (the “Underwriting Agreement”), among the Company and Barclays Capital Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters named in Schedule II thereto. The Notes will be issued pursuant to that certain Indenture, dated as of February 1, 1996 (as amended, the “Indenture”), between the Company and U.S. Bank Trust Company, National Association, as Trustee, and the Officers’ Certificates and Authentication Orders, dated November 21, 2024 (the “Officers’ Certificates”), pursuant to Sections 201, 301 and 303 of the Indenture. The offer and sale of the Notes has been registered under the Securities Act of 1933, as amended, by Registration Statement on Form S-3 (No. 333-283277). The sale of the Notes is expected to close on November 21, 2024, subject to customary closing conditions.
The purpose of this Current Report is to file with the Securities and Exchange Commission the Underwriting Agreement, the Officers’ Certificates and the opinion of Faegre Drinker Biddle & Reath LLP with respect to the validity of the Notes.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
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: November 21, 2024
| GENERAL MILLS, INC. | ||
| By: | /s/ Kofi A. Bruce | |
| Name: | Kofi A. Bruce | |
| Title: | Chief Financial Officer | |