Common use of Change of Control Offer to Purchase Clause in Contracts

Change of Control Offer to Purchase. If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing Date, Time and Location: March 17, 2008 at 10:00 a.m. at Dxxxx Xxxx & Wxxxxxxx 400 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Address for Notices to Representatives: Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Attention: LCD-IBD J.X. Xxxxxx Securities Inc. 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attn: High Grade Syndicate Desk - 8th floor Fax No: (000) 000-0000 Mxxxxx Sxxxxxx & Co. Incorporated 1000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: General Counsel SCHEDULE II Aggregate Principal Amount of 5.200% Underwriters Notes due 2015 Credit Suisse Securities (USA) LLC 187,500,000 J.X. Xxxxxx Securities Inc. 187,500,000 Mxxxxx Sxxxxxx & Co. Incorporated 187,500,000 Barclays Capital Inc. 54,375, 000 Gxxxxxx, Sachs & Co. 54,375,000 Citigroup Global Markets Inc. 11,250,000 Mitsubishi UFJ Securities International plc 11,250,000 Calyon Securities (USA) Inc. 11,250,000 Wxxxx Fargo Securities, LLC 11,250,000 Banc of America Securities LLC 11,250,000 CastleOak Securities, L.P. 11,250,000 The Wxxxxxxx Capital Group, L.P. 11,250,000 Total: $ 750,000,000 SCHEDULE III Free Writing Prospectuses Final Term Sheet (attached as Exhibit A hereto) EXHIBIT A TO SCHEDULE III General Mxxxx, Inc. $750,000,000 5.200% Notes due 2015 Pricing Term Sheet Issuer: General Mxxxx, Inc. Size: $750,000,000 Maturity: March 17, 2015 Coupon: 5.200% Price to Public: 99.774% Yield to maturity: 5.239% Spread to Benchmark Treasury: +240 basis points Benchmark Treasury: UST 4.000% due February 15, 2015 Benchmark Treasury Yield: 2.839% Interest Payment Dates: March 17 and September 17, commencing September 17, 2008 Day Count Convention: 30/360 Redemption Provisions: Make-whole call: At any time at a discount rate of U.S. Treasury plus 40 basis points Change of Control Offer to Purchase: If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Pricing: March 12, 2008 Settlement: March 17, 2008 Use of Proceeds: To repay a portion of outstanding commercial paper. Denominations: $2,000 and integral multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BF0/US370334BF06 Ratings: Baa1/BBB+/BBB+ Joint Book-Running Managers: Credit Suisse Securities (USA) LLC J.X. Xxxxxx Securities Inc. Mxxxxx Sxxxxxx & Co. Incorporated Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EXXXX on the SEC Web site at wxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (USA) LLC at (000) 000-0000, J.X. Xxxxxx Securities Inc. collect at (000) 000-0000 or Mxxxxx Sxxxxxx & Co., Incorporated toll free at (000) 000-0000.

Appears in 1 contract

Samples: General Mills Inc

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Change of Control Offer to Purchase. If a change of control triggering event occurs, unless General Mxxxx Xxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing Date, Time and Location: March 17November 15, 2008 2013 at 10:00 a.m. at Dxxxx Xxxxx Xxxx & Wxxxxxxx 400 Xxxxxxxx LLP 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Address for Notices to Representatives: Barclays Bank PLC 5 Xxx Xxxxx Xxxxxxxxx Xxxxxx Xxxxx Xxxxxx X00 0XX Attention: Debt Syndicate Deutsche Bank AG, London Branch Winchester House 1 Great Xxxxxxxxxx Xxxxx Xxxxxx XX0X 0XX Attention: Syndicate Desk Xxxxxxx Xxxxx International 0 Xxxx Xxxxxx Xxxxxx London EC1A 1HQ Attention: Syndicate Desk SCHEDULE II Underwriters Principal Amount of Notes Barclays Bank PLC € 150,000,000 Deutsche Bank AG, London Branch 150,000,000 Xxxxxxx Xxxxx International 150,000,000 BNP Paribas 12,500,000 Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A. 12,500,000 Credit Suisse Securities (USAEurope) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Attention: LCD-IBD J.X. Xxxxxx Securities Inc. 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attn: High Grade Syndicate Desk - 8th floor Fax No: (000) 000-0000 Mxxxxx Sxxxxxx & Co. Incorporated 1000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: General Counsel SCHEDULE II Aggregate Principal Amount of 5.200% Underwriters Notes due 2015 Credit Suisse Securities (USA) LLC 187,500,000 J.X. Xxxxxx Securities Inc. 187,500,000 Mxxxxx Sxxxxxx & Co. Incorporated 187,500,000 Barclays Capital Inc. 54,375, 000 Gxxxxxx, Sachs & Co. 54,375,000 Citigroup Global Markets Inc. 11,250,000 Mitsubishi UFJ Securities International plc 11,250,000 Calyon Securities (USA) Inc. 11,250,000 Wxxxx Fargo Securities, LLC 11,250,000 Banc of America Securities LLC 11,250,000 CastleOak Securities, L.P. 11,250,000 The Wxxxxxxx Capital Group, L.P. 11,250,000 Limited 12,500,000 Société Générale S.A. 12,500,000 Total: $ 750,000,000 € 500,000,000 SCHEDULE III Free Writing Prospectuses Final Term Sheet (attached as Exhibit A hereto) EXHIBIT A TO SCHEDULE III Filed pursuant to Rule 433 Registration No. 333-179621 €500,000,000 General MxxxxXxxxx, Inc. $750,000,000 5.2002.100% Notes due 2015 2020 Pricing Term Sheet November 7, 2013 Issuer: General MxxxxXxxxx, Inc. SizeIssuer Ratings*: $750,000,000 A3/BBB+/BBB+ (Xxxxx’x/S&P/Fitch) Principal Amount: €500,000,000 Offering Format: SEC Registered Listing: General Xxxxx intends to apply to list the notes on the New York Stock Exchange Maturity: March 17November 16, 2015 2020 Coupon: 5.2002.100% Price to Public: 99.77499.981% Yield to maturity: 5.2392.103% Spread to Benchmark TreasuryBund: +240 +102 basis points Benchmark TreasuryBund: UST 4.000DBR 2.250% due February 15September 4, 2015 2020 Benchmark Treasury Bund Yield / Price: 1.083% / 107.62% Spread to Mid Swaps: +55 basis points Mid Swaps Yield: 2.8391.553% Interest Payment DatesDate: March 17 and September 17November 16, commencing September 17on November 16, 2008 2014 Day Count Convention: 30/360 ACTUAL/ACTUAL (ICMA) Redemption Provisions: Make-whole call: At any time Prior to August 16, 2020, make-whole call at a discount rate of U.S. Treasury Bund plus 40 15 basis points Change of Control Offer to Purchase: If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, interest to the redemption date of repurchase. PricingPar call: March 12On or after August 16, 2008 Settlement: March 172020, 2008 Use of Proceeds: To repay a portion of outstanding commercial paper. Denominations: $2,000 at par plus accrued and integral multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BF0/US370334BF06 Ratings: Baa1/BBB+/BBB+ Joint Book-Running Managers: Credit Suisse Securities (USA) LLC J.X. Xxxxxx Securities Inc. Mxxxxx Sxxxxxx & Co. Incorporated Note: A securities rating is not a recommendation unpaid interest to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EXXXX on the SEC Web site at wxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (USA) LLC at (000) 000-0000, J.X. Xxxxxx Securities Inc. collect at (000) 000-0000 or Mxxxxx Sxxxxxx & Co., Incorporated toll free at (000) 000-0000.redemption date

Appears in 1 contract

Samples: General Mills Inc

Change of Control Offer to Purchase. If a change of control triggering event occurs, unless General Mxxxx Xxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing Date, Time and Location: March 17May 16, 2008 2011 at 10:00 a.m. at Dxxxx Xxxxx Xxxx & Wxxxxxxx 400 Xxxxxxxx LLP 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Address for Notices to Representatives: Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Attention: LCD-IBD J.X. Xxxxxx Securities Barclays Capital Inc. 200 Xxxx 000 Xxxxxxx Xxxxxx Xxx Xxxx, XX Xxx Xxxx 00000 AttnAttention: High Grade Syndicate Desk - 8th floor Fax No: (000) 000-0000 Mxxxxx Sxxxxxx & Co. Incorporated 1000 Xxxxxxxx Registration Citigroup Global Markets Inc. 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: General Counsel SCHEDULE II Aggregate Underwriters Principal Amount of 5.200% Underwriters Notes due 2015 Credit Suisse Securities (USA) LLC 187,500,000 J.X. Xxxxxx Securities Inc. 187,500,000 Mxxxxx Sxxxxxx & Co. Incorporated 187,500,000 Barclays Capital Inc. 54,375, 000 Gxxxxxx, Sachs & Co. 54,375,000 $ 150,000,000 Citigroup Global Markets Inc. 11,250,000 Mitsubishi UFJ Securities International plc 11,250,000 Calyon Securities (USA) Inc. 11,250,000 Wxxxx Fargo Securities, LLC 11,250,000 Banc of America Securities LLC 11,250,000 CastleOak Securities, L.P. 11,250,000 The Wxxxxxxx Capital Group, L.P. 11,250,000 $ 150,000,000 Total: $ 750,000,000 300,000,000 SCHEDULE III Free Writing Prospectuses Final Term Sheet (attached as Exhibit A hereto) EXHIBIT A TO SCHEDULE III Filed pursuant to Rule 433 May 11, 2011 Preliminary Prospectus Supplement dated May 11, 2011 to Prospectus dated December 4, 2008 Registration No. 333-155932 General MxxxxXxxxx, Inc. $750,000,000 5.200300,000,000 1.55% Notes due 2015 2014 Pricing Term Sheet May 11, 2011 Issuer: General MxxxxXxxxx, Inc. Size: $750,000,000 $ 300,000,000 Maturity: March 17May 16, 2015 2014 Coupon: 5.2001.55 % Price to Public: 99.77499.994 % Yield to maturity: 5.2391.552 % Spread to Benchmark Treasury: +240 63 basis points Benchmark Treasury: UST 4.0001.25% due February 15, 2015 4/15/2014 Benchmark Treasury Price & Yield: 2.839100-30 1/4%; 0.922% Interest Payment Dates: March 17 May 16 and September 17November 16, commencing September 17November 16, 2008 2011 Day Count Convention: 30/360 Redemption Provisions: Make-whole call: At any time at a discount rate of U.S. Treasury plus 40 10 basis points Change of Control Offer to Purchase: If a change of control triggering event occurs, unless General Mxxxx Xxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Pricing: March 12May 11, 2008 2011 Settlement: March 17May 16, 2008 2011 Use of Proceeds: To repay a portion of outstanding commercial paper. paper Denominations: $2,000 and integral multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BF0/US370334BF06 Ratings: Baa1/BBB+/BBB+ BL7 / US370334BL73 Joint Book-Running Managers: Credit Suisse Securities (USA) LLC J.X. Xxxxxx Securities Barclays Capital Inc. Mxxxxx Sxxxxxx & Co. Incorporated Note: A securities rating Citigroup Global Markets Inc. Simultaneously with this offering, we are offering $400,000,000 Floating Rate Notes due 2014 pursuant to a prospectus supplement dated May 11, 2011. This offering is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any timeconditioned upon the closing of the offering of $400,000,000 Floating Rate Notes due 2014. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EXXXX XXXXX on the SEC SEC’s Web site at wxx.xxx.xxxxxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (USA) LLC Barclays Capital Inc. toll free at (000) 0-000-0000, J.X. Xxxxxx Securities Inc. collect at (000) 000-0000 or Mxxxxx Sxxxxxx & Co., Incorporated Citigroup Global Markets Inc. toll free at (0-000) -000-0000.

Appears in 1 contract

Samples: General Mills Inc

Change of Control Offer to Purchase. If a change of control triggering event occurs, unless General Mxxxx Xxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing Date, Time and Location: March 17November 28, 2008 2011 at 10:00 a.m. at Dxxxx Xxxxx Xxxx & Wxxxxxxx 400 Xxxxxxxx LLP 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Address for Notices to Representatives: Credit Suisse Securities (USA) LLC Eleven Madison Avenue New YorkXxxxxxx, N.Y. 10010-3629 Attention: LCD-IBD J.X. Xxxxxx Securities Inc. 200 Sachs & Co. 000 Xxxx Xxxxxx Xxxxxx, Xxx Xxxx, XX 00000 AttnXxx Xxxx 00000, Attention: High Grade Syndicate Desk - 8th floor Fax No: Registration Department (tel. no. (000) 000-0000 Mxxxxx Sxxxxxx Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated 00 Xxxxxxxxxxx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 (fax: 000-000-0000), Attention: High Grade Debt Capital Markets Transaction Management/Legal. Xxxxxx Xxxxxxx & Co. Incorporated 1000 Xxxxxxxx LLC 0000 Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 Attention: General Counsel Investment Banking Division Phone: (000) 000-0000 Facsimile: (000) 000-0000 SCHEDULE II Aggregate Underwriters Principal Amount of 5.200% Underwriters Notes due 2015 Credit Suisse Securities (USA) LLC 187,500,000 J.X. Xxxxxx Securities Inc. 187,500,000 Mxxxxx Sxxxxxx & Co. Incorporated 187,500,000 Barclays Capital Inc. 54,375, 000 GxxxxxxXxxxxxx, Sachs & Co. 54,375,000 Citigroup Global Markets $ 230,000,000 Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated $ 230,000,000 Xxxxxx Xxxxxxx & Co. LLC $ 230,000,000 Deutsche Bank Securities Inc. 11,250,000 $ 115,000,000 X.X. Xxxxxx Securities LLC $ 115,000,000 Mitsubishi UFJ Securities International plc 11,250,000 Calyon Securities (USA) ), Inc. 11,250,000 Wxxxx $ 20,000,000 CastleOak Securities, L.P. $ 20,000,000 Xxxxx Fargo Securities, LLC 11,250,000 Banc of America Securities LLC 11,250,000 CastleOak Securities$ 20,000,000 U.S. Bancorp Investments, L.P. 11,250,000 The Wxxxxxxx Capital Group, L.P. 11,250,000 Inc. $ 20,000,000 Total: $ 750,000,000 1,000,000,000 SCHEDULE III Free Writing Prospectuses Final Term Sheet (attached as Exhibit A hereto) EXHIBIT A TO SCHEDULE III Free Writing Prospectus Filed pursuant to Rule 433 Registration No. 333-155932 General MxxxxXxxxx, Inc. $750,000,000 5.2001,000,000,000 3.150% Notes due 2015 2021 Pricing Term Sheet November 17, 2011 Issuer: General MxxxxXxxxx, Inc. Size: $750,000,000 1,000,000,000 Maturity: March 17December 15, 2015 2021 Coupon: 5.2003.150% Price to Public: 99.77499.589% Yield to maturity: 5.2393.198% Spread to Benchmark Treasury: +240 125 basis points Benchmark Treasury: UST 4.0002.000% due February November 15, 2015 2021 Benchmark Treasury Price & Yield: 2.839100-15; 1.948% Interest Payment Dates: March 17 June 15 and September 17December 15, commencing September 17June 15, 2008 2012 Day Count Convention: 30/360 Redemption Provisions: Make-whole call: At any time prior to September 15, 2021, make-whole call at a discount rate of U.S. Treasury T plus 40 20 basis points Change of Control Offer to Purchase: If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, interest to the redemption date of repurchase. PricingPar call: March 12At any time on or after September 15, 2008 Settlement: March 17, 2008 Use of Proceeds: To repay a portion of outstanding commercial paper. Denominations: $2,000 2021 at par plus accrued and integral multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BF0/US370334BF06 Ratings: Baa1/BBB+/BBB+ Joint Book-Running Managers: Credit Suisse Securities (USA) LLC J.X. Xxxxxx Securities Inc. Mxxxxx Sxxxxxx & Co. Incorporated Note: A securities rating is not a recommendation unpaid interest to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EXXXX on the SEC Web site at wxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (USA) LLC at (000) 000-0000, J.X. Xxxxxx Securities Inc. collect at (000) 000-0000 or Mxxxxx Sxxxxxx & Co., Incorporated toll free at (000) 000-0000.redemption date

Appears in 1 contract

Samples: General Mills Inc

Change of Control Offer to Purchase. If a change of control triggering event occurs, unless General Mxxxx Xxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing Date, Time and Location: March 17October 21, 2008 2014 at 10:00 9:00 a.m. at Dxxxx Xxxxx Xxxx & Wxxxxxxx 400 Xxxxxxxx LLP 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Address for Notices to Representatives: Barclays Capital Inc. 000 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Syndicate Registration, Facsimile No.: 0-000-000-0000 Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated 00 Xxxxxxxxxxx Xxxxx XX0-000-00-00 Xxx Xxxx, Xxx Xxxx 00000 Attention: High Grade Debt Capital Markets Transaction Management/Legal Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Attention: LCD-IBD J.X. Xxxxxxx Xxxxxx Securities Inc. 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attn: High Grade Syndicate Desk - 8th floor Fax No: (000) 000-0000 Mxxxxx Sxxxxxx & Co. Incorporated 1000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: General Counsel SCHEDULE II Aggregate Principal Amount Principal Amount of 5.200% Underwriters of 2017 Notes due 2015 2019 Notes Barclays Capital Inc. $ 166,668,000 $ 166,668,000 Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx 166,666,000 166,666,000 Incorporated Credit Suisse Securities (USA) LLC 187,500,000 J.X. Xxxxxx Securities Inc. 187,500,000 Mxxxxx Sxxxxxx & Co. Incorporated 187,500,000 Barclays Capital Inc. 54,375, 000 Gxxxxxx, Sachs & Co. 54,375,000 Citigroup Global Markets Inc. 11,250,000 Mitsubishi UFJ Securities International plc 11,250,000 Calyon Securities (USA) Inc. 11,250,000 Wxxxx Fargo Securities, LLC 11,250,000 Banc of America Securities LLC 11,250,000 CastleOak Securities, L.P. 11,250,000 The Wxxxxxxx Capital Group, L.P. 11,250,000 166,666,000 166,666,000 Total: $ 750,000,000 500,000,000 $ 500,000,000 Total: $ 1,000,000,000 SCHEDULE III Free Writing Prospectuses Final Term Sheet (attached as Exhibit A hereto) Final Term Sheet (attached as Exhibit B hereto) EXHIBIT A TO SCHEDULE III Free Writing Prospectus Filed pursuant to Rule 433 Registration No. 333-179621 General MxxxxXxxxx, Inc. $750,000,000 5.200500,000,000 1.400% Notes due 2015 2017 Pricing Term Sheet October 14, 2014 Issuer: General MxxxxXxxxx, Inc. SizeIssuer Ratings*: A3/BBB+/BBB+ (Xxxxx’x/S&P/Fitch) Principal Amount: $750,000,000 500,000,000 Offering Format: SEC-Registered Maturity: March 17October 20, 2015 2017 Coupon: 5.2001.400% Price to Public: 99.77499.982% Yield to maturityMaturity: 5.2391.406% Spread to Benchmark Treasury: +240 +60 basis points Benchmark Treasury: UST 4.0000.875% due February 15October 15th, 2015 2017 Benchmark Treasury Price / Yield: 2.839100-06/ 0.806% Interest Payment Dates: March 17 April 21 and September 17October 21, commencing September 17April 21, 2008 2015 Record Dates: April 7 and October 7 Day Count Convention: 30/360 Redemption Provisions: Make-whole call: At any time time, make-whole call at a discount rate of U.S. Treasury plus 40 10 basis points Change of Control Offer to Purchase: If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, interest to the date of repurchase. Pricing: March 12, 2008 Settlement: March 17, 2008 Use of Proceeds: To repay a portion of outstanding commercial paper. Denominations: $2,000 and integral multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BF0/US370334BF06 Ratings: Baa1/BBB+/BBB+ Joint Book-Running Managers: Credit Suisse Securities (USA) LLC J.X. Xxxxxx Securities Inc. Mxxxxx Sxxxxxx & Co. Incorporated Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EXXXX on the SEC Web site at wxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (USA) LLC at (000) 000-0000, J.X. Xxxxxx Securities Inc. collect at (000) 000-0000 or Mxxxxx Sxxxxxx & Co., Incorporated toll free at (000) 000-0000.redemption date

Appears in 1 contract

Samples: General Mills Inc

Change of Control Offer to Purchase. If a change of control triggering event occurs, unless General Mxxxx Xxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing DateDate and Time: April 13, 2023 at 7:00 a.m., London Time Address for Notices to Representatives: Barclays Bank PLC 0 Xxxxxxxxx Xxxxx London E14 5HP United Kingdom Telephone: +00 (0) 00 0000 0000 Attention: Debt Syndicate Email: XxxxXxxxxxxXxxxXxxxxxx@xxxxxxxxxxxx.xxx BNP Paribas 00 Xxxxxxxx Xxxxxx Xxxxxx XX0 0XX Xxxxxx Xxxxxxx Telephone: +00 (0) 00 0000 0000 Attention: Fixed Income Syndicate E-mail: xxxx.xxxxxxx@xxxxxxxxxx.xxx and Location: March 17, 2008 at 10:00 a.m. at Dxxxx xxxxxx.xxxxxxx@xx.xxxxxxxxxx.xxx Xxxxxxx Xxxxx & Co. LLC 000 Xxxx & Wxxxxxxx 400 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Address for Notices to Representatives: Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 1001000000-3629 2198 Attention: LCD-IBD J.X. Xxxxxx Securities Inc. 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 AttnRegistration Department Citigroup Global Markets Limited Citigroup Centre Canada Square Canary Wharf London E14 5LB United Kingdom Facsimile: High Grade +00 (0) 00 0000 0000 Attention: Syndicate Desk - 8th floor Fax No: (000) 000-0000 Mxxxxx Sxxxxxx & Co. Incorporated 1000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: General Counsel SCHEDULE II Aggregate Underwriters Principal Amount of 5.200% Underwriters Notes due 2015 Credit Suisse Securities (USA) Barclays Bank PLC €187,500,000 BNP Paribas 187,500,000 Xxxxxxx Xxxxx & Co. LLC 187,500,000 J.X. Xxxxxx Securities Inc. 187,500,000 Mxxxxx Sxxxxxx & Co. Incorporated 187,500,000 Barclays Capital Inc. 54,375, 000 Gxxxxxx, Sachs & Co. 54,375,000 Citigroup Global Markets Inc. 11,250,000 Mitsubishi UFJ Limited 120,000,000 MUFG Securities International EMEA plc 11,250,000 Calyon Securities (USA) Inc. 11,250,000 Wxxxx Fargo Securities, LLC 11,250,000 Banc of America 22,500,000 The Toronto-Dominion Bank 22,500,000 Independence Point Securities LLC 11,250,000 CastleOak Securities, L.P. 11,250,000 The Wxxxxxxx Capital Xxxxxxxx Financial Group, L.P. Inc. 11,250,000 Total: $ 750,000,000 SCHEDULE III Free Writing Prospectuses Prospectus(es) Final Term Sheet (attached as Exhibit A hereto) EXHIBIT A TO SCHEDULE III General MxxxxFiled pursuant to Rule 433 Registration No. 333-259827 GENERAL XXXXX, Inc. $INC. Pricing Term Sheet March 28, 2023 €750,000,000 5.2003.907% Notes due 2015 Pricing Term Sheet 2029 Issuer: General MxxxxXxxxx, Inc. SizePrincipal Amount: $750,000,000 Offering Format: SEC Registered Maturity: March 17April 13, 2015 Coupon: 5.200% 2029 Price to Public: 99.774100.000% Yield to maturityMaturity: 5.2393.907% Interest Rate: 3.907% per annum Spread to Benchmark TreasuryBund: +240 +169.4 basis points Benchmark TreasuryBund: UST 4.000OBL 0.250% due February 15, 2015 2029 Benchmark Treasury Bund Yield/ Price 2.213% / 89.282% Spread to Mid Swaps: +95 basis points Mid Swaps Yield: 2.8392.957% Interest Payment DatesDate: March 17 and September 17April 13 each year, commencing September 17on April 13, 2008 Day Count Convention: 30/360 2024 Optional Redemption Provisions: Make-whole call: At any time Prior to January 13, 2029, make-whole call at a discount rate of U.S. Treasury Bunds plus 40 25 basis points Change of Control Offer to Purchase: If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, interest to the date of repurchaseredemption date. PricingPar call: March 12At any time on or after January 13, 2008 Settlement: March 172029, 2008 Use of Proceeds: To repay a portion of outstanding commercial paper. Denominations: $2,000 at par plus accrued and integral multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BF0/US370334BF06 Ratings: Baa1/BBB+/BBB+ Joint Book-Running Managers: Credit Suisse Securities (USA) LLC J.X. Xxxxxx Securities Inc. Mxxxxx Sxxxxxx & Co. Incorporated Note: A securities rating is not a recommendation unpaid interest to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EXXXX on the SEC Web site at wxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (USA) LLC at (000) 000-0000, J.X. Xxxxxx Securities Inc. collect at (000) 000-0000 or Mxxxxx Sxxxxxx & Co., Incorporated toll free at (000) 000-0000redemption date.

Appears in 1 contract

Samples: Underwriting Agreement (General Mills Inc)

Change of Control Offer to Purchase. If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing Date, Time and Location: March 17August 29, 2008 2007 at 10:00 a.m. at Dxxxx Xxxx & Wxxxxxxx 400 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Address for Notices to Representatives: Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Attention: LCD-IBD J.X. Citigroup Global Markets Inc. 300/000 Xxxxxxxxx Xxxxxx Securities Inc. 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attn: High Grade Syndicate Desk - 8th floor Fax No: (000) 000-0000 Mxxxxx Sxxxxxx & Co. Incorporated 1000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: General Counsel SCHEDULE II Aggregate Principal Amount of 5.2005.650% Underwriters Notes due 2015 Credit Suisse Securities (USA) LLC 187,500,000 J.X. Xxxxxx Securities Inc. 187,500,000 Mxxxxx Sxxxxxx & Co. Incorporated 187,500,000 Barclays Capital Inc. 54,375, 000 Gxxxxxx, Sachs & Co. 54,375,000 2012 Citigroup Global Markets Inc. 11,250,000 Mitsubishi UFJ 233,334,000 Deutsche Bank Securities International plc 11,250,000 Calyon Securities (USA) Inc. 11,250,000 Wxxxx Fargo Securities233,333,000 Mxxxxxx Lynch, LLC 11,250,000 Banc of America Securities LLC 11,250,000 CastleOak SecuritiesPierce, L.P. 11,250,000 The Wxxxxxxx Capital Group, L.P. 11,250,000 Fxxxxx & Sxxxx Incorporated 233,333,000 Total: $ 750,000,000 700,000,000 SCHEDULE III Free Writing Prospectuses Final Term Sheet (attached as Exhibit A hereto) EXHIBIT A TO SCHEDULE III General Mxxxx, Inc. $750,000,000 5.200700,000,000 5.650% Notes due 2015 2012 Pricing Term Sheet Issuer: General Mxxxx, Inc. Size: $750,000,000 700,000,000 Maturity: March 17September 10, 2015 2012 Coupon: 5.2005.650% Price to Public: 99.77499.842% Yield to maturity: 5.2395.686% Spread to Benchmark Treasury: +240 +127 basis points Benchmark Treasury: UST 4.0004.625% due February 15July 31, 2015 2012 Benchmark Treasury Yield: 2.8394.416% Interest Payment Dates: March 17 10 and September 1710, commencing September 17March 10, 2008 Day Count Convention: 30/360 Redemption Provisions: Make-whole call: call At any time at a discount rate of U.S. Treasury plus 40 20 basis points Change of Control Offer to Purchase: If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Pricing: March 12August 24, 2008 2007 Settlement: March 17August 29, 2008 2007 Use of Proceeds: To repay a portion of outstanding commercial paper. Denominations: $2,000 and integral multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BF0/US370334BF06 Ratings: Baa1/BBB+/BBB+ Joint Book-Running Managers: Credit Suisse Securities (USA) LLC J.X. Xxxxxx Citigroup Global Markets Inc. Deutsche Bank Securities Inc. Mxxxxx Sxxxxxx Mxxxxxx Lynch, Pierce, Fxxxxx & Co. Sxxxx Incorporated Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EXXXX on the SEC Web site at wxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (USA) LLC Citigroup Global Markets Inc. toll free at (000) 0001-0000877-858-5407, J.X. Xxxxxx Deutsche Bank Securities Inc. collect toll free at (000) 0001-0000 or Mxxxxx Sxxxxxx 800-503-4611 and Mxxxxxx Lynch, Pierce, Fxxxxx & Co., Sxxxx Incorporated toll free at (1-000) -000-0000.

Appears in 1 contract

Samples: General Mills Inc

Change of Control Offer to Purchase. If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it Xxxxx will be required to make an offer to purchase the notes Notes at a purchase price equal to 101% of the principal amount of the notesNotes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing Date, Time and LocationTime: March 17October 14, 2008 2021 at 10:00 a.m. at Dxxxx Xxxx & Wxxxxxxx 400 Xxxxxxxxx Address for Notices to Representatives: BNP Paribas Securities Corp. 000 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Address for Notices to Representatives: Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Attention: LCD-IBD J.X. Xxxxxx Securities Inc. 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attn: High Grade Debt Syndicate Desk - 8th floor Fax NoEmail: (000) 000-0000 Mxxxxx Sxxxxxx & Co. Incorporated 1000 Xxxxxxxx xxx.xxxx.xxxxxxxxx@xxxxxxxxxx.xxx Citigroup Global Markets Inc. 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: General Counsel Fax: (000) 000-0000 Deutsche Bank Securities Inc. 00 Xxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Debt Capital Markets Syndicate, with a copy to General Counsel Fax: (000) 000-0000 X.X. Xxxxxx Securities LLC 000 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Investment Grade Syndicate Desk Facsimile: (000) 000-0000 SCHEDULE II Aggregate Underwriter Principal Amount of 5.200% Underwriters Notes due 2015 Credit Suisse Securities (USA) LLC 187,500,000 J.X. Xxxxxx To Be Purchased BNP Paribas Securities Inc. 187,500,000 Mxxxxx Sxxxxxx & Co. Incorporated 187,500,000 Barclays Capital Inc. 54,375, 000 Gxxxxxx, Sachs & Co. 54,375,000 Corp. $ 108,125,000 Citigroup Global Markets Inc. 11,250,000 Mitsubishi UFJ $ 108,125,000 Deutsche Bank Securities International plc 11,250,000 Calyon Inc. $ 108,125,000 X.X. Xxxxxx Securities (USA) LLC $ 108,125,000 Xxxxxx Xxxxxxx & Co. LLC $ 22,500,000 U.S. Bancorp Investments, Inc. 11,250,000 Wxxxx $ 22,500,000 Xxxxx Fargo Securities, LLC 11,250,000 Banc of America Securities LLC 11,250,000 CastleOak Securities, L.P. 11,250,000 The Wxxxxxxx Capital Group, L.P. 11,250,000 Total: $ 750,000,000 22,500,000 Total $ 500,000,000 SCHEDULE III Free Writing Prospectuses Prospectus(es) Final Term Sheet (attached as Exhibit A hereto) EXHIBIT A TO SCHEDULE III Filed pursuant to Rule 433 Registration No. 333-259827 PRICING TERM SHEET October 5, 2021 General MxxxxXxxxx, Inc. $750,000,000 5.200500,000,000 2.250% Notes due 2015 Pricing Term Sheet 2031 Issuer: General MxxxxXxxxx, Inc. SizeOffering Format: SEC Registered Trade Date: October 5, 2021 Settlement Date: October 14, 2021 We expect to deliver the notes against payment for the notes on the sixth business day following the date of the pricing of the notes (“T+6”). Under Rule 15c6-1 of the Securities and Exchange Commission (SEC) under the Securities Exchange Act of 1934, trades in the secondary market generally are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes prior to the second business day before the delivery of the notes will be required, by virtue of the fact that the notes initially will settle in T+6, to specify an alternative settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade the notes prior to the second business day before the delivery of the notes should consult their own advisors. Day Count Convention: 30 / 360 Title: 2.250% Notes due 2031 Principal Amount: $750,000,000 Maturity500,000,000 Maturity Date: March 17October 14, 2015 Coupon2031 Coupon (Interest Rate): 2.250% Interest Rate Step Up: 5.200From and including April 14, 2026 (or if such day is not a Business Day, as defined in the preliminary prospectus supplement dated October 5, 2021 (the “Preliminary Prospectus Supplement”), the next succeeding Business Day), the interest rate payable on the notes shall be increased by 25 basis points to 2.500% per year unless we have notified the trustee in writing on or before the date that is 15 days prior to April 14, 2026 in the form of an officers’ certificate that in respect of the fiscal year ending May 25, 2025, (i) the Sustainability Performance Target (as defined in the Preliminary Prospectus Supplement) has been satisfied and (ii) we have received a related assurance letter from the External Verifier (as defined in the Preliminary Prospectus Supplement). Price to Public: 99.77499.920% Yield to maturityMaturity: 5.2392.259% Spread to Benchmark Treasury: +240 basis points +73 bps Benchmark Treasury: UST 4.0001.250% due February 15August 31, 2015 2031 Benchmark Treasury Price / Yield: 2.83997-14+ / 1.529% Interest Payment Dates: March 17 Semi-annually on each April 14 and September 17October 14, commencing September 17April 14, 2008 Day Count Convention2022 CUSIP / ISIN: 30/360 000000XX0 / US370334CQ51 Optional Redemption Provisions: Make-whole callRedemption: At any time prior to July 14, 2031, in whole or in part at any time at our option, make-whole call at Treasury plus 15 basis points plus in each case accrued and unpaid interest to the redemption date. For this purpose, after the Step Up Date (as defined in the Preliminary Prospectus Supplement), interest will be calculated at the Step Up Interest Rate (as defined in the Preliminary Prospectus Supplement), unless the Sustainability Performance Target has been satisfied and we have provided the Satisfaction Notification (as defined in the Preliminary Prospectus Supplement). Par Redemption: At any time on or after July 14, 2031, at a discount rate redemption price of U.S. Treasury plus 40 basis points Change of Control Offer to Purchase: If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101100% of the principal amount of the notes, plus accrued and unpaid interest, if any, interest to the date of repurchase. Pricing: March 12, 2008 Settlement: March 17, 2008 Use of Proceeds: To repay a portion of outstanding commercial paper. Denominations: $2,000 and integral multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BF0/US370334BF06 Ratings: Baa1/BBB+/BBB+ Joint Book-Running Managers: Credit Suisse Securities (USA) LLC J.X. Xxxxxx Securities Inc. Mxxxxx Sxxxxxx & Co. Incorporated Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EXXXX on the SEC Web site at wxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (USA) LLC at (000) 000-0000, J.X. Xxxxxx Securities Inc. collect at (000) 000-0000 or Mxxxxx Sxxxxxx & Co., Incorporated toll free at (000) 000-0000redemption date.

Appears in 1 contract

Samples: General Mills Inc

Change of Control Offer to Purchase. If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it Xxxxx will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notesNotes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing Date, Time and Location: March January 17, 2008 2017 at 10:00 a.m. at Dxxxx 9:00 x.x.xx Xxxxx Xxxx & Wxxxxxxx 400 Xxxxxxxx LLP 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Address for Notices to Representatives: Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Attention: LCD-IBD J.X. Barclays Capital Inc. 000 Xxxxxxx Xxxxxx Securities Inc. 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attn: High Grade Syndicate Desk - 8th floor Fax No: (000) 000-0000 Mxxxxx Sxxxxxx & Co. Incorporated 1000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Facsimile: 0-000-000-0000 Attention: Syndicate Registration Citigroup Global Markets Inc. 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Facsimile: +0 000 000 0000 Attention: General Counsel Deutsche Bank Securities Inc. 00 Xxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Facsimile: 000-000-0000 Attention: Debt Capital Market Syndicate/General Counsel SCHEDULE II Aggregate Underwriters Principal Amount of 5.200% Underwriters Notes due 2015 Credit Suisse Securities (USA) LLC 187,500,000 J.X. Xxxxxx Securities Inc. 187,500,000 Mxxxxx Sxxxxxx & Co. Incorporated 187,500,000 Barclays Capital Inc. 54,375, 000 Gxxxxxx, Sachs & Co. 54,375,000 $ 202,500,000 Citigroup Global Markets Inc. 11,250,000 Mitsubishi UFJ $ 187,500,000 Deutsche Bank Securities International plc 11,250,000 Calyon Inc. $ 172,500,000 BNP Paribas Securities Corp. $ 52,500,000 U.S. Bancorp Investments, Inc. $ 52,500,000 Xxxxx Fargo Securities, LLC $ 52,500,000 HSBC Securities (USA) Inc. 11,250,000 Wxxxx Fargo $ 7,500,000 MUFG Securities Americas Inc. $ 7,500,000 Santander Investment Securities Inc. $ 7,500,000 SG Americas Securities, LLC 11,250,000 Banc of America Securities LLC 11,250,000 CastleOak Securities, L.P. 11,250,000 The Wxxxxxxx Capital Group, L.P. 11,250,000 $ 7,500,000 Total: $ 750,000,000 SCHEDULE III Free Writing Prospectuses Prospectus(es) Final Term Sheet (attached as Exhibit A hereto) EXHIBIT A TO SCHEDULE III Filed pursuant to Rule 433 Registration No. 333-202215 $750,000,000 General MxxxxXxxxx, Inc. $750,000,000 5.2003.200% Notes due 2015 2027 Pricing Term Sheet January 9, 2017 Issuer: General MxxxxXxxxx, Inc. SizeIssuer Ratings*: A3/BBB+/BBB+ (Xxxxx’x/S&P/Fitch) Principal Amount: $750,000,000 MaturityOffering Format: March 17SEC Registered Maturity Date: February 10, 2015 2027 Coupon: 5.2003.200% Price to Public: 99.77499.580% Yield to maturityMaturity: 5.2393.249% Spread to Benchmark Treasury: +240 + 87.5 basis points Benchmark Treasury: UST 4.0002.000% due February November 15, 2015 2026 Benchmark Treasury Price/Yield: 2.83996-23+ / 2.374% Interest Payment Dates: March 17 February 10 and September 17August 10, commencing September 17on August 10, 2008 2017 Day Count Convention: 30/360 Optional Redemption Provisions: Make-whole call: At any time call Prior to November 10, 2026, make-whole call at a discount rate of U.S. Treasury plus 40 15 basis points Change of Control Offer to Purchase: If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, interest to the date of repurchaseredemption date. Pricing: March 12Par-call On or after November 10, 2008 Settlement: March 172026, 2008 Use of Proceeds: To repay a portion of outstanding commercial paper. Denominations: $2,000 at par plus accrued and integral multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BF0/US370334BF06 Ratings: Baa1/BBB+/BBB+ Joint Book-Running Managers: Credit Suisse Securities (USA) LLC J.X. Xxxxxx Securities Inc. Mxxxxx Sxxxxxx & Co. Incorporated Note: A securities rating is not a recommendation unpaid interest to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EXXXX on the SEC Web site at wxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (USA) LLC at (000) 000-0000, J.X. Xxxxxx Securities Inc. collect at (000) 000-0000 or Mxxxxx Sxxxxxx & Co., Incorporated toll free at (000) 000-0000.redemption date

Appears in 1 contract

Samples: General Mills Inc

Change of Control Offer to Purchase. If a change of control triggering event occurs, unless General Mxxxx Xxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing Date, Time and Location: March 17January 28, 2008 2014 at 10:00 a.m. at Dxxxx Xxxxx Xxxx & Wxxxxxxx 400 Xxxxxxxx LLP 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Address for Notices to Representatives: Credit Suisse Securities (USA) LLC Eleven Madison Avenue New YorkCitigroup Global Markets Inc. 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, N.Y. 10010-3629 Attention: LCD-IBD J.X. Xxxxxx Securities Inc. 200 Xxx Xxxx 00000 Xxxxxxx Xxxxx & Co. 000 Xxxx Xxxxxx Xxx Xxxx, XX Xxx Xxxx 00000 Attn: High Grade Syndicate Desk - 8th floor Fax No: (000) 000-0000 Mxxxxx Sxxxxxx Xxxxxx Xxxxxxx & Co. Incorporated 1000 LLC 0000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: General Counsel SCHEDULE II Aggregate Principal Amount of 5.200% Floating Rate Principal Amount of Underwriters Notes due 2015 Credit Suisse Securities (USA) LLC 187,500,000 J.X. Xxxxxx Securities Inc. 187,500,000 Mxxxxx Sxxxxxx & Co. Incorporated 187,500,000 Barclays Capital Inc. 54,375, 000 Gxxxxxx, Sachs & Co. 54,375,000 Fixed Rate Notes Citigroup Global Markets Inc. 11,250,000 $ 70,000,000 $ 140,000,000 Xxxxxxx, Xxxxx & Co. 70,000,000 140,000,000 Xxxxxx Xxxxxxx & Co. LLC 70,000,000 140,000,000 US Bancorp Investments, Inc. 18,125,000 36,250,000 Mitsubishi UFJ Securities International plc 11,250,000 Calyon (USA), Inc. 4,375,000 8,750,000 Standard Chartered Bank 4,375,000 8,750,000 Santander Investment Securities Inc. 4,375,000 8,750,000 HSBC Securities (USA) Inc. 11,250,000 Wxxxx Fargo Securities, 4,375,000 8,750,000 Loop Capital Markets LLC 11,250,000 Banc of America Securities LLC 11,250,000 CastleOak Securities, L.P. 11,250,000 The Wxxxxxxx Capital Group, L.P. 11,250,000 4,375,000 8,750,000 Total: 250,000,000 500,000,000 Total: $ 750,000,000 SCHEDULE III Free Writing Prospectuses Final Term Sheet (attached as Exhibit A hereto) Final Term Sheet (attached as Exhibit B hereto) EXHIBIT A TO SCHEDULE III Free Writing Prospectus Filed pursuant to Rule 433 Registration No. 333-179621 General MxxxxXxxxx, Inc. $750,000,000 5.200% 250,000,000 Floating Rate Notes due 2015 2016 Pricing Term Sheet Issuer: General MxxxxJanuary 21, Inc. Size: $750,000,000 Maturity: March 17, 2015 Coupon: 5.200% Price to Public: 99.774% Yield to maturity: 5.239% Spread to Benchmark Treasury: +240 basis points Benchmark Treasury: UST 4.000% due February 15, 2015 Benchmark Treasury Yield: 2.839% Interest Payment Dates: March 17 and September 17, commencing September 17, 2008 Day Count Convention: 30/360 Redemption Provisions: Make-whole call: At any time at a discount rate of U.S. Treasury plus 40 basis points Change of Control Offer to Purchase: If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Pricing: March 12, 2008 Settlement: March 17, 2008 Use of Proceeds: To repay a portion of outstanding commercial paper. Denominations: $2,000 and integral multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BF0/US370334BF06 Ratings: Baa1/BBB+/BBB+ Joint Book-Running Managers: Credit Suisse Securities (USA) LLC J.X. Xxxxxx Securities Inc. Mxxxxx Sxxxxxx & Co. Incorporated Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EXXXX on the SEC Web site at wxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (USA) LLC at (000) 000-0000, J.X. Xxxxxx Securities Inc. collect at (000) 000-0000 or Mxxxxx Sxxxxxx & Co., Incorporated toll free at (000) 000-0000.2014

Appears in 1 contract

Samples: General Mills Inc

Change of Control Offer to Purchase. If a change of control triggering event occurs, General Xxxxx will be required to make an offer to purchase the Notes at a purchase price equal to 101% of the principal amount of the Notes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing Date, Time: April 3, 2020 at 10:00 a.m. at Address for Notices to Representatives: BofA Securities, Inc. 00 Xxxxxxxxxxx Xxxxx XX0-000-00-00 Xxx Xxxx, XX 00000 Attention: High Grade Debt Capital Market Transaction Management/Legal Facsimile: (000) 000-0000 Xxxxxx Xxxxxxx & Co. LLC 0000 Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Investment Banking Division Phone: (000) 000-0000 Facsimile: (000) 000-0000 SCHEDULE II Underwriter Principal Amount of Securities To Be Purchased BofA Securities, Inc. $262,500,000 Xxxxxx Xxxxxxx & Co. LLC $262,500,000 Citigroup Global Markets Inc. $35,625,000 X.X. Xxxxxx Securities LLC $35,625,000 Xxxxx Fargo Securities, LLC $35,625,000 U.S. Bancorp Investments, Inc. $35,625,000 TD Securities (USA) LLC $35,625,000 MUFG Securities Americas Inc. $35,625,000 Academy Securities, Inc. $11,250,000 Total $750,000,000 SCHEDULE III Free Writing Prospectus(es) Final Term Sheet (attached as Exhibit A hereto) EXHIBIT A TO SCHEDULE III Filed pursuant to Rule 433 Registration No. 333-223919 PRICING TERM SHEET March 31, 2020 General Xxxxx, Inc. $750,000,000 2.875% Notes due 2030 Issuer: General Xxxxx, Inc. Offering Format: SEC Registered Trade Date: March 31, 2020 Settlement Date: April 3, 2020 We expect to deliver the notes against payment for the notes on the third business day following the date of the pricing of the notes (“T+3”). Under Rule 15c6-1 of the Exchange Act, trades in the secondary market generally are required to settle in two business days, unless the parties to a trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes prior to two business days before the date of delivery will be required, by virtue of the fact that the notes initially settle in T+3, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement. Day Count Convention: 30 / 360 Title: 2.875% Notes due 2030 Principal Amount: $750,000,000 Maturity Date: April 15, 2030 Coupon (Interest Rate): 2.875% Price to Public: 99.800% Yield to Maturity: 2.898% Spread to Benchmark Treasury: +225 bps Benchmark Treasury: UST 1.500% due February 15, 2030 Benchmark Treasury Price / Yield: 108-04+; 0.648% Interest Payment Dates: Semi-annually on each April 15 and October 15, commencing October 15, 2020 CUSIP / ISIN: 370334 CL6 / US370334CL64 Optional Redemption Provisions: Make-whole Redemption: At any time prior to January 15, 2030, in whole or in part at any time at General Mxxxx has exercised its right Xxxxx’ option at the redemption price equal to redeem the notesrespective make-whole amount described in the Prospectus, it plus in each case accrued and unpaid interest to the redemption date. Par Redemption: At any time on or after January 15, 2030, at a redemption price of 100% of the principal amount plus accrued and unpaid interest to the redemption date. Change of Control Offer to Purchase: If a change of control triggering event occurs, General Xxxxx will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing Date, Time and Location: March 17, 2008 at 10:00 a.m. at Dxxxx Xxxx & Wxxxxxxx 400 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Address for Notices to Representatives: Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Attention: LCD-IBD J.X. Xxxxxx Securities Inc. 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attn: High Grade Syndicate Desk - 8th floor Fax No: (000) 000-0000 Mxxxxx Sxxxxxx & Co. Incorporated 1000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: General Counsel SCHEDULE II Aggregate Principal Amount of 5.200% Underwriters Notes due 2015 Credit Suisse Securities (USA) LLC 187,500,000 J.X. Xxxxxx Securities Inc. 187,500,000 Mxxxxx Sxxxxxx & Co. Incorporated 187,500,000 Barclays Capital Inc. 54,375, 000 Gxxxxxx, Sachs & Co. 54,375,000 Citigroup Global Markets Inc. 11,250,000 Mitsubishi UFJ Securities International plc 11,250,000 Calyon Securities (USA) Inc. 11,250,000 Wxxxx Fargo Securities, LLC 11,250,000 Banc of America Securities LLC 11,250,000 CastleOak Securities, L.P. 11,250,000 The Wxxxxxxx Capital Group, L.P. 11,250,000 Total: $ 750,000,000 SCHEDULE III Free Writing Prospectuses Final Term Sheet (attached as Exhibit A hereto) EXHIBIT A TO SCHEDULE III General Mxxxx, Inc. $750,000,000 5.200% Notes due 2015 Pricing Term Sheet Issuer: General Mxxxx, Inc. Size: $750,000,000 Maturity: March 17, 2015 Coupon: 5.200% Price to Public: 99.774% Yield to maturity: 5.239% Spread to Benchmark Treasury: +240 basis points Benchmark Treasury: UST 4.000% due February 15, 2015 Benchmark Treasury Yield: 2.839% Interest Payment Dates: March 17 and September 17, commencing September 17, 2008 Day Count Convention: 30/360 Redemption Provisions: Make-whole call: At any time at a discount rate of U.S. Treasury plus 40 basis points Change of Control Offer to Purchase: If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Pricing: March 12, 2008 Settlement: March 17, 2008 Use of Proceeds: To repay a portion of outstanding commercial paper. Denominations: $2,000 and integral multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BF0/US370334BF06 Ratings: Baa1/BBB+/BBB+ Joint Book-Running Managers: Credit Suisse BofA Securities, Inc. Xxxxxx Xxxxxxx & Co. LLC Senior Co-Managers: Citigroup Global Markets Inc. X.X. Xxxxxx Securities LLC Xxxxx Fargo Securities, LLC U.S. Bancorp Investments, Inc. TD Securities (USA) LLC J.X. Xxxxxx MUFG Securities Americas Inc. Mxxxxx Sxxxxxx & Co. Incorporated NoteCo-Manager: A securities rating is not a recommendation to buyAcademy Securities, sell or hold securities and may be subject to revision or withdrawal at any time. Inc. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EXXXX XXXXX on the SEC Web site SEC’s website at wxx.xxx.xxxxxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (USA) BofA Securities, Inc. toll-free at 1-800-294-1322 or Xxxxxx Xxxxxxx & Co. LLC at (000) by calling 0-000-0000, J.X. Xxxxxx Securities Inc. collect at (000) 000-0000 or Mxxxxx Sxxxxxx & Co.emailing xxxxxxxxxx@xxxxxxxxxxxxx.xxx. Under Rule 15c6-1 of the Securities Exchange Act of 1934, Incorporated toll free as amended, trades in the secondary market generally are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes prior to two business days before the date of delivery will be required, by virtue of the fact that the notes initially settle in T+3, to specify an alternate settlement arrangement at (000) 000-0000the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade the notes prior to two business days before the date of delivery should consult their advisors. This pricing term sheet supplements the preliminary form of Prospectus Supplement issued by General Xxxxx, Inc. on March 31, 2020 relating to its Prospectus dated March 26, 2018. ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM.

Appears in 1 contract

Samples: General Mills Inc

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Change of Control Offer to Purchase. If a change of control triggering event occurs, unless General Mxxxx has exercised its right Xxxxx will be required to redeem make an offer to purchase the notesnotes at a purchase price equal to 101% of the principal amount of the Notes, it plus accrued and unpaid interest, if any, to the date of repurchase. Closing Date, Time and Location: March 20, 2017 at 10:00 a.m. London at Xxxxx Xxxx & Xxxxxxxx LLP 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Address for Notices to Representatives: Xxxxxxxxxx Xxxxx Xxxxxxxx Xxxx XX, Xxxxxx Branch 1 Great Xxxxxxxxxx Xxxxxx Xxxxxx, XX0X 0XX Xxxxxx Xxxxxxx Attention: Syndicate Desk Facsimile: +00 000 000 0000 SCHEDULE II Underwriters Principal Amount of Notes Deutsche Bank AG, London Branch €300,000,000 Total: €300,000,000 SCHEDULE III Free Writing Prospectus(es) Final Term Sheet (attached as Exhibit A hereto) EXHIBIT A TO SCHEDULE III Filed pursuant to Rule 433 Registration No. 333-202215 €300,000,000 General Xxxxx, Inc. Floating Rate Notes due 2019 Pricing Term Sheet March 16, 2017 Issuer: General Xxxxx, Inc. Issuer Ratings*: [Intentionally Omitted] Principal Amount: €300,000,000 Offering Format: SEC Registered Maturity: March 20, 2019 Price to Public: 100.00% Interest Rate Basis: 3-month EURIBOR Spread: +20 basis points Minimum Interest Rate: 0.00% per annum Interest Payment Dates: Quarterly on March 20, June 20, September 20 and December 20, commencing on June 20, 2017 Interest Reset Dates: Quarterly on March 20, June 20, September 20 and December 20, commencing on June 20, 2017 Initial Interest Determination Date: March 16, 2017 Day Count Convention: Actual/360; Modified Following, Adjusted Optional Redemption Provisions: None Change of Control Offer to Purchase: If a change of control triggering event occurs, General Xxxxx will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing Trade Date, Time and Location: March 1716, 2008 at 10:00 a.m. at Dxxxx Xxxx & Wxxxxxxx 400 Xxxxxxxxx Xxxxxx Xxx Xxxx2017 Settlement Date: T+2; March 20, Xxx Xxxx 00000 Address for Notices to Representatives: Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Attention: LCD-IBD J.X. Xxxxxx Securities Inc. 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attn: High Grade Syndicate Desk - 8th floor Fax No: (000) 000-0000 Mxxxxx Sxxxxxx & Co. Incorporated 1000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: General Counsel SCHEDULE II Aggregate Principal Amount of 5.200% Underwriters Notes due 2015 Credit Suisse Securities (USA) LLC 187,500,000 J.X. Xxxxxx Securities Inc. 187,500,000 Mxxxxx Sxxxxxx & Co. Incorporated 187,500,000 Barclays Capital Inc. 54,375, 000 Gxxxxxx, Sachs & Co. 54,375,000 Citigroup Global Markets Inc. 11,250,000 Mitsubishi UFJ Securities International plc 11,250,000 Calyon Securities (USA) Inc. 11,250,000 Wxxxx Fargo Securities, LLC 11,250,000 Banc of America Securities LLC 11,250,000 CastleOak Securities, L.P. 11,250,000 The Wxxxxxxx Capital Group, L.P. 11,250,000 Total: $ 750,000,000 SCHEDULE III Free Writing Prospectuses Final Term Sheet (attached as Exhibit A hereto) EXHIBIT A TO SCHEDULE III General Mxxxx, Inc. $750,000,000 5.200% Notes due 2015 Pricing Term Sheet Issuer: General Mxxxx, Inc. Size: $750,000,000 Maturity: March 17, 2015 Coupon: 5.200% Price to Public: 99.774% Yield to maturity: 5.239% Spread to Benchmark Treasury: +240 basis points Benchmark Treasury: UST 4.000% due February 15, 2015 Benchmark Treasury Yield: 2.839% Interest Payment Dates: March 17 and September 17, commencing September 17, 2008 Day Count Convention: 30/360 Redemption Provisions: Make-whole call: At any time at a discount rate of U.S. Treasury plus 40 basis points Change of Control Offer to Purchase: If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Pricing: March 12, 2008 Settlement: March 17, 2008 Use of Proceeds: To repay a portion of outstanding commercial paper. 2017 Denominations: $2,000 €100,000 and integral higher multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BF0/US370334BF06 Ratings: Baa1/BBB+/BBB+ Joint XS1584979055 Sole Book-Running ManagersManager: Credit Suisse Securities (USA) LLC J.X. Xxxxxx Securities Inc. Mxxxxx Sxxxxxx & Co. Incorporated Deutsche Bank AG, London Branch • Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EXXXX XXXXX on the SEC Web site SEC’s website at wxx.xxx.xxxxxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (USA) LLC at (000) 000Deutsche Bank AG, London Branch toll-0000, J.X. Xxxxxx Securities Inc. collect at (000) 000-0000 or Mxxxxx Sxxxxxx & Co., Incorporated toll free at (000) 0001-0000800-503-4611. This pricing term sheet supplements the preliminary form of Prospectus Supplement issued by General Xxxxx, Inc. on March 16, 2017 relating to its Prospectus dated February 20, 2015.

Appears in 1 contract

Samples: General Mills Inc

Change of Control Offer to Purchase. If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it Xxxxx will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing Date, Time and Location: March 17May 16, 2008 2011 at 10:00 a.m. at Dxxxx Xxxxx Xxxx & Wxxxxxxx 400 Xxxxxxxx LLP 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Address for Notices to Representatives: Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Attention: LCD-IBD J.X. Xxxxxx Securities Barclays Capital Inc. 200 Xxxx 000 Xxxxxxx Xxxxxx Xxx Xxxx, XX Xxx Xxxx 00000 AttnAttention: High Grade Syndicate Desk - 8th floor Fax No: (000) 000-0000 Mxxxxx Sxxxxxx & Co. Incorporated 1000 Xxxxxxxx Registration Citigroup Global Markets Inc. 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: General Counsel SCHEDULE II Aggregate Underwriters Principal Amount of 5.200% Underwriters Notes due 2015 Credit Suisse Securities (USA) LLC 187,500,000 J.X. Xxxxxx Securities Inc. 187,500,000 Mxxxxx Sxxxxxx & Co. Incorporated 187,500,000 Barclays Capital Inc. 54,375, 000 Gxxxxxx, Sachs & Co. 54,375,000 $ 200,000,000 Citigroup Global Markets Inc. 11,250,000 Mitsubishi UFJ Securities International plc 11,250,000 Calyon Securities (USA) Inc. 11,250,000 Wxxxx Fargo Securities, LLC 11,250,000 Banc of America Securities LLC 11,250,000 CastleOak Securities, L.P. 11,250,000 The Wxxxxxxx Capital Group, L.P. 11,250,000 Inc.. $ 200,000,000 Total: $ 750,000,000 400,000,000 SCHEDULE III Free Writing Prospectuses Final Term Sheet (attached as Exhibit A hereto) EXHIBIT A TO SCHEDULE III Filed pursuant to Rule 433 May 11, 2011 Preliminary Prospectus Supplement dated May 11, 2011 to Prospectus dated December 4, 2008 Registration No. 333-155932 General MxxxxXxxxx, Inc. $750,000,000 5.200% 400,000,000 Floating Rate Notes due 2015 2014 Pricing Term Sheet May 11, 2011 Issuer: General MxxxxXxxxx, Inc. Size: $750,000,000 400,000,000 Maturity: March 17May 16, 2015 Coupon: 5.200% 2014 Price to Public: 99.774100% Yield to maturityInterest Rate Basis: 5.239% Spread to Benchmark TreasuryLIBOR Index Maturity: +240 3 months Spread: +35 basis points Benchmark Treasury: UST 4.000% due February 15, 2015 Benchmark Treasury Yield: 2.839% Interest Payment Dates: March 17 Quarterly on February 16, May 16, August 16, and September 17November 16, commencing September 17August 16, 2008 2011 Interest Reset Dates: February 16, May 16, August 16, and November 16, commencing August 16, 2011 Interest Determination Dates: Second business day prior to each Interest Reset Date Day Count Convention: 30/360 Actual/360 Redemption Provisions: Make-whole call: At any time at a discount rate of U.S. Treasury plus 40 basis points None Change of Control Offer to Purchase: If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it Xxxxx will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Pricing: March 12May 11, 2008 2011 Settlement: March 17May 16, 2008 2011 Use of Proceeds: To repay a portion of outstanding commercial paper. paper Denominations: $2,000 and integral multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BF0/US370334BF06 Ratings: Baa1/BBB+/BBB+ BK9 / US370334BK90 Joint Book-Running Managers: Credit Suisse Securities (USA) LLC J.X. Xxxxxx Securities Barclays Capital Inc. Mxxxxx Sxxxxxx & Co. Incorporated Note: A securities rating Citigroup Global Markets Inc. Simultaneously with this offering, we are offering $300,000,000 1.55% Notes due 2014 pursuant to a prospectus supplement dated May 11, 2011. This offering is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any timeconditioned upon the closing of the offering of $300,000,000 1.55% Notes due 2014. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EXXXX XXXXX on the SEC SEC’s Web site at wxx.xxx.xxxxxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (USA) LLC Barclays Capital Inc. toll free at (000) 0-000-0000, J.X. Xxxxxx Securities Inc. collect at (000) 000-0000 or Mxxxxx Sxxxxxx & Co., Incorporated Citigroup Global Markets Inc. toll free at (0-000) -000-0000.

Appears in 1 contract

Samples: General Mills Inc

Change of Control Offer to Purchase. If a change of control triggering event occurs, unless General Mxxxx Xxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing Date, Time and Location: March 17January 31, 2008 2013 at 10:00 a.m. at Dxxxx Xxxxx Xxxx & Wxxxxxxx 400 Xxxxxxxx LLP 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Address for Notices to Representatives: Credit Suisse Securities (USA) LLC Eleven Madison Avenue New YorkXxxxxx Xxxxxxx Xxxxxx Xxx Xxxx, N.Y. 10010-3629 Xxx Xxxx 00000 Attention: LCD-IBD J.X. Deutsche Bank Securities Inc. 00 Xxxx Xx. Xxx Xxxx, XX 00000 Attention: Debt Capital Markets Syndicate Phone: (000) 000-0000 Facsimile: (000) 000-0000 X.X. Xxxxxx Securities Inc. 200 Xxxx LLC 000 Xxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attn: High Investment Grade Syndicate Desk - 8th floor Fax No– 3rd Floor Fax: (000) 000-0000 Mxxxxx Sxxxxxx & Co. Incorporated 1000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: General Counsel SCHEDULE II Aggregate Principal Amount of 5.200% Principal Amount of Principal Amount of 2016 Floating Rate 2016 Fixed Rate 2043 Fixed Rate Underwriters Notes due 2015 Notes Notes Credit Suisse Securities (USA) LLC 187,500,000 J.X. LLC. $ 57,500,000 $ 57,500,000 $ 115,000,000 Deutsche Bank Securities Inc. $ 57,500,000 $ 57,500,000 $ 115,000,000 X.X. Xxxxxx Securities Inc. 187,500,000 Mxxxxx Sxxxxxx LLC $ 57,500,000 $ 57,500,000 $ 115,000,000 Xxxxxxx Xxxxx, Xxxxxx, Xxxxxx & Co. Xxxxx Incorporated 187,500,000 $ 18,334,000 $ 18,333,000 $ 36,667,000 Barclays Capital Inc. 54,375, 000 Gxxxxxx, Sachs & Co. 54,375,000 $ 18,333,000 $ 18,334,000 $ 36,666,000 Citigroup Global Markets Inc. 11,250,000 $ 18,333,000 $ 18,333,000 $ 36,667,000 BNP Paribas Securities Corp. $ 3,750,000 $ 3,750,000 $ 7,500,000 Xxxxxxx, Xxxxx & Co. $ 3,750,000 $ 3,750,000 $ 7,500,000 Xxxxxx & Company $ 3,750,000 $ 3,750,000 $ 7,500,000 Mitsubishi UFJ Securities International plc 11,250,000 Calyon Securities (USA) ), Inc. 11,250,000 Wxxxx $ 3,750,000 $ 3,750,000 $ 7,500,000 Xxxxxx Xxxxxxx & Co. LLC $ 3,750,000 $ 3,750,000 $ 7,500,000 Xxxxx Fargo Securities, LLC 11,250,000 Banc of America Securities LLC 11,250,000 CastleOak Securities, L.P. 11,250,000 The Wxxxxxxx Capital Group, L.P. 11,250,000 $ 3,750,000 $ 3,750,000 $ 7,500,000 Total: $ 750,000,000 250,000,000 $ 250,000,000 $ 500,000,000 SCHEDULE III Free Writing Prospectuses Final Term Sheet (attached as Exhibit A hereto) Final Term Sheet (attached as Exhibit B hereto) Final Term Sheet (attached as Exhibit C hereto) EXHIBIT A TO SCHEDULE III Free Writing Prospectus Filed pursuant to Rule 433 Registration No. 333-179621 General MxxxxXxxxx, Inc. $750,000,000 5.200% 250,000,000 Floating Rate Notes due 2015 2016 Pricing Term Sheet January 28, 2013 Issuer: General Mxxxx, Inc. Size: $750,000,000 Maturity: March 17, 2015 Coupon: 5.200% Price to Public: 99.774% Yield to maturityInterest Rate Basis: 5.239% Spread to Benchmark TreasuryIndex Maturity: +240 basis points Benchmark TreasurySpread: UST 4.000% due February 15, 2015 Benchmark Treasury Yield: 2.839% Interest Payment Dates: March 17 General Xxxxx, Inc. $250,000,000 January 29, 2016 100% LIBOR 3 months +30 basis points Quarterly on January 29, April 29, July 29, and September 17October 29, commencing September 17April 29, 2008 2013 Interest Reset Dates: January 29, April 29, July 29, and October 29, commencing April 29, 2013 Initial Interest Determination Date: January 29, 2013 Interest Determination Dates: Second business day prior to each Interest Reset Date Day Count Convention: 30/360 Actual/360 Redemption Provisions: Make-whole call: At any time at a discount rate of U.S. Treasury plus 40 basis points None Change of Control Offer to Purchase: If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it Xxxxx will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Pricing: March 12January 28, 2008 2013 Settlement: March 17T+3; January 31, 2008 Use of Proceeds: To repay a portion of outstanding commercial paper. 2013 Denominations: $2,000 and integral multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BF0/US370334BF06 Ratings: Baa1/BBB+/BBB+ BQ6 / US370334BQ60 Joint Book-Running Managers: Credit Suisse Securities (USA) LLC J.X. Deutsche Bank Securities Inc. X.X. Xxxxxx Securities Inc. Mxxxxx Sxxxxxx & Co. Incorporated Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. LLC The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EXXXX XXXXX on the SEC SEC’s Web site at wxx.xxx.xxxxxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (USA) LLC toll free at (1-800-221-1037, Deutsche Bank Securities Inc., toll-free at 1-800-503-4611 or X.X. Xxxxxx Securities LLC collect at 0-000) -000-0000. This pricing term sheet supplements the preliminary form of Prospectus Supplement issued by General Xxxxx, J.X. Inc. on January 28, 2013 relating to its Prospectus dated February 22, 2012. EXHIBIT B TO SCHEDULE III Free Writing Prospectus Filed pursuant to Rule 433 Registration No. 333-179621 General Xxxxx, Inc. $250,000,000 0.875% Notes due 2016 Pricing Term Sheet January 28, 2013 Issuer: General Xxxxx, Inc. Size: $250,000,000 Maturity: January 29, 2016 Coupon: 0.875% Price to Public: 99.982% Yield to maturity: 0.881% Spread to Benchmark Treasury: +45 basis points Benchmark Treasury: 0.375% due 1/15/2016 Benchmark Treasury Price & Yield: 99-26 3/4; 0.431% Interest Payment Dates: January 29 and July 29, commencing July 29, 2013 Day Count Convention: 30/360 Make-whole call: T plus 7.5 basis points plus accrued and unpaid interest to the redemption date Change of Control Offer to Purchase: If a change of control triggering event occurs, unless General Xxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Pricing: January 28, 2013 Settlement: T+3; January 31, 2013 Denominations: $2,000 and integral multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BN3 / US370334BN30 Joint Book-Running Managers: Credit Suisse Securities (USA) LLC Deutsche Bank Securities Inc. X.X. Xxxxxx Securities Inc. collect LLC The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting XXXXX on the SEC’s Web site at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (000USA) 000-0000 or Mxxxxx Sxxxxxx & Co., Incorporated LLC toll free at (1-800-221-1037, Deutsche Bank Securities Inc., toll-free at 1-800-503-4611 or X.X. Xxxxxx Securities LLC collect at 0-000) -000-0000.. This pricing term sheet supplements the preliminary form of Prospectus Supplement issued by General Xxxxx, Inc. on January 28, 2013 relating to its Prospectus dated February 22, 2012. EXHIBIT C TO SCHEDULE III Free Writing Prospectus Filed pursuant to Rule 433 Registration No. 333-179621 General Xxxxx, Inc. $500,000,000 4.150% Notes due 2043 Pricing Term Sheet January 28, 2013 Issuer: General Xxxxx, Inc. Size: $500,000,000 Maturity: February 15, 2043 Coupon: 4.150% Price to Public: 99.335% Yield to maturity: 4.189% Spread to Benchmark Treasury: +105 basis points Benchmark Treasury: 2.750% due 8/15/2042 Benchmark Treasury Price & Yield: 92-17+; 3.139% Interest Payment Dates: February 15 and August 15, commencing August 15, 2013 Day Count Convention: 30/360 Redemption Provisions: Make-whole call: At any time prior to August 15, 2042, make-whole call at T plus 15 basis points plus accrued and unpaid interest to the redemption date Par call: At any time on or after August 15, 2042 at par plus accrued and unpaid interest to the redemption date

Appears in 1 contract

Samples: General Mills Inc

Change of Control Offer to Purchase. If a change of control triggering event occurs, unless General Mxxxx has exercised its right will be required to redeem make an offer to purchase the notesnotes at a purchase price equal to 101% of the principal amount of the Notes, it plus accrued and unpaid interest, if any, to the date of repurchase. Closing Date, Time and Location: March 15, 2019 at 10:00 a.m. London Time Dxxxx Xxxx & Wxxxxxxx LLP 400 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Address for Notices to Representatives: Deutsche Bank AG, London Branch Winchester House 1 Great Wxxxxxxxxx Xxxxxx Xxxxxx, XX0X 0XX Xxxxxx Xxxxxxx Attention: Syndicate Desk Facsimile: +00 000 000 0000 Credit Suisse Securities (Europe) Limited Oxx Xxxxx Xxxxxx Xxxxxx X00 0XX Xxxxxx Xxxxxxx Tel: +00 (0) 00 0000 0000 Fax: +00 (0) 00 0000 0000 Email: txx.xxxxxxxxxxxxx@xxxxxx-xxxxxx.xxx Attention: DCM Transaction Management SCHEDULE II Underwriters Principal Amount of Notes Deutsche Bank AG, London Branch € 180,000,000 Credit Suisse Securities (Europe) Limited 120,000,000 Total: € 300,000,000 SCHEDULE III Free Writing Prospectus(es) Final Term Sheet (attached as Exhibit A hereto) EXHIBIT A TO SCHEDULE III Filed pursuant to Rule 433 Registration No. 333-223919 €300,000,000 General Mxxxx, Inc. 0.000% Notes due 2020 Pricing Term Sheet March 13, 2019 Issuer: General Mxxxx, Inc. Issuer Ratings*: Baa2 / BBB (Mxxxx’x/S&P) Principal Amount: €300,000,000 Offering Format: SEC Registered Maturity Date: January 15, 2020, and General Mxxxx will repay 100% of the Principal Amount on such date. Price to Public: 100.00% Interest Rate: 0.000% Yield to Maturity: 0.000% Interest Payment Date: January 15, 2020 Day Count Convention: Actual/Actual ICMA Optional Redemption Provisions: None Change of Control Offer to Purchase: If a change of control triggering event occurs, General Mxxxx will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing Trade Date, Time and Location: March 1713, 2008 at 10:00 a.m. at Dxxxx Xxxx & Wxxxxxxx 400 Xxxxxxxxx Xxxxxx Xxx Xxxx2019 Settlement Date: T+2; March 15, Xxx Xxxx 00000 Address for Notices to Representatives2019 Denominations: €100,000 and higher multiples of €1,000 ISIN: XS1963784480 Joint Book-Running Manager: Deutsche Bank AG, London Branch Credit Suisse Securities (USAEurope) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Attention: LCD-IBD J.X. Xxxxxx Securities Inc. 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attn: High Grade Syndicate Desk - 8th floor Fax No: (000) 000-0000 Mxxxxx Sxxxxxx & Co. Incorporated 1000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: General Counsel SCHEDULE II Aggregate Principal Amount of 5.200% Underwriters Notes due 2015 Credit Suisse Securities (USA) LLC 187,500,000 J.X. Xxxxxx Securities Inc. 187,500,000 Mxxxxx Sxxxxxx & Co. Incorporated 187,500,000 Barclays Capital Inc. 54,375, 000 Gxxxxxx, Sachs & Co. 54,375,000 Citigroup Global Markets Inc. 11,250,000 Mitsubishi UFJ Securities International plc 11,250,000 Calyon Securities (USA) Inc. 11,250,000 Wxxxx Fargo Securities, LLC 11,250,000 Banc of America Securities LLC 11,250,000 CastleOak Securities, L.P. 11,250,000 The Wxxxxxxx Capital Group, L.P. 11,250,000 Total: $ 750,000,000 SCHEDULE III Free Writing Prospectuses Final Term Sheet (attached as Exhibit A hereto) EXHIBIT A TO SCHEDULE III General Mxxxx, Inc. $750,000,000 5.200% Notes due 2015 Pricing Term Sheet Issuer: General Mxxxx, Inc. Size: $750,000,000 Maturity: March 17, 2015 Coupon: 5.200% Price to Public: 99.774% Yield to maturity: 5.239% Spread to Benchmark Treasury: +240 basis points Benchmark Treasury: UST 4.000% due February 15, 2015 Benchmark Treasury Yield: 2.839% Interest Payment Dates: March 17 and September 17, commencing September 17, 2008 Day Count Convention: 30/360 Redemption Provisions: Make-whole call: At any time at a discount rate of U.S. Treasury plus 40 basis points Change of Control Offer to Purchase: If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Pricing: March 12, 2008 Settlement: March 17, 2008 Use of Proceeds: To repay a portion of outstanding commercial paper. Denominations: $2,000 and integral multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BF0/US370334BF06 Ratings: Baa1/BBB+/BBB+ Joint Book-Running Managers: Credit Suisse Securities (USA) LLC J.X. Xxxxxx Securities Inc. Mxxxxx Sxxxxxx & Co. Incorporated Limited * Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EXXXX on the SEC Web site SEC’s website at wxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (USAEurope) LLC at (000) 000Limited toll-0000, J.X. Xxxxxx Securities Inc. collect at (000) 000-0000 or Mxxxxx Sxxxxxx & Co., Incorporated toll free at (000) 0001-0000800-221-1037 or Deutsche Bank AG, London Branch toll-free at 1-800-503-4611. This pricing term sheet supplements the preliminary form of Prospectus Supplement issued by General Mxxxx, Inc. on March 13, 2019 relating to its Prospectus dated March 26, 2018. ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM.

Appears in 1 contract

Samples: Underwriting Agreement (General Mills Inc)

Change of Control Offer to Purchase. If a change of control triggering event occurs, unless General Mxxxx Xxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing Date, Time and Location: March 17February 3, 2008 2009 at 10:00 a.m. at Dxxxx Xxxxx Xxxx & Wxxxxxxx 400 Xxxxxxxx 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Address for Notices to Representatives: Deutsche Bank Securities Inc. 00 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: US Investment Grade Syndicate Department X.X. Xxxxxx Securities Inc. 000 Xxxx Xxx., 0xx Xxxxx Xxx Xxxx, XX 00000 Attention: Syndicate Department Xxxxxx Xxxxxxx & Co. Incorporated 0000 Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Investment Banking Division SCHEDULE II Underwriters Principal Amount of Securities Deutsche Bank Securities Inc. $ 287,500,000 X.X. Xxxxxx Securities Inc. $ 287,500,000 Xxxxxx Xxxxxxx & Co. Incorporated $ 287,500,000 Citigroup Global Markets Inc. $ 86,250,000 Xxxxx Fargo Securities, LLC $ 86,250,000 Banc of America Securities LLC $ 23,000,000 Barclays Capital Inc. $ 23,000,000 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Attention: LCD-IBD J.X. Xxxxxx Securities Inc. 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attn: High Grade Syndicate Desk - 8th floor Fax No: (000) 000-0000 Mxxxxx Sxxxxxx & Co. Incorporated 1000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: General Counsel SCHEDULE II Aggregate Principal Amount of 5.200% Underwriters Notes due 2015 Credit Suisse Securities (USA) LLC 187,500,000 J.X. Xxxxxx Securities Inc. 187,500,000 Mxxxxx Sxxxxxx & Co. Incorporated 187,500,000 Barclays Capital Inc. 54,375, 000 Gxxxxxx, Sachs & Co. 54,375,000 Citigroup Global Markets Inc. 11,250,000 $ 23,000,000 Mitsubishi UFJ Securities International plc 11,250,000 Calyon Securities (USA) Inc. 11,250,000 Wxxxx Fargo Securities, LLC 11,250,000 Banc of America Securities LLC 11,250,000 CastleOak Securities, L.P. 11,250,000 $ 23,000,000 The Wxxxxxxx Xxxxxxxx Capital Group, L.P. 11,250,000 $ 23,000,000 Total: $ 750,000,000 1,150,000,000 SCHEDULE III Free Writing Prospectuses Final Term Sheet (attached as Exhibit A hereto) EXHIBIT A TO SCHEDULE III General MxxxxXxxxx, Inc. $750,000,000 5.2001,150,000,000 5.650% Notes due 2015 2019 Pricing Term Sheet January 29, 2009 Issuer: General MxxxxXxxxx, Inc. Size: $750,000,000 1,150,000,000 Maturity: March 17February 15, 2015 2019 Coupon: 5.2005.650% Price to Public: 99.77499.914% Yield to maturity: 5.2395.661% Spread to Benchmark Treasury: +240 287.5 basis points Benchmark Treasury: UST 4.0003.750% due February 15, 2015 11/15/18 Benchmark Treasury Yield: 2.8392.786% Interest Payment Dates: March 17 February 15 and September 17August 15, commencing September 17August 15, 2008 2009 Day Count Convention: 30/360 Redemption Provisions: Make-whole call: At any time at a discount rate of U.S. Treasury plus 40 basis points Change of Control Offer to Purchase: If a change of control triggering event occurs, unless General Mxxxx Xxxxx has exercised its right to redeem the notes, it will be required to make an offer to purchase the notes at a purchase price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of repurchase. Pricing: March 12January 29, 2008 2009 Settlement: March 17February 3, 2008 2009 Use of Proceeds: To repay a portion of outstanding commercial paper. paper Denominations: $2,000 and integral multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BF0/US370334BF06 000000XX0 / US370334BH61 Ratings: Baa1/BBB+/BBB+ Joint Book-Running Managers: Credit Suisse Deutsche Bank Securities (USA) LLC J.X. Inc. X.X. Xxxxxx Securities Inc. Mxxxxx Sxxxxxx Xxxxxx Xxxxxxx & Co. Incorporated Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EXXXX XXXXX on the SEC Web site at wxx.xxx.xxxxxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Deutsche Bank Securities (USA) LLC Inc. at (000) 0001-0000800-503-4611, J.X. X.X. Xxxxxx Securities Inc. collect at (000) 000-0000 0000, or Mxxxxx Sxxxxxx Xxxxxx Xxxxxxx & Co., Co. Incorporated toll free at (0-000) -000-0000.

Appears in 1 contract

Samples: General Mills Inc

Change of Control Offer to Purchase. If a change of control triggering event occurs, unless General Mxxxx has exercised its right to redeem the notes, it Xxxxx will be required to make an offer to purchase the notes Notes at a purchase price equal to 101% of the principal amount of the notesNotes, plus accrued and unpaid interest, if any, to the date of repurchase. Closing Date, Time and LocationTime: March 17November 18, 2008 2022 at 10:00 a.m. at Dxxxx Xxxx & Wxxxxxxx 400 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 New York City Time Address for Notices to Representatives: Credit Suisse BNP Paribas Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Attention: LCD-IBD J.X. Corp. 000 Xxxxxxx Xxxxxx Securities Inc. 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attn: High Grade Syndicate Desk - 8th floor Fax No: (000) 000-0000 Mxxxxx Sxxxxxx & Co. Incorporated 1000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Debt Syndicate Desk Email: xxx.xxxx.xxxxxxxxx@xxxxxxxxxx.xxx Deutsche Bank Securities Inc. 0 Xxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Debt Capital Markets Syndicate, with a copy to General Counsel Facsimile: (000) 000-0000 SCHEDULE II Aggregate Underwriter Principal Amount of 5.200% Underwriters Notes due 2015 Securities To Be Purchased BNP Paribas Securities Corp. $ 215,000,000 Deutsche Bank Securities Inc. $ 215,000,000 Credit Suisse Securities (USA) LLC 187,500,000 J.X. Xxxxxx Securities Inc. 187,500,000 Mxxxxx Sxxxxxx & Co. Incorporated 187,500,000 Barclays $ 25,000,000 PNC Capital Inc. 54,375, 000 Gxxxxxx, Sachs & Co. 54,375,000 Citigroup Global Markets Inc. 11,250,000 Mitsubishi UFJ Securities International plc 11,250,000 Calyon Securities (USA) Inc. 11,250,000 Wxxxx Fargo LLC $ 25,000,000 Academy Securities, LLC 11,250,000 Banc of America Inc. $ 10,000,000 Independence Point Securities LLC 11,250,000 CastleOak Securities, L.P. 11,250,000 The Wxxxxxxx Capital Group, L.P. 11,250,000 Total: $ 750,000,000 10,000,000 Total $ 500,000,000 SCHEDULE III Free Writing Prospectuses Prospectus(es) Final Term Sheet (attached as Exhibit A hereto) EXHIBIT A TO SCHEDULE III Filed pursuant to Rule 433 Registration No. 333-259827 PRICING TERM SHEET November 16, 2022 General MxxxxXxxxx, Inc. $750,000,000 5.200500,000,000 5.241% Notes due 2015 Pricing Term Sheet 2025 Issuer: General MxxxxXxxxx, Inc. SizeIssuer Ratings & Outlook*: [Redacted] Offering Format: SEC Registered Trade Date: November 16, 2022 Settlement Date: November 18, 2022 Day Count Convention: 30 / 360 Title: 5.241% Notes due 2025 Principal Amount: $750,000,000 Maturity500,000,000 Maturity Date: March 17November 18, 2015 Coupon: 5.2002025 Coupon (Interest Rate): 5.241% Price to Public: 99.774100.000% Yield to maturityMaturity: 5.2395.241% Spread to Benchmark Treasury: +240 basis points +110 bps Benchmark Treasury: UST 4.0004.500% due February November 15, 2015 2025 Benchmark Treasury Price / Yield: 2.839101-00; 4.141% Interest Payment Dates: March 17 Semi-annually on each May 18 and September 17November 18, commencing September 17May 18, 2008 Day Count Convention2023 CUSIP / ISIN: 30/360 370334 CS1 / US370334CS18 Optional Redemption Provisions: Make-whole callRedemption: At any time prior to November 18, 2023, in whole or in part at a discount rate of U.S. Treasury plus 40 basis points Change of Control Offer to Purchase: If a change of control triggering event occurs, unless any time at General Mxxxx has exercised its right to redeem Xxxxx’ option at the notes, it will be required to make an offer to purchase the notes at a purchase redemption price equal to 101the make-whole amount described in the Prospectus, plus in each case accrued and unpaid interest to the redemption date. Par Redemption: At any time on or after November 18, 2023, at a redemption price of 100% of the principal amount of the notes, plus accrued and unpaid interest, if any, interest to the date of repurchase. Pricing: March 12, 2008 Settlement: March 17, 2008 Use of Proceeds: To repay a portion of outstanding commercial paper. Denominations: $2,000 and integral multiples of $1,000 in excess thereof CUSIP/ISIN: 370334 BF0/US370334BF06 Ratings: Baa1/BBB+/BBB+ Joint Book-Running Managers: Credit Suisse Securities (USA) LLC J.X. Xxxxxx Securities Inc. Mxxxxx Sxxxxxx & Co. Incorporated Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EXXXX on the SEC Web site at wxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (USA) LLC at (000) 000-0000, J.X. Xxxxxx Securities Inc. collect at (000) 000-0000 or Mxxxxx Sxxxxxx & Co., Incorporated toll free at (000) 000-0000redemption date.

Appears in 1 contract

Samples: General Mills Inc

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