THE J. M. SMUCKER COMPANY $300,000,000 2.200% Notes due 2019 $500,000,000 3.375% Notes due 2027 Underwriting AgreementUnderwriting Agreement • December 7th, 2017 • J M SMUCKER Co • Canned, fruits, veg, preserves, jams & jellies • New York
The J. M. Smucker Company, an Ohio 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”), $300,000,000 principal amount of its 2.200% Notes due 2019 (the “2019 Notes”) and $500,000,000 principal amount of its 3.375% Notes due 2027 (the “2027 Notes” and, together with the 2019 Notes, the “Securities”). The Securities will be issued pursuant to an indenture, dated as of March 20, 2015 (the “Base Indenture”), between the Company and U.S. Bank National Association, as trustee (the “Trustee”), as supplemented by the a second supplemental indenture (the “Second Supplemental Indenture”) to the Base Indenture (together with the Base Indenture, the “Indenture”) to be dated as of December 7, 2017 by and between the Company and the Trustee.
