Current Report Filing (8-k)
November 15 2019 - 04:19PM
Edgar (US Regulatory)
false0000091419 0000091419 2019-11-14
2019-11-14
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):
November 14, 2019
The J. M.
Smucker Company
(Exact Name
of Registrant as Specified in Charter)
|
|
|
|
|
|
|
Ohio
|
|
001-05111
|
|
34-0538550
|
|
(State or
Other Jurisdiction
of
Incorporation)
|
|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
No.)
|
|
|
|
|
|
|
One
Strawberry Lane
|
|
|
|
Orrville,
|
Ohio
|
|
44667-0280
|
|
(Address of
Principal
Executive
Offices)
|
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (330)
682-3000
|
|
|
Not
Applicable
|
|
(Former Name
or Former Address, if Changed Since Last Report)
|
Securities
registered pursuant to Section 12(b) of the Act:
|
|
|
|
|
|
|
Title of each
class
|
|
Trading
symbol
|
|
Name of each
exchange on
which
registered
|
|
Common
Shares, no par value
|
|
SJM
|
|
New
York Stock Exchange
|
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 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.
Amendment
to Term Loan Credit Agreement
On November 14,
2019, The J. M. Smucker Company (the “Company”) entered into
Amendment No. 1 (the “Amendment”) to the Term Loan Credit
Agreement, dated as of April 27, 2018, among the Company, as
borrower, the lenders party thereto, and Bank of America, N.A., as
administrative agent (the “Credit Agreement”).
Among other
matters, the Amendment decreases the applicable margins on LIBOR
loans to a range from 0.80% to 1.250%, in each case based on the
Company’s long-term unsecured debt rating.
Several of the
lenders under the Credit Agreement and their affiliates have
various relationships with the Company and its subsidiaries
involving the provision of financial services, including investment
banking, commercial banking, advisory, cash management, custody and
trust services for which they receive customary fees and may do so
in the future.
The Credit
Agreement was filed as Exhibit 10.1 to the Company’s Current Report
on Form 8-K filed on May 1, 2018. A copy of the
Amendment to the Credit Agreement is included herein as Exhibit
10.1 and is incorporated herein by reference. The foregoing
description of the Amendment is qualified in its entirety by
reference to the full text of the Amendment.
|
|
|
Item 2.03
|
Creation of
a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a Registrant.
|
The disclosure
contained in Item 1.01 above is incorporated in this Item 2.03 by
reference.
Item 9.01
Financial Statements and
Exhibits.
|
|
|
|
Exhibit
Number
|
Exhibit
Description
|
|
|
Amendment No. 1 to
Credit Agreement dated as of November 14, 2019, to the Term Loan
Credit Agreement, dated as of April 27, 2018, among the Company, as
borrower, the lenders party thereto, and Bank of America, N.A., as
administrative agent.
|
|
101.INS
|
XBRL Instance Document - The
instance document does not appear in the Interactive Data File
because its XBRL tags are embedded within the Inline XBRL
document
|
|
101.SCH
|
XBRL Taxonomy Extension
Schema Document
|
|
101.PRE
|
XBRL Taxonomy Extension
Presentation Linkbase Document
|
|
101.DEF
|
XBRL Taxonomy Extension
Definition Linkbase Document
|
|
101.CAL
|
XBRL Taxonomy Extension
Calculation Linkbase Document
|
|
101.LAB
|
XBRL Taxonomy Extension Label
Linkbase Document
|
|
104
|
The cover page of this
Current Report on Form 8-K, formatted in Inline
XBRL
|
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.
|
|
|
|
THE J. M.
SMUCKER COMPANY
|
|
|
|
|
By:
|
/s/ Jeannette L.
Knudsen
|
|
|
Name: Jeannette L.
Knudsen
|
|
|
Title: Senior
Vice President, General Counsel
and Secretary
|
Date: November 15,
2019
JM Smucker (NYSE:SJM)
Historical Stock Chart
From Dec 2020 to Jan 2021
JM Smucker (NYSE:SJM)
Historical Stock Chart
From Jan 2020 to Jan 2021
