SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): April 12, 2001
GENERAL MILLS, INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-1185 41-0274440
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(State of Incorporation) (Commission (IRS Employer
File Number) Identification No.)
Number One General Mills Boulevard
Minneapolis, Minnesota 55426
(Mail: P.O. Box 1113) (Mail: 55440)
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (763) 764-7600
ITEM 5. OTHER EVENTS
On April 12, 2001, General Mills, Inc., a Delaware corporation ("General
Mills"), General Mills North American Businesses, Inc., a Delaware corporation
and wholly owned subsidiary of General Mills, Diageo plc, a public limited
company incorporated under the laws of England and Wales ("Diageo"), and The
Pillsbury Company, a Delaware corporation and indirect wholly owned subsidiary
of Diageo ("Pillsbury"), entered into an amendment (the "First Amendment") to
the Agreement and Plan of Merger (the "Merger Agreement") dated as of July 16,
2000 among such parties, under which General Mills agreed to acquire the
worldwide operations of Pillsbury.
The First Amendment extends to the close of business on June 30, 2001, the
time after which either General Mills or Diageo has the right to terminate the
Merger Agreement in the event the acquisition of Pillsbury's worldwide
businesses by General Mills has not been completed.
The text of the First Amendment is attached as Exhibit 10.1 hereto and is
hereby incorporated by reference herein. The above description of the First
Amendment is qualified in its entirety by reference to the text of the First
Amendment.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits. The following exhibits are filed as part of this report:
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10.1 First Amendment to Agreement and Plan of Merger, dated
as of April 12, 2001, by and among General Mills, Inc.,
General Mills North American Businesses, Inc.,
Diageo plc and The Pillsbury Company
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
Dated: April 13, 2001
GENERAL MILLS, INC.
By: /s/ James A. Lawrence
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Name: James A. Lawrence
Title: Executive Vice President,
Chief Financial Officer
EXHIBIT INDEX
Exhibit
Number Description
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10.1 First Amendment to Agreement and Plan of Merger, dated as of
April 12, 2001, by and among General Mills, Inc., General Mills
North American Businesses, Inc., Diageo plc and The Pillsbury
Company