SUMMARY
The following summary is qualified in its entirety by the more detailed information included elsewhere or incorporated by reference in this
prospectus supplement and the accompanying prospectus. Because this is a summary, it may not contain all the information that may be important to you. You should read the entire prospectus supplement and the accompanying prospectus as well as the
documents incorporated by reference before making an investment decision.
The Company
The J. M. Smucker Company was established in 1897 and was incorporated in Ohio in 1921, and is often referred to
as
Smucker
s
(a registered trademark). We operate principally in one industry, the manufacturing and marketing of branded food and beverage products on a worldwide basis, although the majority of our sales
are in the U.S. Our operations outside the U.S. are principally in Canada, although products are exported to other countries as well. Net sales outside the U.S., subject to foreign currency translation, represented 6% of consolidated net sales for
2017. Our branded food and beverage products include a strong portfolio of trusted, iconic, market-leading brands that are sold to consumers through retail outlets in North America.
We have four reportable segments: U.S. Retail Coffee, U.S. Retail Consumer Foods, U.S. Retail Pet Foods, and International and Away From Home.
During the second quarter of 2018, we added the International and Away From Home reportable segment, as a single segment manager was named to oversee the entire operating segment. Prior year segment results have not been modified, as the new
reportable segment represents the previously reported combination of the International and Away From Home strategic business areas, which were previously managed separately. The U.S. Retail Coffee segment primarily represents the domestic sales
of
Folgers
®
,
Dunkin Donuts
®
, and
Café
Bustelo
®
branded coffee; the U.S. Retail Consumer Foods segment primarily includes domestic sales of
Jif
®
,
Smuckers
®
,
Crisco
®
, and
Pillsbury
®
branded
products; and the U.S. Retail Pet Foods segment primarily includes domestic sales of
Meow
Mix
®
,
Milk-Bone
®
,
Natural
Balance
®
,
Kibbles n Bits
®
,
9Lives
®
,
Pup-Peroni
®
, and
Natures Recipe
®
branded products. The International
and Away From Home segment is comprised of products distributed domestically and in foreign countries through retail channels and foodservice distributors and operators (
e.g.
, restaurants, lodging, schools and universities, health care
operators). The U.S. retail market segments in total comprised over 85% of 2017 consolidated net sales and represent a major portion of our strategic focusthe sale of branded food products with leadership positions to consumers through retail
outlets in North America.
We are the owner of all trademarks referenced herein, except for the following, which are used under
license:
Pillsbury
is a trademark of The Pillsbury Company, LLC; and
Dunkin Donuts
is a registered trademark of DD IP Holder, LLC.
Dunkin Donuts
brand is licensed to us for packaged
coffee products, including
K-Cup
®
pods, sold in retail channels such as grocery stores, mass merchandisers, club stores, and drug stores.
Information in this document does not pertain to
Dunkin Donuts
coffee or other products for sale in
Dunkin Donuts
restaurants.
K-Cup
®
is a trademark of Keurig Green Mountain, Inc., used with permission.
On
March 23, 2015, we completed the acquisition of Big Heart Pet Brands (Big Heart), a leading producer, distributor, and marketer of premium-quality, branded pet food and pet snacks in the U.S. The cash and stock transaction was
valued at $5.9 billion, which included the issuance of 17.9 million shares of our common stock. We assumed $2.6 billion in debt that we repaid at closing and paid an additional $1.2 billion in cash, net of a working capital
adjustment. As part of the transaction, new debt of $5.5 billion was borrowed. For additional information on the Big Heart acquisition, see Note 2: Acquisition in our 2017 Annual Report to Shareholders.
Our principal executive offices are located at One Strawberry Lane, Orrville, Ohio 44667, our telephone number is (330)
682-3000,
and our website is www.jmsmucker.com. Information on our website is not a part of, and we are not incorporating the contents of our website into, this prospectus.