As filed with the Securities and Exchange Commission on August 12, 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):  August 12, 2016

 

 

 

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

 

 

 

 

 

 

 

 

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 August 12, 2016, B&G Foods issued a press release announcing the closing of our public offering of 3,750,000 shares of our common stock at a price to the public of $49.00 per share. In connection with the offering, B&G Foods has granted the underwriters an option for a period of 30 days to purchase up to an additional 550,000 shares of common stock.

 

After deducting underwriting discounts and commissions and other estimated offering expenses, net proceeds to B&G Foods are approximately $179.9 million, assuming no exercise of the underwriters’ option to purchase additional shares.  B&G Foods intends to use the proceeds from the offering for general corporate purposes, which could include, among other things, repayment of long term debt or possible acquisitions.

 

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 August 12, 2016

 

 

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: August 12, 2016	By:	/s/ Scott E. Lerner
		Scott E. Lerner
		Executive Vice President,
		General Counsel and Secretary