UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 6-K
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REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
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For the month of July 2021
Commission File Number: 001-37669
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Nomad Foods Limited
(Translation of registrant’s name in English)
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No. 1 New Square
Bedfont Lakes Business Park
Feltham, Middlesex TW14 8HA
+ (44) 208 918 3200
(Address of Principal Executive Offices)
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Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
On July 6, 2021, Nomad Foods Limited (the “Company”) issued a press release announcing (i) the launch of a €50.0 million senior secured notes offering (the “Tack-on Offering”) representing a tack-on to the €750.0 million senior secured notes issued on June 24, 2021 (the “Launch Press Release”) and (ii) the pricing of the Tack-on Offering (the “Pricing Press Release”). A copy of the Launch Press Release is filed as Exhibit 99.1 to this Report on Form 6-K and is hereby incorporated by reference into the Company’s registration statements on (i) Form S-8 filed with the Securities and Exchange Commission (the “Commission”) on May 3, 2016 (File No. 333-211095), (ii) Form F-3, initially filed with the Commission on March 30, 2017 and declared effective on May 2, 2017 (File No. 333-217044) and (iii) Form F-3 filed with the Commission on June 4, 2018, which was automatically effective upon filing with the Commission (File No. 333-225402). A copy of the Pricing Press Release is furnished as Exhibit 99.2 to this Report on Form 6-K.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. | | | | | | | | | | | |
| NOMAD FOODS LIMITED |
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| By: | | /s/ Stéfan Descheemaeker |
| Name: | | Stéfan Descheemaeker |
| Title: | | Chief Executive Officer |
Dated: July 6, 2021
Exhibit Index
| | | | | | | | |
Exhibit
Number | | Exhibit Title |
| |
| | Launch Press Release issued by Nomad Foods Limited on July 6, 2021 |
| | Pricing Press Release issued by Nomad Foods Limited on July 6, 2021 |
| |
