您的浏览器禁用了JavaScript(一种计算机语言,用以实现您与网页的交互),请解除该禁用,或者联系我们。 [美股招股说明书]:通用磨坊美股招股说明书(2026-04-08版) - 发现报告

通用磨坊美股招股说明书(2026-04-08版)

2026-04-08 美股招股说明书 张博卿
报告封面

€% Series A Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2056€% Series B Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2056 We are offering €aggregate principal amount of our“Series A notes”) and €aggregate principal amount of our“Series B notes” and, together with the Series A notes, the “notes”). The Series A notes will bear interest from and including the date of original issuance to but excluding July, 2031 (the “Series A First Reset Date”) atan annual rate of%. The interest rate on the Series A notes will reset on the Series A First Reset Date and on each fifth anniversary thereof (each, a “Series AReset Date”). The Series B notes will bear interest from and including the date of original issuance to but excluding July, 2034 (the “Series B First ResetDate” and, together with the Series A First Reset Date, a “First Reset Date”). The interest rate on the Series B notes will reset on the Series B First Reset Date and oneach fifth anniversary thereof (each, a “Series B Reset Date” and, together with the Series A Reset Dates, the “Reset Dates”). The period from and including a ResetDate to but excluding the next Reset Date is referred to herein as a “Reset Period.” During each Reset Period, the notes of each series will bear interest at an annualrate equal to (i)the Five-Year Swap Rate (as defined herein) as of the most recent Reset Determination Date (as defined herein) for such series,plus(ii)the InitialMargin for such series (which isbasis points (percentage points) in the case of the Series A notes andbasis points (percentagepoints) in the case of the Series B notes),plus(iii)any applicable Step-Up Margin (which is 25 basis points (0.25percentage points) from and including the First StepUp Date to but excluding the Second Step Up Date and 100 basis points (1.0percentage point) from and including the Second Step Up Date). The First Step Up Dateis July, 2036 (in the case of the Series A notes) and July, 2039 (in the case of the Series B notes) (five years after the applicable First Reset Date)and the Second Step Up Date is July, 2051 (in the case of the SeriesA notes) and July, 2054 (in the case of the Series B notes) (twenty years afterthe applicable First Reset Date). Additional interest may be payable in certain circumstances, as further described in this prospectus supplement.Interest on the notes is payable annually in arrears on Julyof each year, beginning on July, 2026, subject to our right to defer interest payments on either or both series of the notes on one or more occasions for up to 10 consecutive years per deferral period as described in this prospectus supplement.Deferred interest payments with respect to a given series of the notes will accumulate additional interest at a rate equal to the interest rate then applicable to that seriesof the notes, to the extent permitted by law.We may redeem the notes at any time and from time to time at the times and prices described in this prospectus supplement. The notes will be general unsecured obligations of General Mills, Inc. and will (i)rank junior in right of payment to all of our existing and future senior indebtedness (as defined herein), which may include senior subordinated indebtedness, (ii)rank equally with any future unsecured subordinated indebtedness that wemay incur from time to time if the terms of such indebtedness provide that it ranks equally with the notes in right of payment, and (iii)rank senior to any futureunsecured subordinated indebtedness that we may incur from time to time if the terms of such indebtedness provide that it is subordinated to the notes in right ofpayment. The notes will be issued only in denominations of €100,000 and integral multiples of €1,000 in excess thereof. Investing in the notes involves risk. See “Risk Factors” beginning on page S-8 of this prospectus supplement, as well asthe risks set forth in our other filings with the Securities and Exchange Commission that are incorporated by reference in thisprospectus supplement and the accompanying prospectus. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determinedthat this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense. The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectussupplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting an offer to buy thesesecurities in any jurisdiction where the offer or sale is prohibited.Currently, there is no public market for the notes. We intend to apply to list the notes on the New York Stock Exchange. The listing application will be subject toapproval by the New York Stock Exchange. If such a listing is obtained, we have no obligation to maintain such listing, and we may delist the notes at any time.The