KELLOGG COMPANY Floating Rate Senior Notes due 2015 Underwriting AgreementUnderwriting Agreement • February 14th, 2013 • Kellogg Co • Grain mill products • New York
Kellogg Company, a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $250,000,000 aggregate principal amount of its Floating Rate Senior Notes due 2015 (the “2015 Notes”) and $400,000,000 aggregate principal amount of its 2.750% Senior Notes due 2023 (the “2023 Notes” and, collectively with the 2015 Notes, the “Securities”). The Securities will be issued pursuant to an Indenture, dated as of May 21, 2009 (the “Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”).
