UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
(Address of principal executive offices, including zip code)
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. Other Events.
Redemption of 2.000% Notes Due 2021
On August 27, 2021, Mondelēz International, Inc. (the “Company”) issued a press release announcing that Mondelez International Holdings Netherlands B.V. (the “Issuer”) was calling for redemption the entire $1,500,000,000 aggregate principal amount of its outstanding 2.000% Notes due 2021 (CUSIP No. 60920LAC8 / N6000LAC9; ISIN No. US60920LAC81 / USN6000LAC92) (the “Notes”), which were issued pursuant to the Indenture, dated as of October 28, 2016 (as supplemented and amended from time to time, the “Base Indenture”), by and between the Issuer and Deutsche Bank Trust Company Americas, as trustee, as supplemented by the Officers’ Certificate of the Issuer, dated as of October 28, 2016, issued pursuant to Section 3.1 of the Base Indenture.
The Notes will be redeemed on September 28, 2021 (the “Redemption Date”), at a redemption price equal to 100% of their principal amount, plus accrued and unpaid interest to, but not including, the Redemption Date.
Item 9.01. Financial Statements and Exhibits.
(d) The following exhibits are being filed with this Current Report on Form 8-K.
| Exhibit Number |
Description | |
| 99.1 | Mondelēz International, Inc. Press Release, dated August 27, 2021. | |
| 104 | The cover page from Mondelēz International, Inc.’s Current Report on Form 8-K, formatted in Inline XBRL (included as Exhibit 101). | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MONDELĒZ INTERNATIONAL, INC. | ||
| By: | /s/ Luca Zaramella | |
| Name: | Luca Zaramella | |
| Title: | Executive Vice President and Chief Financial Officer | |
Date: August 27, 2021
Exhibit 99.1
| Contacts: | Jess Vogl (Media) | Shep Dunlap (Investors) | ||
| +1 847 943 5678 | +1 847 943 5454 | |||
| news@mdlz.com | ir@mdlz.com |
Mondelez International Holdings Netherlands B.V.
Calls for Redemption of 2.000% Notes due 2021
CHICAGO, IL, August 27, 2021 – Mondelēz International, Inc. (Nasdaq: MDLZ) (“Mondelēz International”) announces today that its fully-owned subsidiary Mondelez International Holdings Netherlands B.V. (the “Company”) has called for redemption of the entire $1,500,000,000 aggregate principal amount of its outstanding 2.000% Notes due 2021 (CUSIP No. 60920LAC8 / N6000LAC9; ISIN No. US60920LAC81 / USN6000LAC92) (the “Notes”), which were issued pursuant to the Indenture, dated as of October 28, 2016 (as supplemented and amended from time to time, the “Base Indenture”), by and between the Company and Deutsche Bank Trust Company Americas, as trustee, as supplemented by the Officers’ Certificate of the Company, dated as of October 28, 2016, issued pursuant to Section 3.1 of the Base Indenture.
The Notes will be redeemed on September 28, 2021 (the “Redemption Date”). The Notes will be redeemed at a redemption price equal to 100% of their principal amount, plus accrued and unpaid interest to, but not including, the Redemption Date.
1
About Mondelēz International
Mondelēz International, Inc. (Nasdaq: MDLZ) empowers people to snack right in over 150 countries around the world. With 2020 net revenues of approximately $27 billion, Mondelēz International is leading the future of snacking with iconic global and local brands such as OREO, belVita and LU biscuits; Cadbury Dairy Milk, Milka and Toblerone chocolate; Sour Patch Kids candy and Trident gum. Mondelēz International is a proud member of the Standard and Poor’s 500, Nasdaq 100 and Dow Jones Sustainability Index. Visit www.mondelezinternational.com or follow Mondelēz International on Twitter at www.twitter.com/MDLZ.
Forward-Looking Statements
This press release contains forward-looking statements. Words, and variations of words, such as “will,” “may,” “expect,” “plan” and similar expressions are intended to identify these forward-looking statements, including, but not limited to, statements about the redemption of the Notes. These forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond Mondelēz International’s control, which could cause Mondelēz International’s actual results to differ materially from those indicated in Mondelēz International’s forward-looking statements. Please also see Mondelēz International’s risk factors, as they may be amended from time to time, set forth in its filings with the U.S. Securities and Exchange Commission, including its most recently filed Annual Report on Form 10-K. Mondelēz International disclaims and does not undertake any obligation to update or revise any forward-looking statement in this press release, except as required by applicable law or regulation.
2