SJM 8-K: Smucker prices $3.5B multi-tranche notes offering to fund Hostess Brands acquisition

Smucker prices $3.5B multi-tranche notes offering to fund Hostess Brands acquisition

J M SMUCKER Co

$750M 5.9% Notes due 2028, $1B 6.2% Notes due 2033, $750M 6.5% Notes due 2043, $1B 6.5% Notes due 2053.

Offering priced at 99.956%, 99.935%, 99.077%, 99.288% of par; closing expected Oct 25, 2023.

Net proceeds ~$3.46B after underwriting discount; to fund Hostess Brands cash consideration, refinancing, and fees.

Underwriting agreement with BofA Securities and J.P. Morgan; customary representations and indemnification.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

J M SMUCKER Co entered into Underwriting Agreement with BofA Securities, Inc. and J.P. Morgan Securities LLC, as representatives for the underwriters valued at $750 million aggregate principal amount of 5.900% Notes due 2028 , $1,000 million aggregate princ (effective 2023-10-11).

Action: entry
Agreement: underwriting
Counterparty: BofA Securities, Inc. and J.P. Morgan Securities LLC, as representatives for the underwriters
Value: $750 million aggregate principal amount of 5.900% Notes due 2028 , $1,000 million aggregate princ
Effective: 2023-10-11

Exact text from the filing

On October 11, 2023, The J. M. Smucker Company (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with BofA Securities, Inc. and J.P. Morgan Securities LLC, as representatives for the underwriters named in Schedule 1 annexed thereto (the "Underwriters"), providing for the offer and sale by the Company of $750 million aggregate principal amount of 5.900% Notes due 2028 (the "2028 Notes"), $1,000 million aggregate principal amount of 6.200% Notes due 2033 (the "2033 Notes"), $750 million aggregate principal amount of 6.500% Notes due 2043 (the "2043 Notes"), and $1,000 million aggregate principal amount of 6.500% Notes due 2053 (the "2053 Notes" and, together with the 2028 Notes, the 2033 Notes and the 2043 Notes, the "Securities").

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