The J. M. Smucker Company 8,277,495 Shares Common Shares (no par value) Underwriting AgreementUnderwriting Agreement • September 25th, 2015 • J M SMUCKER Co • Canned, fruits, veg, preserves, jams & jellies • New York
The person named in Schedule I hereto (the “Selling Stockholder”), owning shares of common shares, no par value per share (the “Common Shares”), of The J. M. Smucker Company, a corporation organized under the laws of Ohio (the “Company”), proposes to sell to Morgan Stanley & Co. LLC (the “Underwriter”), 8,277,495 shares of Common Shares of the Company (said shares to be sold by the Selling Stockholder being hereinafter called the “Securities”) (the “offering”). The use of the neuter in this Agreement shall include the feminine and masculine wherever appropriate. Certain terms used herein are defined in Section 19 hereof. Any reference herein to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under the Exchange Act on or before the Effective Date of the Registration Statement or the issue date of the Base P
