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EX-99.1 - EXHIBIT 99.1 - PRESS RELEASE, DATED MARCH 15, 2016 - B&G Foods, Inc.a16-6391_1ex99d1.htm

 

As filed with the Securities and Exchange Commission on March 15, 2016

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 


 

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):  March 15, 2016

 

B&G Foods, Inc.
(Exact name of Registrant as specified in its charter)

 

Delaware

 

001-32316

 

13-3918742

(State or Other Jurisdiction

 

(Commission

 

(IRS Employer

of Incorporation)

 

File Number)

 

Identification No.)

 

Four Gatehall Drive, Parsippany, New Jersey

 

07054

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:  (973) 401-6500

 

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))

 

 

 



 

Item 8.01.  Other Events.

 

On March 15, 2016, B&G Foods issued a press release announcing the closing of our public offering of 4,600,000 shares of our common stock, which includes 600,000 shares issued pursuant to the underwriter’s over-allotment option, at a price to the public of $33.55 per share.

 

After deducting underwriting discounts and commissions and other estimated offering expenses, net proceeds to B&G Foods are approximately $152.0 million.  B&G Foods intends to use the proceeds from the offering to repay outstanding borrowings under our revolving credit facility and for general corporate purposes, which could include, among other things, repayment of other long term debt or possible acquisitions. B&G Foods may re-borrow amounts under our revolving credit facility at any time.

 

A copy of the press release announcing the closing of the offering is attached to this report as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01.  Financial Statements and Exhibits.

 

(d)           Exhibits.

 

99.1              Press Release dated March 15, 2016

 

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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 hereunto duly authorized.

 

 

B&G FOODS, INC.

 

 

 

 

Dated: March 15, 2016

By:

/s/ Scott E. Lerner

 

 

Scott E. Lerner
Executive Vice President,
General Counsel and Secretary

 

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