SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
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 [_]
Check the appropriate box:
[_] Preliminary Proxy Statement [_] Confidential, For Use of the
[_] Definitive Proxy Statement Commission Only (as permitted
[_] Definitive Additional Materials by Rule 14a-6(e)(2))
[X] Soliciting Material Under Rule 14a-12
General Mills, Inc.
---------------------------------------------------------------
(Name of Registrant as Specified in Its Charter)
---------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
1) Title of each class of securities to which transaction applies:
------------------------------------------------------
2) Aggregate number of securities to which transaction applies:
------------------------------------------------------
3) Per unit price or other underlying value of transaction computed pursuant
to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is
calculated and state how it was determined):
------------------------------------------------------
4) Proposed maximum aggregate value of transaction:
------------------------------------------------------
5) Total fee paid:
------------------------------------------------------
[_] Fee paid previously with preliminary materials:
-----------------------------------------------------------------------
[_] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
number, or the form or schedule and the date of its filing.
1) Amount previously paid:
2) Form, Schedule or Registration Statement No.:
3) Filing Party:
4) Date Filed:
<PAGE>
On August 31, 2000, General Mills, Inc. issued the following press release:
FOR IMMEDIATE RELEASE
AUGUST 31, 2000
Contacts:
--------
(Analysts) Kris Wenker (763-764-2607)
(Media) Austin Sullivan (763-764-7264)
FTC ISSUES REQUEST FOR ADDITIONAL INFORMATION IN
GENERAL MILLS / PILLSBURY MERGER
MINNEAPOLIS, MINN.---General Mills, Inc. (NYSE: GIS) and Diageo plc
(NYSE: DEO; LSE: DGE) announced today that the Federal Trade Commission has
issued a request for additional information in connection with its antitrust
review of General Mills' proposed acquisition of the Pillsbury businesses
from Diageo.
Such a request is not uncommon in a transaction of this size and was
anticipated. As previously announced, the parties expect to close the
transaction prior to calendar 2000 year end.
###
This press release contains forward-looking statements based on management's
current expectations and assumptions. Such statements are subject to certain
risks and uncertainties that could cause actual events to differ. In particular,
our predictions about the timing of the Pillsbury acquisition could be affected
by regulatory and stockholder approvals. The companies undertake no obligation
to publicly revise any forward-looking statements to reflect future events or
circumstances.
--------------------------------------------------------------------------------
General Mills filed a preliminary proxy statement on Schedule 14A with the
United States Securities and Exchange Commission (the "SEC") on August 22, 2000
in connection with two proposals relating to General Mills' proposed acquisition
of Pillsbury to be submitted to General Mills stockholders for approval.
STOCKHOLDERS OF GENERAL MILLS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT
WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION.
Investors and stockholders may obtain a free copy of the definitive proxy
statement when it becomes available at the SEC's website at www.sec.gov. General
Mills and its directors and executive officers may be deemed to be participants
in the solicitation of proxies to approve the proposals relating to the proposed
transactions. The preliminary proxy statement on Schedule 14A filed with the SEC
contains information on General Mills directors' and executive officers'
ownership of General Mills common stock.
--------------------------------------------------------------------------------
