Mga Batayang Estadistika
| CIK | 1431897 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Annie's, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| February 17, 2015 |
EX-99.1 2 a13706257b.htm JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behal |
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| February 17, 2015 |
BNNY / Annie's, Inc. / Point72 Asset Management, L.P. - AMENDMENT NO. 2 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* ANNIE’S, INC. (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 03600T104 (CUSIP Number) December 31, 2014 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule purs |
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| February 12, 2015 |
BNNY / Annie's, Inc. / PRICE T ROWE ASSOCIATES INC /MD/ - BNNY AS OF 12/31/2014 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) ANNIES INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 03600T104 (CUSIP Number) December 31, 2014 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is filed: |
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| October 31, 2014 |
BNNY / Annie's, Inc. 15-12B - - 15-12B 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-35470 ANNIE’S, INC. (Exact name of registrant as specified in its |
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| October 22, 2014 |
BNNY / Annie's, Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment SC 13D/A 1 bnny01.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Annie's Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 03600T104 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Tele |
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| October 21, 2014 |
EX-99.25 2 ruleprovisionnotice.htm NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on November 3, 2014, pursuant to the provisions of Rule 12d2-2 (a). [ X ] 17 CFR 240.12d |
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| October 21, 2014 |
General Mills Completes Annie’s Acquisition EX-99.(A)(5)(H) 2 d807020dex99a5h.htm EX-99.(A)(5)(H) Exhibit (a)(5)(H) General Mills Completes Annie’s Acquisition MINNEAPOLIS, Minn. – General Mills, Inc. (NYSE: GIS) announced today that its tender offer to purchase all issued and outstanding shares of common stock of Annie’s, Inc. (NYSE: BNNY) at a price of $46.00 per share was successful and that it has completed its acquisition of Annie’s, e |
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| October 21, 2014 |
BNNY / Annie's, Inc. S-8 POS - - POST EFFECTIVE AMENDMENT NO.1 TO FORM S-8 As filed with the Securities and Exchange Commission on October 21, 2014 Registration No. |
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| October 21, 2014 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 21, 2014 ANNIE’S, INC. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation) (Commission |
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| October 21, 2014 |
BNNY / Annie's, Inc. SC 14D9/A - - AMENDMENT NO.4 TO SCHEDULE 14D-9 Amendment No.4 to Schedule 14D-9 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 4) ANNIE’S, INC. (Name of Subject Company) ANNIE’S, INC. (Name of Person Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 0 |
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| October 21, 2014 |
GIS / General Mills, Inc. SC TO-T/A - - SC TO-T/A SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 4) ANNIE’S, INC. (Name of Subject Company (Issuer)) GENERAL MILLS, INC. SANDY ACQUISITION CORPORATION GENERAL MILLS MAARSSEN HOLDING, INC. (Name of Filing Persons (Offerors)) Comm |
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| October 10, 2014 |
BNNY / Annie's, Inc. / WELLS FARGO & COMPANY/MN Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7) ANNIES INC (Name of Issuer) COM (Title of Class of Securities) 03600T104 (CUSIP Number) September 30, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X |
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| October 9, 2014 |
General Mills, Inc. Sandy Acquisition Corporation One General Mills Boulevard Minneapolis, MN 55426 Exhibit (d)(7) Exhibit (d)(7) General Mills, Inc. Sandy Acquisition Corporation One General Mills Boulevard Minneapolis, MN 55426 October 9, 2014 Annie’s, Inc. 1610 Fifth Street Berkeley, CA 94710 Attention: John M. Foraker, Chief Executive Officer Re: Agreement and Plan of Merger, dated as of September 8, 2014, by and among General Mills, Inc. (“Parent”), Sandy Acquisition Corporation (“Purchaser |
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| October 9, 2014 |
BNNY / Annie's, Inc. SC 14D9/A - - AMENDMENT NO. 3 TO SCHEDULE 14D-9 AMENDMENT NO. 3 TO SCHEDULE 14D-9 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 3) ANNIE’S, INC. (Name of Subject Company) ANNIE’S, INC. (Name of Person Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) |
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| October 9, 2014 |
GIS / General Mills, Inc. SC TO-T/A - - AMENDMENT NO. 3 TO SCHEDULE TO Amendment No. 3 to Schedule TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3) ANNIE’S, INC. (Name of Subject Company (Issuer)) GENERAL MILLS, INC. SANDY ACQUISITION CORPORATION GENERAL MILLS MAARSSEN HOLDING, INC. (Name of Filing Per |
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| October 6, 2014 |
General Mills Receives Antitrust Clearance for Annie’s Acquisition EX-99.A.5.G 2 d802641dex99a5g.htm EXHIBIT (A)(5)(G) Exhibit (a)(5)(G) General Mills Receives Antitrust Clearance for Annie’s Acquisition MINNEAPOLIS, Minn. – General Mills, Inc. (NYSE:GIS) announced today that on October 3, 2014, the U.S. Federal Trade Commission granted early termination of the required waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended. Wit |
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| October 6, 2014 |
BNNY / Annie's, Inc. SC 14D9/A - - AMENDMENT NO.2 TO SCHEDULE 14D-9 Amendment No.2 to Schedule 14D-9 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 2) ANNIE’S, INC. (Name of Subject Company) ANNIE’S, INC. (Name of Person Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 0 |
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| October 6, 2014 |
BNNY / Annie's, Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Annie's Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 03600T104 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Number of Person Authorized to Rec |
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| October 6, 2014 |
GIS / General Mills, Inc. SC TO-T/A - - SC TO-T/A SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) ANNIE’S, INC. (Name of Subject Company (Issuer)) GENERAL MILLS, INC. SANDY ACQUISITION CORPORATION (Name of Filing Persons (Offerors)) Common Stock, $0.001 Par Value Per Share |
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| October 2, 2014 |
GIS / General Mills, Inc. SC TO-T/A - - SC TO-T/A SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) ANNIE’S, INC. (Name of Subject Company (Issuer)) GENERAL MILLS, INC. SANDY ACQUISITION CORPORATION (Name of Filing Persons (Offerors)) Common Stock, $0.001 Par Value Per Share |
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| October 2, 2014 |
BNNY / Annie's, Inc. CORRESP - - CORRESP Proskauer Rose LLP Eleven Times Square New York, NY 10036-8299 Julie M. Allen Member of the Firm d 212.969.3155 f 212.969.2900 [email protected] www.proskauer.com October 2, 2014 VIA ELECTRONIC TRANSMISSION AND OVERNIGHT COURIER Mr. Perry J. Hindin Special Counsel, Office of Mergers and Acquisitions Division of Corporation Finance United States Securities and Exchange Commission 100 F S |
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| October 2, 2014 |
GIS / General Mills, Inc. CORRESP - - CORRESPONDENCE Michael A. Stanchfield +1 612 766 7764 [email protected] Faegre Baker Daniels LLP 2200 Wells Fargo Center 90 South Seventh Street Minneapolis Minnesota 55402-3901 Phone +1 612 766 7000 Fax +1 612 766 1600 October 2, 2014 Perry J. Hindin Special Counsel Office of Mergers & Acquisitions U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N |
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| October 2, 2014 |
BNNY / Annie's, Inc. SC 14D9/A - - AMENDMENT NO.1 TO SCHEDULE 14D-9 Amendment No.1 to Schedule 14D-9 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 1) ANNIE’S, INC. (Name of Subject Company) ANNIE’S, INC. (Name of Person Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 0 |
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| September 22, 2014 |
EX-99.A.1.E 6 d786288dex99a1e.htm FORM OF LETTER TO CLIENTS Exhibit (a)(1)(E) Offer to Purchase for Cash All Outstanding Shares of Common Stock of ANNIE’S, INC. at $46.00 Net Per Share by SANDY ACQUISITION CORPORATION a wholly owned subsidiary of GENERAL MILLS, INC. THE OFFER AND WITHDRAWAL RIGHTS EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY, MONDAY, OCTOBER 20, 2014, UNLESS |
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| September 22, 2014 |
Offer to Purchase dated September 22, 2014 Table of Contents Exhibit (a)(1)(A) September 22, 2014 Offer to Purchase for Cash All Outstanding Shares of Common Stock of Annie’s, Inc. |
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| September 22, 2014 |
Form of Letter of Transmittal Exhibit (a)(1)(B) Letter of Transmittal To Tender Shares of Common Stock of ANNIE’S, INC. |
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| September 22, 2014 |
General Mills Commences Tender Offer for Annie’s, Inc. Press Release issued by General Mills on September 22, 2014 Exhibit (a)(5)(F) General Mills Commences Tender Offer for Annie’s, Inc. |
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| September 22, 2014 |
Confidentiality Agreement dated June 19, 2014 Exhibit (d)(5) CONFIDENTIAL June 19, 2014 General Mills, Inc. |
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| September 22, 2014 |
Form of Letter to Brokers/Dealers Exhibit (a)(1)(D) Offer to Purchase for Cash All Outstanding Shares of Common Stock of ANNIE’S, INC. |
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| September 22, 2014 |
Annie’s, Inc. 1610 Fifth Street Berkeley, CA 94710 Exhibit (a)(13) Exhibit (a)(13) Annie’s, Inc. 1610 Fifth Street Berkeley, CA 94710 September 22, 2014 Dear Stockholder: We are pleased to inform you that, on September 8, 2014, Annie’s, Inc. (“Annie’s”) entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) with General Mills, Inc. (“General Mills”) and Sandy Acquisition Corporation, a wholly owned subsidiary of General Mi |
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| September 22, 2014 |
EX-99.D.2 9 d786288dex99d2.htm TENDER AND SUPPORT AGREEMENT DATED SEPTEMBER 8, 2014 Exhibit (d)(2) TENDER AND SUPPORT AGREEMENT by and among GENERAL MILLS, INC., SANDY ACQUISITION CORPORATION, and EACH OF THE CERTAIN STOCKHOLDERS NAMED HEREIN Dated as of September 8, 2014 TABLE OF CONTENTS ARTICLE I GENERAL 2 1.1. Defined Terms 2 ARTICLE II VOTING 3 2.1. Agreement to Vote and Support 3 2.2. No Inc |
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| September 22, 2014 |
GIS / General Mills, Inc. SC TO-T - - SCHEDULE TO Schedule TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ANNIE’S, INC. (Name of Subject Company (Issuer)) GENERAL MILLS, INC. SANDY ACQUISITION CORPORATION (Name of Filing Persons (Offerors)) Common Stock, $0.001 Par Value Per Share (Title of Class |
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| September 22, 2014 |
Letter Agreement dated September 5, 2014 Exhibit (d)(6) GENERAL MILLS September 5, 2014 Annie’s, Inc. |
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| September 22, 2014 |
Founder's Content Agreement dated September 8, 2014 Exhibit (d)(3) FOUNDER’S CONTENT AGREEMENT This FOUNDER’S CONTENT AGREEMENT (this “Agreement”) is made and entered as of September 8, 2014 (the “Effective Date”) by and among Annie Withey (“Withey”), Annie’s, Inc. |
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| September 22, 2014 |
Form of Summary Advertisement published September 22, 2014 Exhibit (a)(5)(E) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below), and the provisions herein are subject in their entirety to the provisions of the Offer (as defined below). |
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| September 22, 2014 |
Form of Notice of Guaranteed Delivery Exhibit (a)(1)(C) NOTICE OF GUARANTEED DELIVERY To Tender Shares of Common Stock of ANNIE’S, INC. |
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| September 22, 2014 |
Exhibit (a)(12) Exhibit (a)(12) Dear Colleagues, As you are aware, on September 8, 2014, the Company entered into a merger agreement with General Mills, Inc. |
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| September 22, 2014 |
BNNY / Annie's, Inc. SC 14D9 - - SC 14D9 SC 14D9 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| September 17, 2014 |
GIS / General Mills, Inc. SC TO-C - - SCHEDULE TO-C Schedule TO-C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ANNIE’S, INC. (Name of Subject Company (Issuer)) SANDY ACQUISITION CORPORATION A Wholly-Owned Subsidiary of GENERAL MILLS, INC. (Names of Filing Persons (Offerors)) Common Stock, $0.001 par value per shar |
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| September 17, 2014 |
EX-99.1 Exhibit 99.1 Investor Presentation Slides A Reminder on Forward-looking Statements This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are based on management’s current expectations and assumptions. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results |
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| September 10, 2014 |
BNNY / Annie's, Inc. / WELLS FARGO & COMPANY/MN Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6) ANNIES INC (Name of Issuer) COM (Title of Class of Securities) 03600T104 (CUSIP Number) August 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] R |
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| September 10, 2014 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 9, 2014 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Com |
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| September 10, 2014 |
GIS / General Mills, Inc. SC TO-C - - SC TO-C SC TO-C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ANNIE’S, INC. (Name of Subject Company (Issuer)) SANDY ACQUISITION CORPORATION A Wholly-Owned Subsidiary of GENERAL MILLS, INC. (Names of Filing Persons (Offerors)) Common Stock, $0.001 par value per share (Tit |
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| September 10, 2014 |
ANNIE’S TO JOIN GENERAL MILLS’ FAMILY OF NATURAL AND ORGANIC BRANDS EX-99.1 Exhibit 99.1 ANNIE’S TO JOIN GENERAL MILLS’ FAMILY OF NATURAL AND ORGANIC BRANDS Annie’s, Inc., a leading U.S. producer of branded organic and natural foods, is lining up to join the General Mills family of natural and organic brands, which include Muir Glen, Cascadian Farm, LÄRABAR, and Food Should Taste Good. Annie’s and General Mills announced the signing of a definitive agreement on Se |
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| September 9, 2014 |
GIS / General Mills, Inc. SC TO-C - - SC TO-C SC TO-C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ANNIE’S, INC. (Name of Subject Company (Issuer)) SANDY ACQUISITION CORPORATION A Wholly-Owned Subsidiary of GENERAL MILLS, INC. (Names of Filing Persons (Offerors)) Common Stock, $0.001 par value per share (Tit |
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| September 9, 2014 |
EX-99.1 Exhibit 99.1 Team, As you may have read in the LiveWire or on Champions Network, we are excited to announce today an agreement to purchase Annie’s, Inc., a leading natural and organic food company with a widely-recognized brand. The acquisition of Annie’s reflects and advances General Mills’ strategy of growing our natural and organic portfolio long-term. For the past 25 years, Annie’s has |
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| September 8, 2014 |
EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE September 8, 2014 Contact: (analysts) Kris Wenker: 763-764-2607 (media) Kirstie Foster: 763-764-6364 GENERAL MILLS TO ACQUIRE ANNIE’S Acquisition will expand General Mills’ fast-growing natural and organic foods business MINNEAPOLIS, Minn. – General Mills, Inc. (NYSE:GIS) said today that it has entered into a definitive agreement to acquire Annie’s, Inc. |
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| September 8, 2014 |
EX-10.1 3 d785894dex101.htm EX-10.1 Exhibit 10.1 ANNIE’S, INC. RETENTION PLAN FOR SELECTED EMPLOYEES AND SUMMARY PLAN DESCRIPTION Effective August 28, 2014 INTRODUCTION The purpose of the Plan is to provide an incentive for certain selected employees of the Company, who have been selected by senior management in its sole discretion based on their positions critical to the Company’s business and to |
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| September 8, 2014 |
EX-10.2 4 d785894dex102.htm EX-10.2 Exhibit 10.2 RETENTION AGREEMENT This Retention Agreement (the “Agreement”) is entered into as of September 8, 2014, by and between Annie’s, Inc., a Delaware Corporation (the “Company”), General Mills, Inc., a Delaware Corporation (“Parent”), and John Foraker (“Employee”) with reference to the following: RECITALS WHEREAS, Employee has been serving as the Chief E |
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| September 8, 2014 |
GIS / General Mills, Inc. SC TO-C - - LIVE FILING General Mills, Inc. (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): September 8, 2014 General Mills, Inc. (Exact name of registrant as specified in its charter) Delaware 001-01185 41-0274440 (State or other jurisdiction |
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| September 8, 2014 |
EX-99.3 Exhibit 99.3 Dear Valued Partner, Today, we announced an exciting new strategic combination with General Mills in which Annie’s will become part of General Mills’ natural and organic business. We are excited about this opportunity and believe strongly that it is the right next step in the company’s development. With General Mills’ support, Annie’s will remain committed to our mission: to c |
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| September 8, 2014 |
EX-99.1 5 d785894dex991.htm EX-99.1 Exhibit 99.1 Annie’s to be Acquired by General Mills for $46 Per Share in Cash Companies Partnering to Accelerate the Growth and Development of the Annie’s Brand BERKELEY, California – September 8, 2014 – Annie’s Inc. (NYSE:BNNY) (“Annie’s”), a leading natural and organic food company, announced today a definitive agreement to be acquired by General Mills, Inc. |
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| September 8, 2014 |
EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among GENERAL MILLS, INC., SANDY ACQUISITION CORPORATION and ANNIE’S, INC Dated as of September 8, 2014 TABLE OF CONTENTS Page ARTICLE I THE OFFER AND THE MERGER 2 Section 1.1 The Offer 2 Section 1.2 Offer Documents 4 Section 1.3 Continuing Pursuit of the Merger 5 Section 1.4 Company Actions 5 Section 1.5 The Merger 7 Section 1.6 Closing 7 Sec |
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| September 8, 2014 |
EX-99.4 Exhibit 99.4 Hi Annie’s Fans, Today we announced exciting news that Annie’s will join General Mills. We are thrilled because this opportunity will fuel Annie’s future growth and allow us to more rapidly expand our line of high quality, great tasting products made with organic and natural ingredients that you’ve come to love over the last 25 years. So what does this combination mean for you |
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| September 8, 2014 |
EX-99.2 Exhibit 99.2 Dear Annie’s Employees, Today we announced that Annie’s is being acquired by General Mills. This is a huge opportunity for Annie’s as it will significantly expand the reach and breadth of our products, further our ability to achieve our company mission, and allow us to realize greater efficiencies in our operations and day-to-day business. This transaction is a testament to th |
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| September 8, 2014 |
BNNY / Annie's, Inc. SC14D9C - - SCHEDULE 14D-9C Schedule 14D-9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 ANNIE’S, INC. |
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| September 8, 2014 |
8-K 1 d785894d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 8, 2014 Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of inco |
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| August 11, 2014 |
BNNY / Annie's, Inc. / WELLS FARGO & COMPANY/MN Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5) ANNIES INC (Name of Issuer) COM (Title of Class of Securities) 03600T104 (CUSIP Number) July 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rul |
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| August 7, 2014 |
BNNY / Annie's, Inc. 10-Q - Quarterly Report - 10-Q 10-Q 1 bnny-06302014x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From To Com |
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| August 7, 2014 |
Annie’s Reports First Quarter Financial Results, Reaffirms Full Year Guidance EX-99.1 2 exhibit991q1fy15.htm EXHIBIT99.1 Exhibit 99.1 Annie’s Reports First Quarter Financial Results, Reaffirms Full Year Guidance Berkeley, California, August 7, 2014 - Annie’s, Inc. (NYSE: BNNY), a leading natural and organic food company, today announced financial results for the first quarter ended June 30, 2014. Highlights: • Net sales were $43.3 million in the first quarter, an increase o |
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| August 7, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 7, 2014 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Commis |
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| July 17, 2014 |
BNNY / Annie's, Inc. DEF 14A - - DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive |
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| July 14, 2014 |
Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 10, 2014 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Commiss |
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| June 26, 2014 |
Robert W. Black Joins Annie’s Inc. Board of Directors Robert W. Black Joins Annie’s Inc. Board of Directors BERKELEY, Calif., June 26, 2014—Annie's, Inc. (NYSE: BNNY), a leading natural and organic food company, announced that Robert W. Black, a Senior Advisor to the Boston Consulting Group and former Group President of Kimberly-Clark Corporation, has joined its Board of Directors. Mr. Black will serve as Chairman of the Annie’s Nominating/Corporate |
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| June 26, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 23, 2014 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Commiss |
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| June 18, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 16, 2014 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Commiss |
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| June 18, 2014 |
EXECUTIVE EMPLOYMENT AGREEMENT EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the “Agreement”) is entered into on June 17, 2014 (the “Effective Date”) by and between Annie’s, Inc. |
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| June 10, 2014 |
exhibit991 1 William Blair Growth Stock Conference June 10-12, 2014 2 Forward-Looking Statements Statements made as part of this presentation which are not historical facts – including any statements about the Company’s targets, beliefs, plans, opportunities or expectations – are forward-looking statements and are based on management’s current plans, known information, estimates and projections as of the date of this presentation. |
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| June 10, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 10, 2014 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Commiss |
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| June 4, 2014 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 1, 2014 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) |
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| June 4, 2014 |
Securities and Exchange Commission EX-16.1 Exhibit 16.1 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 June 3, 2014 Commissioners: We have read the statements made by Annie’s, Inc. (copy attached), which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K, as part of the Form 8-K of Annie’s, Inc. dated June 1, 2014. We agree with the statements conce |
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| June 2, 2014 |
Exhibit 21.1 SUBSIDIARIES OF ANNIE’S, INC. Name Jurisdiction of Incorporation Percent Owned Annie’s Homegrown, Inc. Delaware 100% Annie’s Baking, LLC.(1) Delaware 100% Annie’s Enterprises, Inc. Vermont 100% Napa Valley Kitchen, Inc. California 100% (1) Annie’s Baking, LLC. is a subsidiary of Annie’s Homegrown, Inc.. |
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| June 2, 2014 |
March 4, 2014 Safeway Inc. Safeway Australia Holdings, Inc. 5918 Stoneridge Mall Road Pleasanton, CA 94588-3229 Attn: Jean DeFries Re: Letter Agreement Regarding Inventory and Supplies Valuation Dear Ms. DeFries: This letter agreement is being delivered to you in connection with that certain Agreement of Purchase and Sale dated as of November 5, 2013 by and among Safeway Australia Holdings, Inc., |
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| June 2, 2014 |
ASSIGNMENT THIS ASSIGNMENT (this “Assignment”), dated as of March 20, 2014 (the “Effective Date”), is made by and between ANNIE’S, INC. |
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| June 2, 2014 |
Form 12b-25 SEC FILE NUMBER 001-35470 CUSIP NUMBER 03600T104 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| June 2, 2014 |
EX-10.14 4 exhibit1014amendmenttoware.htm EXHIBIT 10.14 Confidential information redacted and filed separately with the Commission. Omitted portions indicated by [***] Amendment to Warehousing of Goods Agreement This Amendment (the “Amendment”) is made and entered into as of June 13, 2012 by and between Annie’s, Inc. (“ANNIE’S”), and Distribution 2000, Inc. (“D2000”) (collectively the “PARTIES”) a |
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| June 2, 2014 |
Transition and Separation Agreement Transition and Separation Agreement This Transition and Separation Agreement (this “Agreement”) is entered into as of March 26, 2014 (the “Effective Date”), by Isobel Jones (the “Executive”), on the one hand, and Annie’s, Inc. |
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| June 2, 2014 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended March 31, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From To Commission File Number: 001-35470 Annie’s, I |
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| May 29, 2014 |
Annie’s Reports Fourth Quarter and Fiscal 2014 Financial Results Exhibit 99.1 Annie’s Reports Fourth Quarter and Fiscal 2014 Financial Results Berkeley, California, May 29, 2014 - Annie’s, Inc. (NYSE: BNNY), a leading natural and organic food company, today announced financial results for the fourth quarter and fiscal year ended March 31, 2014. Highlights: • Net sales were $60.1 million in the fourth quarter and $204.1 million for the fiscal year; adjusted net |
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| May 29, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 29, 2014 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Commissi |
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| April 9, 2014 |
BNNY / Annie's, Inc. / SAC Capital Advisors LP - SCHEDULE 13G/A, #1 Passive Investment SC 13G/A 1 s11687148a.htm SCHEDULE 13G/A, #1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* ANNIES, INC. (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 03600T104 (CUSIP Number) April 7, 2014 (Date of Event which Requires Filing of this Statement) Check the ap |
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| April 9, 2014 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessi |
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| April 2, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 2, 2014 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Commiss |
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| April 2, 2014 |
Annie’s Completes Acquisition of Snack Manufacturing Plant in Joplin, Missouri Exhibit 99.1 Annie’s Completes Acquisition of Snack Manufacturing Plant in Joplin, Missouri Berkeley, California, April 2, 2014 - Annie’s, Inc. (NYSE: BNNY), a leading natural and organic food company, today announced that it has completed the acquisition of Safeway’s snack manufacturing plant in Joplin, Missouri, which has been Annie’s primary manufacturer of cookie and cracker products since the |
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| March 31, 2014 |
Transition and Separation Agreement Transition and Separation Agreement This Transition and Separation Agreement (this “Agreement”) is entered into as of March 28, 2014 (the “Effective Date”), by Amanda Martinez (the “Executive”), on the one hand, and Annie’s, Inc. |
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| March 31, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 26, 2014 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Commis |
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| March 14, 2014 |
BNNY / Annie's, Inc. / SAC Capital Advisors LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ANNIE’S, INC. (Name of Issuer) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 03600T104 (CUSIP Number) March 13, 2014 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| March 14, 2014 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessi |
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| March 12, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 12, 2014 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Commis |
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| March 12, 2014 |
exhibit991 1 RBC Capital Markets Consumer & Retail Conference March 12-13, 2014 2 Forward-Looking Statements Statements made as part of this presentation which are not historical facts – including any statements about the Company’s targets, beliefs, plans, opportunities or expectations – are forward-looking statements and are based on management’s current plans, known information, estimates and projections as of the date of this presentation. |
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| February 14, 2014 |
BNNY / Annie's, Inc. / SAC Capital Advisors LP - SCHEDULE 13G/A, #1 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* ANNIE’S, INC. (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 03600T104 (CUSIP Number) December 31, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule purs |
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| February 12, 2014 |
BNNY / Annie's, Inc. / PRICE T ROWE ASSOCIATES INC /MD/ - BNNY AS OF 12/31/2013 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ANNIES INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 03600T104 (CUSIP Number) December 31, 2013 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is filed: |
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| February 11, 2014 |
BNNY / Annie's, Inc. / VANGUARD GROUP INC Passive Investment anniesinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Annie's Inc Title of Class of Securities: Common Stock CUSIP Number: 03600T104 Date of Event Which Requires Filing of this Statement: December 31, 2013 Check the appropriate box to designate t |
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| February 10, 2014 |
JOINDER AGREEMENT This Joinder Agreement (this "Agreement"), dated as of November 22, 2013, is between Bank of America, N. |
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| February 10, 2014 |
Annie’s Reports Third Quarter Fiscal 2014 Financial Results Exhibit 99.1 Annie’s Reports Third Quarter Fiscal 2014 Financial Results Berkeley, California, February 10, 2014 - Annie’s, Inc. (NYSE: BNNY), a leading natural and organic food company, today announced financial results for its third quarter of fiscal 2014, ended December 31, 2013. Highlights: • Net sales were $46.2 million in the third quarter; adjusted net sales1 were $46.1 million, an increase |
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| February 10, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 10, 2014 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Com |
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| February 10, 2014 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended December 31, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From To Commission File Number: 001-35470 |
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| February 4, 2014 |
BNNY / Annie's, Inc. / WELLS FARGO & COMPANY/MN Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4) ANNIES INC (Name of Issuer) COM (Title of Class of Securities) 03600T104 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] |
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| December 20, 2013 |
BNNY / Annie's, Inc. / WELLS FARGO & COMPANY/MN Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3) ANNIES INC (Name of Issuer) COM (Title of Class of Securities) 03600T104 (CUSIP Number) November 30, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] |
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| December 13, 2013 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 9, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organizati |
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| November 25, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 21, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Com |
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| November 14, 2013 |
2,537,096 Shares Annie’s, Inc. Common Stock UNDERWRITING AGREEMENT EX-1.1 Exhibit 1.1 EXECUTION COPY 2,537,096 Shares Annie’s, Inc. Common Stock UNDERWRITING AGREEMENT November 12, 2013 UBS Securities LLC 299 Park Avenue, New York, New York 10171 Ladies and Gentlemen: 1. Introductory. The stockholders listed in Schedule A hereto (“Selling Stockholders”) agree to sell to UBS Securities LLC (“Underwriter”) an aggregate of 2,537,096 outstanding shares (“Offered Secu |
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| November 14, 2013 |
Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-189979 PROSPECTUS SUPPLEMENT (To Prospectus dated November 8, 2013) 2,537,096 Shares Annie’s, Inc. Common Stock This prospectus supplement provides for the resale of 2,537,096 shares of common stock of Annie’s, Inc. by Solera Partners, L.P. and SCI Partners, L.P. (collectively, the “selling stockholders”). We will not receive |
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| November 14, 2013 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 12, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Com |
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| November 13, 2013 |
Financial Statements and Exhibits, Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 12, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organizat |
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| November 13, 2013 |
Annie’s Announces Secondary Offering of Common Stock by Solera EX-99.1 Exhibit 99.1 Annie’s Announces Secondary Offering of Common Stock by Solera BERKELEY, Calif.—November 12, 2013—Annie’s, Inc. (NYSE: BNNY) (“Annie’s”) today announced a public secondary offering (the “Offering”) of 2,537,096 shares of common stock by Solera Partners, L.P. and SCI Partners, L.P. Annie’s will not receive any of the proceeds from the Offering. The Offering will be made pursuan |
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| November 13, 2013 |
Annie’s Announces Pricing of Secondary Offering of Common Stock by Solera EX-99.2 Exhibit 99.2 Annie’s Announces Pricing of Secondary Offering of Common Stock by Solera BERKELEY, Calif.—November 13, 2013—Annie’s, Inc. (NYSE: BNNY) (“Annie’s”) today announced the pricing of a public secondary offering (the “Offering”) of 2,537,096 shares of common stock by Solera Partners, L.P. and SCI Partners, L.P. Annie’s will not receive any of the proceeds from the Offering. The Off |
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| November 7, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 7, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Comm |
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| November 7, 2013 |
EX-99.1 Exhibit 99.1 Annie’s Reports Second Quarter Fiscal 2014 Financial Results Announces Agreement to Acquire Safeway’s Joplin Plant, Annie’s Primary Cookie and Cracker Manufacturer Berkeley, California, November 7, 2013 — Annie’s, Inc. (NYSE: BNNY), a leading natural and organic food company, today announced financial results for its second quarter of fiscal 2014, ended September 30, 2013. Hig |
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| November 7, 2013 |
AGREEMENT OF PURCHASE AND SALE Exhibit 2.1 AGREEMENT OF PURCHASE AND SALE THIS AGREEMENT OF PURCHASE AND SALE (“Agreement”) is made as of November 5, 2013 (the “Effective Date”), by and among SAFEWAY AUSTRALIA HOLDINGS, INC., a Delaware corporation (“Safeway AUS”), SAFEWAY INC., a Delaware corporation (“Safeway” and, together with Safeway AUS, the “Selling Parties” and each, a “Selling Party”), and ANNIE’S, INC., a Delaware cor |
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| November 7, 2013 |
AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED LOAN AGREEMENT EX-10.3 Exhibit 10.3 AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED LOAN AGREEMENT This Amendment No. 2 (the “Amendment”) dated as of November 5, 2013, is between Bank of America, N.A. (the “Bank”) and ANNIE’S, INC., a Delaware corporation, formerly known as Homegrown Naturals, Inc., which is qualified to do business in the State of California as Homegrown Naturals, ANNIE’S ENTERPRISES, INC., a Ve |
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| November 7, 2013 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From To Commission File Number: 001-3547 |
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| October 21, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 16, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Comm |
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| October 21, 2013 |
EX-99.1 Exhibit 99.1 Annie’s Appoints Zahir Ibrahim as Chief Financial Officer Company Announces Earnings Call Date and Provides Additional Direction on Fiscal 2014 Guidance BERKELEY, Calif.—(BUSINESS WIRE)—October 21, 2013—Annie’s, Inc. (NYSE: BNNY), a leading natural and organic food company, today announced the appointment of Zahir Ibrahim as Executive Vice President, Chief Financial Officer an |
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| October 21, 2013 |
EXECUTIVE EMPLOYMENT AGREEMENT EX-10.1 Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the “Agreement”) is entered into on October 16, 2013 (the “Effective Date”) by and between Annie’s, Inc., a Delaware Corporation (the “Company”), and Zahir Ibrahim (the “Executive”) with reference to the following: RECITALS WHEREAS, the Company desires to employ the Executive and, as of the Appointment Date (d |
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| October 21, 2013 |
Transition and Separation Agreement Exhibit 10.2 Transition and Separation Agreement This Transition and Separation Agreement (this “Agreement”) is entered into as of October 16, 2013 (the “Effective Date”), by Kelly J. Kennedy (the “Executive”), on the one hand, and Annie’s, Inc. (the “Company”), on the other hand (the Executive and the Company are referred to collectively as the “Parties”). 1. Resignation. The Executive hereby res |
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| September 13, 2013 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 10, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) |
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| September 13, 2013 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ANNIE’S, INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware ***** Annie’s, Inc., a Delaware corporation (hereinafter called the “Corporation”), does hereby certify as follows: FIRST: Section 2 of Article V of the Corporation’s Amended and Restated Certificate of Incorp |
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| September 13, 2013 |
EX-3.2 Exhibit 3.2 CERTIFICATE OF AMENDMENT OF THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ANNIE’S, INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware ***** Annie’s, Inc., a Delaware corporation (hereinafter called the “Corporation”), does hereby certify as follows: FIRST: Section 5 of Article V of the Corporation’s Amended and Restated Certificate of |
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| September 13, 2013 |
SECOND RESTATED CERTIFICATE OF INCORPORATION ANNIE’S, INC. EX-3.3 Exhibit 3.3 SECOND RESTATED CERTIFICATE OF INCORPORATION OF ANNIE’S, INC. The undersigned, for the purposes of restating the Certificate of Incorporation of Annie’s, Inc., a Delaware corporation (the “Corporation”), as heretofore amended, supplemented and restated, does hereby certify that: I. On April 28, 2004, the Corporation (under the name “Natural Acquisition Corp.”) filed its original |
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| September 13, 2013 |
EX-3.4 Exhibit 3.4 SECOND AMENDED AND RESTATED BYLAWS OF ANNIE’S, INC. (a Delaware Corporation) Effective: September 10, 2013 SECOND AMENDED AND RESTATED BYLAWS OF ANNIE’S, INC. (a Delaware Corporation) ARTICLE I STOCKHOLDERS Section 1.01 Annual Meetings. An annual meeting of the stockholders of Annie’s, Inc. (the “Corporation”) for the election of directors and for the transaction of such other b |
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| August 13, 2013 |
BNNY / Annie's, Inc. / WELLS FARGO & COMPANY/MN Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) ANNIES INC (Name of Issuer) COM (Title of Class of Securities) 03600T104 (CUSIP Number) July 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rul |
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| August 8, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 8, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization |
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| August 8, 2013 |
Annie’s Reports First Quarter Fiscal 2014 Financial Results EX-99.1 Exhibit 99.1 Annie’s Reports First Quarter Fiscal 2014 Financial Results Berkeley, California, August 8, 2013 — Annie’s, Inc. (NYSE: BNNY), a leading natural and organic food company, today announced financial results for its first quarter of fiscal 2014, ended June 30, 2013. Highlights: • Net sales for the first quarter were $39.0 million, an increase of 13.8%; Retail consumption remained |
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| July 25, 2013 |
- DEFINITIVE ADDITIONAL MATERIALS Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 25, 2013 |
Definitive Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 16, 2013 |
Form S-3 Table of Contents As filed with the Securities and Exchange Commission on July 16, 2013 Registration No. |
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| July 2, 2013 |
PRE 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| June 10, 2013 |
Annie’s Reports Fourth Quarter and Fiscal 2013 Financial Results EX-99.1 Exhibit 99.1 Annie’s Reports Fourth Quarter and Fiscal 2013 Financial Results Berkeley, California, June 10, 2013 — Annie’s, Inc. (NYSE: BNNY), a leading natural and organic food company, today announced financial results for the fourth quarter and fiscal year ended March 31, 2013. Highlights: • Net sales for the fourth quarter were $52.7 million; adjusted net sales were $52.2 million, an |
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| June 10, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 10, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) |
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| June 4, 2013 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 30, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) |
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| April 26, 2013 |
EX-99.1 Exhibit 99.1 Annie’s Appoints Ed Aaron to Newly Created Senior Vice President of Strategic Planning and Investor Relations Position BERKELEY, Calif.—(BUSINESS WIRE)—April 26, 2013—Annie’s, Inc. (NYSE: BNNY), a leading natural and organic food company, today announced the appointment of Ed Aaron to the newly created position of Senior Vice President of Strategic Planning and Investor Relati |
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| April 26, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) April 26, 2013 Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization |
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| April 2, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 1, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) |
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| April 2, 2013 |
Annie’s Appoints Isobel Jones as General Counsel and Secretary Exhibit 99.1 Press Release Annie’s Appoints Isobel Jones as General Counsel and Secretary BERKELEY, Calif.—(BUSINESS WIRE)—April 1, 2013—Annie’s, Inc. (NYSE: BNNY), a leading natural and organic food company, today announced the appointment of Isobel Jones to the position of General Counsel and Secretary, effective April 1, 2013. Ms. Jones will serve as in-house legal counsel, managing legal and c |
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| April 2, 2013 |
EX-10.1 Exhibit 10.1 January 31, 2013 Dear Isobel: Thank you for your interest in working with Annie’s, Inc. (the “Company”). On behalf of the members of the Company’s management team, I want to convey how much we appreciate the time, energy, and enthusiasm that you have invested in the interview process. We believe that the breadth of your past experience, your personal and professional style, an |
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| March 29, 2013 |
BNNY / Annie's, Inc. / WELLS FARGO & COMPANY/MN Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) ANNIES INC (Name of Issuer) COM (Title of Class of Securities) 03600T104 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] |
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| March 20, 2013 |
Sidoti Institutional Investor Forum EX-99.1 2 d506859dex991.htm EX-99.1 Exhibit 99.1 Sidoti Institutional Investor Forum March 2013 Forward-Looking Statements This presentation contains statements that constitute forward-looking statements. All statements other than statements of historical facts are forward-looking statements. These statements include but are not limited to descriptions regarding the intent, belief or current expec |
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| March 20, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 19, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization |
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| March 13, 2013 |
Annie’s, Inc. Prices Secondary Offering EX-99.1 Exhibit 99.1 Annie’s, Inc. Prices Secondary Offering BERKELEY, Calif., March 13, 2013 /PRNewswire/ — Annie’s, Inc. (“Annie’s” or the “Company”) announced today the pricing of the offering of 3,500,000 shares of common stock to be sold exclusively by participating selling stockholders at a price to the public of $40.00 per share. In addition, the selling stockholders have granted the underw |
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| March 13, 2013 |
3,500,000 Shares Annie’s, Inc. Common Stock 424B4 1 d492994d424b4.htm 424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-186994 3,500,000 Shares Annie’s, Inc. Common Stock This is a public offering of shares of common stock of Annie’s, Inc. The shares of common stock are being sold by the selling stockholders identified in this prospectus, all of whom are our affiliates. We will not receive any proceeds from the s |
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| March 13, 2013 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 13, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Commis |
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| March 11, 2013 |
[l] Shares Annie’s, Inc. Common Stock UNDERWRITING AGREEMENT Exhibit 1.1 [l] Shares Annie’s, Inc. Common Stock UNDERWRITING AGREEMENT [ — ], 2013 Credit Suisse Securities (USA) LLC J.P. Morgan Securities LLC, As Representatives of the Several Underwriters, c/o Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Ladies and Gentlemen: 1. Introductory. The stockholders listed in Schedule A hereto (“Selling Stockholders”) agree to |
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| March 11, 2013 |
Form S-1/A Table of Contents As filed with the Securities and Exchange Commission on March 11, 2013 Registration No. |
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| March 8, 2013 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 7, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Commiss |
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| March 8, 2013 |
AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED LOAN AGREEMENT EX-10.1 Exhibit 10.1 AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED LOAN AGREEMENT This Amendment No. 1 (the “Amendment”) dated as of March 7, 2013, is between Bank of America, N.A. (the “Bank”) and ANNIE’S INC., a Delaware corporation, formerly known as Homegrown Naturals, Inc., which is qualified to do business in the State of California as Homegrown Naturals, ANNIE’S ENTERPRISES, INC., a Vermon |
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| March 8, 2013 |
REAFFIRMATION AMENDED AND RESTATED SECURITY AGREEMENT EX-10.2 3 d499122dex102.htm EX-10.2 Exhibit 10.2 REAFFIRMATION OF AMENDED AND RESTATED SECURITY AGREEMENT In order to induce Bank of America, N.A. (the “Bank”) to enter into that certain Amendment No. 1 to the Second Amended and Restated Loan Agreement between the Bank and ANNIE’S, INC., a Delaware corporation, formerly known as Homegrown Naturals, Inc., which is qualified to do business in the St |
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| March 1, 2013 |
EX-17.1 Exhibit 17.1 February 26, 2013 Molly Ashby Chairman of the Board Annie’s, Inc. 625 Madison Avenue New York, NY 10022 Dear Molly: This letter is to confirm that I will be resigning from the Board of Annie’s, Inc. effective with the Board Meeting to be held on February 28, 2013. It has been an honor and a distinct pleasure to serve on the board. I wish you and the company continued success o |
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| March 1, 2013 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 28, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organizat |
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| March 1, 2013 |
EX-99.2 EXHIBIT 99.2 Annie’s Announces Filing of Registration Statement for Stock Offering and Concurrent Stock Repurchase BERKELEY, Calif.—March 1, 2013—Annie’s, Inc. (NYSE: BNNY), a leading natural and organic food company, today announced the filing of a registration statement on Form S-1 with the U.S. Securities and Exchange Commission with respect to a proposed underwritten offering of 3.5 mi |
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| March 1, 2013 |
Registration Statement - FORM S-1 Form S-1 Table of Contents As filed with the Securities and Exchange Commission on March 1, 2013 Registration No. |
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| March 1, 2013 |
EX-99.1 EXHIBIT 99.1 Larry Peiros Appointed to Annie’s Board of Directors Board of Directors to Recommend Declassification of Board at Annual Meeting BERKELEY, Calif.—March 1, 2013—Annie’s, Inc. (NYSE: BNNY), a leading natural and organic food company, today announced Lawrence (Larry) Peiros has been appointed to its Board of Directors effective immediately. David Behnke, a Managing Director at Na |
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| March 1, 2013 |
EX-10.33 Exhibit 10.33 EXECUTION VERSION SHARE REPURCHASE AGREEMENT This SHARE REPURCHASE AGREEMENT (this “Agreement”) is made as of February 28, 2013 by and among Annie’s, Inc., a Delaware corporation (the “Company”), Solera Partners, L.P., a Delaware limited partnership, and SCI Partners, L.P., a Delaware limited partnership. Solera Partners, L.P. and SCI Partners, L.P. are referred to herein co |
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| March 1, 2013 |
EX-10.1 Exhibit 10.1 EXECUTION VERSION SHARE REPURCHASE AGREEMENT This SHARE REPURCHASE AGREEMENT (this “Agreement”) is made as of February 28, 2013 by and among Annie’s, Inc., a Delaware corporation (the “Company”), Solera Partners, L.P., a Delaware limited partnership, and SCI Partners, L.P., a Delaware limited partnership. Solera Partners, L.P. and SCI Partners, L.P. are referred to herein coll |
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| February 28, 2013 |
BNNY / Annie's, Inc. / SAC Capital Advisors LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ANNIE’S, INC. (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 03600T104 (CUSIP Number) February 27, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu |
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| February 28, 2013 |
EX-99.1 2 a9193483b.htm JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf |
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| February 14, 2013 |
BNNY / Annie's, Inc. / SAC Capital Advisors LP - AMENDMENT #1 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* ANNIE’S, INC. (Name of Issuer) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 03600T104 (CUSIP Number) December 31, 2012 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule purs |
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| February 13, 2013 |
BNNY / Annie's, Inc. / WELLS FARGO & COMPANY/MN Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) ANNIES INC (Name of Issuer) COM (Title of Class of Securities) 03600T104 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] |
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| February 12, 2013 |
BNNY / Annie's, Inc. / SOLERA PARTNERS LP - SCHEDULE 13G Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Annie’s, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 03600T104 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t |
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| February 12, 2013 |
EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the |
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| February 11, 2013 |
Annie’s Reports Third Quarter Fiscal 2013 Financial Results EX-99.1 Exhibit 99.1 Annie’s Reports Third Quarter Fiscal 2013 Financial Results Berkeley, California, February 11, 2013 — Annie’s, Inc. (NYSE: BNNY), a leading natural and organic food company, today announced financial results for its third quarter of fiscal 2013. Third Quarter Highlights: • Net sales, including a $1.6 million reduction in net sales related to the pizza recall, were $36.3 millio |
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| February 11, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 11, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Com |
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| February 4, 2013 |
Annie’s Rising Crust Frozen Pizzas Ship to Stores Nationwide February 11, 2013 Press Release Exhibit 99.1 Annie’s Rising Crust Frozen Pizzas Ship to Stores Nationwide February 11, 2013 BERKELEY, Calif.—February 4, 2013—Annie’s, Inc. (NYSE: BNNY), a leading natural and organic food company, today announced its Annie’s Rising Crust Frozen Pizzas will begin shipping to stores nationwide on February 11, 2013. “Our great-tasting rising crust pizzas will soon be back in local free |
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| February 4, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 4, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organizati |
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| January 22, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 22, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organizati |
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| January 22, 2013 |
Annie’s Voluntarily Recalls Annie’s Homegrown Frozen Pizza Products Press Release Exhibit 99.1 Media Contact: Donald C. Cutler Kekst and Company Incorporated for Annie’s Tel: 415-852-3903 [email protected] Annie’s Voluntarily Recalls Annie’s Homegrown Frozen Pizza Products BERKELEY, Calif., January 22, 2013 – Annie’s Inc. (NYSE:BNNY) has initiated a voluntary recall of Annie’s Homegrown Frozen Pizza due to the possible presence of fragments of flexible meta |
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| January 8, 2013 |
EX-99.1 2 d464079dex991.htm PRESS RELEASE Exhibit 99.1 Annie’s Hires Amanda Martinez as Executive Vice President Operations & Administration; Appoints Mark Mortimer Executive Vice President, Sales & Marketing New Positions Strengthen Leadership Team to Support Growth and Operational Excellence BERKELEY, Calif.—(BUSINESS WIRE)—Jan. 7, 2013—Annie’s, Inc. (NYSE: BNNY), a leading natural and organic f |
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| January 8, 2013 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 5, 2013 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organizatio |
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| December 19, 2012 |
Submission of Matters to a Vote of Security Holders - FORM 8-K/A Form 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 10, 2012 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or orga |
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| December 5, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 30, 2012 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Com |
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| October 30, 2012 |
Annie’s Reports Second Quarter Fiscal 2013 Financial Results Press release Exhibit 99.1 Annie’s Reports Second Quarter Fiscal 2013 Financial Results Berkeley, California, October 30, 2012 – Annie’s, Inc. (NYSE: BNNY), a leading natural and organic food company, today announced financial results for its second quarter of fiscal 2013. Second Quarter Highlights: • Achieves net sales increase of 20.1% to $46.7 million • Reports adjusted net income1 of $4.2 mill |
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| October 30, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 30, 2012 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organizati |
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| October 1, 2012 |
Exhibit 10.1 FIRST AMENDMENT TO LEASE This First Amendment to Lease (“Amendment”) is dated as of September 25, 2012 (the “Effective Date”) and is executed by and between Cedar/Fourth Street Partners, a California partnership (“Landlord”) and Annie’s, Inc., a Delaware corporation (“Tenant”). RECITALS A. Landlord and Tenant are parties to that certain lease, dated November 15, 2010 (the “Lease”), fo |
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| October 1, 2012 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 25, 2012 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Co |
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| September 11, 2012 |
Submission of Matters to a Vote of Security Holders - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 10, 2012 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Co |
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| August 3, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 31, 2012 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Commiss |
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| August 2, 2012 |
UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0101 Washington, D. |
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| August 1, 2012 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessi |
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| August 1, 2012 |
BNNY / Annie's, Inc. / SAC Capital Advisors LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ANNIE’S, INC. (Name of Issuer) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 03600T104 (CUSIP Number) July 31, 2012 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| August 1, 2012 |
3,173,892 Shares Annie’s, Inc. Common Stock Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-182706 3,173,892 Shares Annie’s, Inc. Common Stock This is a public offering of shares of common stock of Annie’s, Inc. The shares of common stock are being sold by the selling stockholders identified in this prospectus, some of whom are our affiliates. We will not receive any proceeds from the sale of shares by the selling st |
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| August 1, 2012 |
Annie’s, Inc. Prices Secondary Offering Exhibit 99.1 Annie’s, Inc. Prices Secondary Offering BERKELEY, Calif., August 1, 2012 /PRNewswire via COMTEX/ -Annie's, Inc. ("Annie's") announced today the pricing of the offering of 3,173,892 shares of common stock to be sold exclusively by participating selling stockholders at a price to the public of $39.25 per share. In addition, certain of the participating selling stockholders have granted |
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| August 1, 2012 |
Financial Statements and Exhibits, Other Events - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 1, 2012 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Commis |
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| July 30, 2012 |
Amendment No 1 Table of Contents As filed with the Securities and Exchange Commission on July 30, 2012 Registration No. |
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| July 30, 2012 |
Termination Agreement between the Registrant and Solera Exhibit 4.4 TERMINATION AGREEMENT THIS TERMINATION AGREEMENT (this “Agreement”) is entered into as of July 26, 2012, by and among Annie’s, Inc. (the “Company”), Solera Partners, L.P. and SCI Partners, L.P. (collectively, “Solera” and, together with the Company, the “Parties”). WHEREAS, the Parties entered into that certain Third Amended and R |
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| July 27, 2012 |
- DEFINITIVE ADDITIONAL MATERIALS Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 27, 2012 |
Definitive Proxy Statement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 24, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 24, 2012 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Commiss |
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| July 24, 2012 |
Annie’s Reports First Quarter Fiscal 2013 Financial Results Annie’s Reports First Quarter Fiscal 2013 Financial Results Berkeley, California, July 24, 2012 - Annie’s, Inc. |
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| July 17, 2012 |
Registration Statement - FORM S-1 Table of Contents As filed with the Securities and Exchange Commission on July 17, 2012 Registration No. |
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| July 17, 2012 |
Shares Annie’s, Inc. Common Stock UNDERWRITING AGREEMENT Form of Underwriting Agreement Exhibit 1.1 Shares Annie’s, Inc. Common Stock UNDERWRITING AGREEMENT [—], 2012 Credit Suisse Securities (USA) LLC J.P. Morgan Securities LLC, As Representatives of the Several Underwriters, c/o Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Ladies and Gentlemen: 1. Introductory. The stockholders listed in Schedule A hereto (“Sellin |
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| June 6, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 6, 2012 Date of Report (Date of earliest event reported) Annie’s, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35470 20-1266625 (State or other jurisdiction of incorporation or organization) (Commissi |
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| June 6, 2012 |
Annie’s Reports Fourth Quarter and Fiscal 2012 Financial Results Exhibit 99.1 Press Release Annie’s Reports Fourth Quarter and Fiscal 2012 Financial Results Berkeley, California, June 6, 2012 - Annie’s, Inc. (NYSE: BNNY), a leading natural and organic food company, today announced financial results for the fourth quarter and fiscal year ended March 31, 2012. Highlights: ● Net sales increased 17.5% in Q4 to $43.0 million and 20.1% in FY12 to $141.3 million ● Adj |
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| April 30, 2012 |
As filed with the Securities and Exchange Commission on April 30, 2012 Registration No. |
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| April 30, 2012 |
ANNIE’S, INC.1 564 Gateway Drive Napa, California 94558 September 22, 2009 ANNIE’S, INC.1 564 Gateway Drive Napa, California 94558 September 22, 2009 John Foraker 854 A Street Davis, CA 95616 Dear John: I am pleased to advise you that Annie’s, Inc. (the “Company”) has awarded you, not pursuant to any formal stock option plan, a non-qualified option to purchase 30,000 shares of the common stock, $0.001 par value per share, of the Company, at an exercise price per share of |
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| April 30, 2012 |
HOMEGROWN NATURALS, INC. 564 Gateway Drive Napa, California 94558 September 8, 2006 HOMEGROWN NATURALS, INC. 564 Gateway Drive Napa, California 94558 September 8, 2006 John Foraker 854 A Street Davis, CA 95616 Dear John: I am pleased to advise you that Homegrown Naturals, Inc. (the “Company”) has awarded you, not pursuant to any formal stock option plan, a non-qualified option to purchase 60,000 shares of the common stock, $0.001 par value per share, of the Company, at an exercis |
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| April 30, 2012 |
ANNIE’S, INC. 564 Gateway Drive Napa, California 94558 June 11, 2008 ANNIE’S, INC. 564 Gateway Drive Napa, California 94558 June 11, 2008 Steven A. Jackson 36 Brookline Drive Novato, CA 94949 Dear Steven: I am pleased to advise you that Annie’s, Inc. (the “Company”) has awarded you, not pursuant to any formal stock option plan, a non-qualified option to purchase 12,500 shares of the common stock, $0.001 par value per share, of the Company, at an exercise price per |
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| April 30, 2012 |
ANNIE’S, INC.1 564 Gateway Drive Napa, California 94558 September 22, 2009 ANNIE’S, INC.1 564 Gateway Drive Napa, California 94558 September 22, 2009 John Foraker 854 A Street Davis, CA 95616 Dear John: I am pleased to advise you that Annie’s, Inc. (the “Company”) has awarded you, not pursuant to any formal stock option plan, a non-qualified option to purchase 30,000 shares of the common stock, $0.001 par value per share, of the Company, at an exercise price per share of |
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| April 30, 2012 |
ANNIE’S, INC.1 564 Gateway Drive Napa, California 94558 September 22, 2009 EX-4.11 6 mortimer.htm ANNIE’S, INC.1 564 Gateway Drive Napa, California 94558 September 22, 2009 Mark Mortimer 4 Victoria Lane Coto De Caza, CA 92679 Dear Mark: I am pleased to advise you that Annie’s, Inc. (the “Company”) has awarded you, not pursuant to any formal stock option plan, a non-qualified option to purchase 10,000 shares of the common stock, $0.001 par value per share, of the Company, |
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| April 23, 2012 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessi |
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| April 23, 2012 |
BNNY / Annie's, Inc. / SAC Capital Advisors LP - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ANNIE’S, INC. (Name of Issuer) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 03600T104 (CUSIP Number) April 11, 2012 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| April 9, 2012 |
BNNY / Annie's, Inc. / SAC Capital Advisors LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ANNIE’S, INC. (Name of Issuer) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 03600T104 (CUSIP Number) March 28, 2012 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| April 9, 2012 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessi |
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| April 3, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): April 2, 2012 Annie’s, Inc. (Exact name of registrant specified in charter) Delaware 001-35470 20-1266625 (State of (Commission File (IRS Employer Incorporation) Number) Identificatio |
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| April 3, 2012 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION ANNIE’S, INC. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ANNIE’S, INC. The undersigned, for the purposes of amending and restating the Certificate of Incorporation of Annie’s, Inc., a Delaware corporation (the “Corporation”), does hereby certify that: I. On April 28, 2004, the Corporation (under the name “Natural Acquisition Corp.”) filed its original Certificate of Incorporation with the |
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| March 29, 2012 |
424 (b) (4) Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-178270 5,000,000 Shares Annie’s, Inc. Common Stock This is the initial public offering of shares of common stock of Annie’s, Inc. We are selling 950,000 shares of common stock, and the selling stockholders identified in this prospectus are selling 4,050,000 shares of common stock. We will not receive any proceeds f |
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| March 28, 2012 |
5,000,000 Shares Annie’s, Inc. Common Stock 424(b)(4) Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-178270 5,000,000 Shares Annie’s, Inc. Common Stock This is the initial public offering of shares of common stock of Annie’s, Inc. We are selling 950,000 shares of common stock, and the selling stockholders identified in this prospectus are selling 4,050,000 shares of common stock. We will not receive any proceeds fro |
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| March 26, 2012 |
SEC Letter March 26, 2012 Stephen L. Palmer D 617.951.9211 F 617.951.9019 Via EDGAR and Courier [email protected] United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Mail Stop 6010 Washington, D.C. 20549 Attention: Paul Monsour Re: Annie’s, Inc. Amendment No. 6 to Registration Statement on Form S-1 Filed March 26, 2012 File No. 333-178270 La |
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| March 26, 2012 |
S-1/A Amendment No.6 Table of Contents As filed with the Securities and Exchange Commission on March 26, 2012 Registration No. 333-178270 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 6 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ANNIE’S, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 2000 20-1266625 (State or Ot |
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| March 26, 2012 |
Update to Preliminary Prospectus Dated March 16, 2012 Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Issuer Free Writing Prospectus Dated March 26, 2012 Registration No. |
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| March 23, 2012 |
Acceleration Request March 23, 2012 VIA EDGAR AND FACSIMILE United States Securities and Exchange Commission Division of Corporation Finance 100 F. |
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| March 22, 2012 |
8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Annie’s, Inc. |
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| March 16, 2012 |
SEC Cover Letter March 16, 2012 Stephen L. Palmer D 617.951.9211 F 617.951.9019 Via EDGAR and Courier [email protected] United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Mail Stop 6010 Washington, D.C. 20549 Attention: Anne Nguyen Parker, Branch Chief Re: Annie’s, Inc. Amendment No. 5 to Registration Statement on Form S-1 Filed March 16, 2 |
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| March 16, 2012 |
Form S-1/A Amendment #5 Table of Contents As filed with the Securities and Exchange Commission on March 16, 2012 Registration No. |
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| March 16, 2012 |
[—] Shares Annie’s, Inc. Common Stock UNDERWRITING AGREEMENT Exhibit 1.1 [—] Shares Annie’s, Inc. Common Stock UNDERWRITING AGREEMENT [—], 2012 Credit Suisse Securities (USA) LLC J.P. Morgan Securities LLC, As Representatives of the Several Underwriters, c/o Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Dear Sirs: 1. Introductory. Annie’s, Inc., a Delaware corporation (“Company”), agrees with the several Underwriters nam |
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| March 16, 2012 |
FORM OF NOTICE OF GRANT OF RESTRICTED STOCK UNIT AWARD ANNIE’S, INC. OMNIBUS INCENTIVE PLAN Form of Omnibus Incentive Plan Restricted Performance Share Award Agreement Exhibit 10. |
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| March 16, 2012 |
under Uniform Gifts to Minors Act _____________________ Exhibit 4.2 THE CORPORATION WILL FURNISH TO ANY STOCKHOLDER, UPON REQUEST AND WITHOUT CHARGE, A FULL STATEMENT OF THE DESIGNATIONS, RELATIVE RIGHTS, PREFERENCES AND LIMITATIONS OF THE SHARES OF EACH CLASS AND SERIES AUTHORIZED TO BE ISSUED, SO FAR AS THE SAME HAVE BEEN DETERMINED, AND OF THE AUTHORITY, IF ANY, OF THE BOARD OF DIRECTORS TO DIVIDE THE SHARES INTO CLASSES OR SERIES AND TO DETERMINE A |
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| March 9, 2012 |
Contract Manufacturing and Packaging Agreement...Harmony Foods Corp. Exhibit 10.16 Confidential information redacted and filed separately with the Commission. Omitted portions indicated by [***] CONTRACT MANUFACTURING AND PACKAGING AGREEMENT This Agreement (the “Agreement”), dated this 18 day of April, 2008, is between Annie’s Homegrown, Inc. (“Customer”), and Harmony Foods Corp (dba Santa Cruz Nu |
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| March 9, 2012 |
Addendum to Contract Manufacturing and Packaging Agreement Exhibit 10.19 Confidential information redacted and filed separately with the Commission. Omitted portions indicated by [***] Mr. Steven Jackson June 30, 2009 Addendum to our Agreement dated January 12, 2007 Please let this letter agreement serve as an addendum to extend the on-going agreement between Leone Industries (“Leone”) and Annie’s |
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| March 9, 2012 |
Distribution Agreement Exhibit 10.21 Confidential information redacted and filed separately with the Commission. Omitted portions indicated by [***] ClearVue Supplier Agreement This Agreement, dated as of January 1, 2010 (the “Effective Date”), is by and between United Natural Foods, Inc., a Delaware corporation, having an office at 313 Iron Horse Way, Providence, RI 02908 (collectively, with its |
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| March 9, 2012 |
Annual Cash Incentive Plan for Fiscal Year 2010 Exhibit 10.5 Annie’s Inc. 2010 Cash Bonus Plan (April 2009 – March 2010) Sales Team, Non-Executives, Executive Team Annie’s Inc. cash annual incentive bonus pool for FY2010 will be allocated across five groups: Sales Team, Tier II, Tier III, Goal Based, and Executive Team (including the CEO). The bonus payout metrics for each group are based on a com |
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| March 9, 2012 |
ANNIE’S, INC. OMNIBUS INCENTIVE PLAN ARTICLE I PURPOSE AND ADOPTION OF THE PLAN Exhibit 10.29 ANNIE’S, INC. OMNIBUS INCENTIVE PLAN ARTICLE I PURPOSE AND ADOPTION OF THE PLAN 1.01. Purpose. The purpose of the Annie’s, Inc. Omnibus Incentive Plan (as amended from time to time, the “Plan”) is to assist in attracting and retaining highly competent employees, directors and Consultants, to act as an incentive in motivating selected employees, directors and Consultants of the Compan |
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| March 9, 2012 |
[—] Shares Annie’s, Inc. Common Stock UNDERWRITING AGREEMENT Underwriting Agreement Exhibit 1.1 [—] Shares Annie’s, Inc. Common Stock UNDERWRITING AGREEMENT [—], 2012 Credit Suisse Securities (USA) LLC J.P. Morgan Securities LLC, As Representatives of the Several Underwriters, c/o Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Dear Sirs: 1. Introductory. Annie’s, Inc., a Delaware corporation (“Company”), agrees with the s |
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| March 9, 2012 |
Revised Contract Manufacturing and Packaging Agreement Exhibit 10.14 Confidential information redacted and filed separately with the Commission. Omitted portions indicated by [***] REVISED CONTRACT MANUFACTURING AND PACKAGING AGREEMENT This Agreement dated as of 4–1-, 2007 by and between Annie’s Homegrown, Inc. (“Annie’s”), a corporation organized and existing under the laws of the State of Delawa |
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| March 9, 2012 |
Warehousing of Goods Agreement Exhibit 10.13 Confidential information redacted and filed separately with the Commission. Omitted portions indicated by [***] Agreement dated as of Sept. 30, 2011 by and between Annie’s, Inc. (“ANNIE’S”) and Distribution 2000, Inc. (“D2000” and together with ANNIE’S, the “PARTIES”). This Agreement will supersede the Agreement between the PARTIES dated as of January 2 |
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| March 9, 2012 |
Letter to the SEC March 9, 2012 Via EDGAR and Courier Stephen L. Palmer D 617.951.9211 F 617.951.9019 [email protected] United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Mail Stop 6010 Washington, D.C. 20549 Attention: Anne Nguyen Parker, Branch Chief Re: Annie’s, Inc. Amendment No. 4 to Registration Statement on Form S-1 Filed March 9, 20 |
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| March 9, 2012 |
Contract Manufacturing and Packaging Agreement ... Chelten House Products, Inc. Exhibit 10.17 Confidential information redacted and filed separately with the Commission. Omitted portions indicated by [***] CONTRACT MANUFACTURING AND PACKAGING AGREEMENT Agreement dated as of May 29, 2009 by and between Annie’s Enterprises, Inc. (d/b/a Annie’s Naturals) (“Customer”) and Chelten House Products, Inc. |
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| March 9, 2012 |
Product Supply Agreement Exhibit 10.20 Confidential information redacted and filed separately with the Commission. Omitted portions indicated by [***] Execution Version PRODUCT SUPPLY AGREEMENT This PRODUCT SUPPLY AGREEMENT (this “Agreement”) is entered into and effective as of November 1, 2011 (the “Effective Date”) by and between Annie’s Homegrown, Inc., a Delaware corporation with its principal |
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| March 9, 2012 |
FORM OF NOTICE OF GRANT OF PERFORMANCE SHARE AWARD ANNIE’S, INC. OMNIBUS INCENTIVE PLAN Form of Omnibus Incentive Plan IPO Performance Share Award Agreement Exhibit 10.32 FORM OF NOTICE OF GRANT OF PERFORMANCE SHARE AWARD ANNIE’S, INC. OMNIBUS INCENTIVE PLAN FOR GOOD AND VALUABLE CONSIDERATION, Annie’s, Inc. (the “Company”) hereby grants, pursuant to the provisions of the Company’s Omnibus Incentive Plan (the “Plan”), to the Participant designated in this Notice of Grant of Performan |
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| March 9, 2012 |
Table of Contents As filed with the Securities and Exchange Commission on March 9, 2012 Registration No. |
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| March 9, 2012 |
Annual Cash Incentive Plan for Fiscal Year 2011 Exhibit 10.6 Exhibit I COMPENSATION COMMITTTEE APPROVAL FOR BONUS PLANS FOR FY2011 The Compensation Committee of Annie’s Board of Directors has approved the following: A new Bonus Plan for FY 2011 providing for a bonus pool of approximately $1.3 million if certain Company financial performance goals related to EBIT ($12.5 MM) and Net Sales ($105 MM) |
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| March 9, 2012 |
Contract Manufacturing and Packaging Agreement ... Leone Industries Exhibit 10.18 Confidential information redacted and filed separately with the Commission. Omitted portions indicated by [***] LEONE INDUSTRIES 443 South East Avenue Bridgeton, NJ 08302-0310 856-455-2000 — fax 455-3491 January 12, 2007 Mr. John Foraker Chief Executive Officer Homegrown Naturals, Inc. Vice President Production 564 G |
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| March 9, 2012 |
NOTICE OF GRANT OF IPO STOCK OPTION AWARD ANNIE’s, INC. OMNIBUS INCENTIVE PLAN Form of Omnibus Incentive Plan IPO Stock Option Agreements Exhibit 10.30 NOTICE OF GRANT OF IPO STOCK OPTION AWARD ANNIE’s, INC. OMNIBUS INCENTIVE PLAN FOR GOOD AND VALUABLE CONSIDERATION, Annie’s, Inc. (the “Company”) hereby grants, pursuant to the provisions of the Company’s Omnibus Incentive Plan (the “Plan”), to the Participant designated in this Notice of Grant of IPO Stock Option Award (the |
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| March 9, 2012 |
Warehousing of Goods Agreement Exhibit 10.27 Confidential information redacted and filed separately with the Commission. Omitted portions indicated by [***] Agreement dated as of January 2, 2009 by and between Annie’s, Inc. (“CUSTOMER”) and Distribution 2000, Inc. (“D2000” and together with CUSTOMER, the “PARTIES”). WAREHOUSING OF GOODS TERM. The term of this Agreement shall commence April 1, 2009 |
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| March 9, 2012 |
EX-10.33 19 d261388dex1033.htm DISTRIBUTION AREEMENT Exhibit 10.33 Confidential information redacted and filed separately with the Commission. Omitted portions indicated by [***] ClearVue Supplier Agreement This Agreement, dated as of January 1, 2012 (the “Effective Date”), is by and between United Natural Foods, Inc., a Delaware corporation, having an office at 313 Iron Horse Way, Providence, RI |
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| March 9, 2012 |
TriNet Employer Group SUBSCRIBER SERVICE AGREEMENT Subscriber Service Agreement Exhibit 10.24 TriNet Employer Group SUBSCRIBER SERVICE AGREEMENT This AGREEMENT is made between the individual or firm named as SUBSCRIBER on Exhibit A (which is incorporated into this agreement) and TriNet Employer Group, Inc. (TRINET) a California corporation. I. TERM OF THIS AGREEMENT. The term of this AGREEMENT shall be from the COMMENCEMENT DATE as shown on Exhibi |
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| March 9, 2012 |
ANNIE’S, INC. Power of Attorney of Director Power of Attorney (Julie D. Klapstein) Exhibit 24.2 ANNIE’S, INC. Power of Attorney of Director KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Annie’s, Inc., a Delaware corporation, whose signature appears below constitutes and appoints John M. Foraker and Kelly J. Kennedy, and each of them, as her true and lawful attorneys-in-fact and agents, with full power of substitution and |
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| February 24, 2012 |
Termination Agreement Exhibit 10.23 TERMINATION AGREEMENT THIS TERMINATION AGREEMENT (this “Agreement”) is entered into as of February 2, 2012, by and among Annie’s, Inc., a Delaware corporation (the “Company”), and Solera Capital, LLC, a Delaware limited liability company (“Solera” and, together with the Company, the “Parties”). WHEREAS, the Parties entered into a letter agreement, dated as of Ma |
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| February 24, 2012 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION ANNIE’S, INC. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ANNIE’S, INC. The undersigned, for the purposes of amending and restating the Certificate of Incorporation of Annie’s, Inc., a Delaware corporation (the “Corporation”), does hereby certify that: I. On April 28, 2004, the Corporation (under the name “Natural Acquisition Corp.”) filed its original Certificate of Incorporation with the |
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| February 24, 2012 |
Letter to the SEC February 24, 2012 Stephen L. Palmer D 617.951.9211 F 617.951.9019 [email protected] Via EDGAR and Courier United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Mail Stop 6010 Washington, D.C. 20549 Attention: Anne Nguyen Parker, Branch Chief Re: Annie’s, Inc. Amendment No. 3 to Registration Statement on Form S-1 Filed Februar |
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| February 24, 2012 |
Indemnification Agreement Exhibit 10.1 INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”) is made as of , 20 by and between Annie’s, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement. Certain capitalized ter |
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| February 24, 2012 |
ANNIE’S, INC. OMNIBUS INCENTIVE PLAN ARTICLE I PURPOSE AND ADOPTION OF THE PLAN Omnibus Incentive Plan Exhibit 10.29 ANNIE’S, INC. OMNIBUS INCENTIVE PLAN ARTICLE I PURPOSE AND ADOPTION OF THE PLAN 1.01. Purpose. The purpose of the Annie’s, Inc. Omnibus Incentive Plan (as amended from time to time, the “Plan”) is to assist in attracting and retaining highly competent employees, directors and Consultants, to act as an incentive in motivating selected employees, directors and Co |
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| February 24, 2012 |
Distribution Agreement Exhibit 10.21 Confidential information redacted and filed separately with the Commission. Omitted portions indicated by [***] ClearVue Supplier Agreement This Agreement, dated as of January 1, 2012 (the “Effective Date”), is by and between United Natural Foods, Inc., a Delaware corporation, having an office at 313 iron Horse Way, Providence, RI 02908 (collectively, with its |
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| February 24, 2012 |
Form of Amended and Restated Bylaws Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF ANNIE’S, INC. (a Delaware Corporation) Effective: March , 2012 AMENDED AND RESTATED BYLAWS OF ANNIE’S, INC. (a Delaware Corporation) ARTICLE I STOCKHOLDERS Section 1.01 Annual Meetings. An annual meeting of the stockholders of Annie’s, Inc. (the “Corporation”) for the election of directors and for the transaction of suc |
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| February 24, 2012 |
EXECUTIVE EMPLOYMENT AGREEMENT Executive Employment Agreement with John Foraker Exhibit 10.28 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the “Agreement”) is entered into effective as of February 22, 2012 (the “Effective Date”) by and between Annie’s, Inc., a Delaware Corporation (the “Company”), and John Foraker (the “Executive”) with reference to the following: RECITALS WHEREAS, Executive has been serv |
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| February 24, 2012 |
Table of Contents As filed with the Securities and Exchange Commission on February 24, 2012 Registration No. |
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| February 2, 2012 |
Table of Contents As filed with the Securities and Exchange Commission on February 2, 2012 Registration No. |
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| February 2, 2012 |
Letter to the SEC February 2, 2012 Stephen L. Palmer D 617.951.9211 F 617.951.9019 [email protected] Via EDGAR and Courier United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Mail Stop 6010 Washington, D.C. 20549 Attention: Anne Nguyen Parker, Branch Chief Re: Annie’s Inc. Amendment No. 2 to Registration Statement on Form S-1 Filed February |
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| February 2, 2012 |
- WAREHOUSING OF GOODS AGREEMENT Warehousing of Goods Agreement Exhibit 10.27 Confidential information redacted and filed separately with the Commission. Omitted portions indicated by [***] Agreement dated as of January 2, 2009 by and between Annie’s, Inc. (“CUSTOMER”) and Distribution 2000, Inc. ("D2000" and together with CUSTOMER, the “PARTIES”). WAREHOUSING OF GOODS TERM. The term of this Agreement shall commence April 1, 2009 |
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| January 18, 2012 |
Exhibit 10.13 Confidential information redacted and filed separately with the Commission. Omitted portions indicated by [***] Agreement dated as of Sept. 30, 2011 by and between Annie’s, Inc. (“ANNIE’S”) and Distribution 2000, Inc. (“D2000” and together with ANNIE’S, the “PARTIES”). This Agreement will supersede the Agreement between the PARTIES dated as of January 2, 2009, as amended, as of the E |
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| January 18, 2012 |
Contract Manufacturing and Packaging Agreement with Leone Industries Exhibit 10.18 Confidential information redacted and filed separately with the Commission. Omitted portions indicated by [***] LEONE INDUSTRIES 443 South East Avenue Bridgeton, NJ 08302-0310 856-458-2000 • fax 458-3491 January 12, 2007 Mr. John Foraker Chief Executive Officer Homegrown Naturals, Inc. Vice President Production 564 |
