Core Viewpoint - Mars, Incorporated has received the necessary consents from eligible holders of Kellanova's existing senior notes to implement proposed amendments related to its acquisition of Kellanova, which will not take effect until the acquisition is completed [1][2][6]. Group 1: Consent Solicitations and Amendments - The consent solicitations were conducted in connection with Mars' pending acquisition of Kellanova and were not contingent upon the completion of the acquisition [2][5]. - The proposed amendments will modify certain covenants and events of default in the existing Kellanova indentures to align with Mars' senior notes [4][5]. - The consent payments will be made to eligible holders who validly delivered their consent prior to the expiration date, contingent upon the acquisition's closing [4][7]. Group 2: Financial Details - The consent payments for each $1,000 principal amount of existing Kellanova notes will be $1.00 in cash, with specific amounts outlined for various series of notes [3][4]. - The total principal amounts of the existing Kellanova notes involved in the consent solicitations include $625.18 million for the Kellanova 2031 Notes, $750 million for the Kellanova 2026 Notes, and additional amounts for other series [3][4]. Group 3: Execution and Conditions - Upon receiving the requisite consents, Mars and Kellanova will execute supplemental indentures to implement the proposed amendments, effective upon execution but not operative until the acquisition is consummated [6][7]. - The issuance of the Mars Guarantee and the payment of consent payments are contingent upon the successful closing of the acquisition [2][7].

Annual recognition honors organizations committed to business integrity through robust ethics, compliance, and governance programsCHICAGO, March 11, 2025 /PRNewswire/ -- Kellanova has received the 2025 World's Most Ethical Companies® recognition by Ethisphere, a global leader in defining and advancing the standards of ethical business practices.Previously, Kellogg Company was recognized 16 times prior to the spin-off in 2023. Kellanova is one of 136 companies recognized on this year's list, spanning across ...

Core Insights - The Cheez-It® brand is launching a unique promotional event called The Cheez-It® Escape, offering Canadians a free two-night stay to indulge in their love for Cheez-It® crackers [1][5][7] - This initiative aims to celebrate the brand's passionate fanbase and cater to the growing demand for spontaneous travel experiences among Canadians [2][5] Group 1: Event Details - The Cheez-It® Escape will take place at the Drake Motor Inn in Prince Edward County, a popular travel destination known for its scenic beauty [3][9] - The event will run from March 14th to March 22nd, 2025, with bookings available on a first-come, first-served basis [6][7] - Guests will enjoy themed décor, local experiences, and an ample supply of Cheez-It® crackers during their stay [9] Group 2: Company Background - Kellanova, the parent company of the Cheez-It® brand, reported net sales of $13 billion for 2023 and aims to become a leading snacks-led powerhouse [11] - The company has a legacy of over 100 years and operates various well-known brands in the snacking and food industry [11] - Kellanova is committed to promoting sustainable food access and aims to create better days for 4 billion people by 2030 [12]

Core Viewpoint - Mars, Incorporated announced a private offering of $26.0 billion in senior notes to fund the acquisition of Kellanova and related expenses [1][2]. Group 1: Offering Details - The offering consists of various senior notes with different maturities and interest rates, including $2.0 billion of 4.450% notes due 2027, $3.25 billion of 4.600% notes due 2028, and others maturing between 2030 and 2065 [1]. - Interest payments for the notes will be made semi-annually, with the first payments starting in September 2025 for the earlier notes and November 2025 for the later notes [1]. - The offering is expected to close around March 12, 2025, subject to customary closing conditions [1]. Group 2: Use of Proceeds - The net proceeds from the offering will be used to fund the acquisition of Kellanova and cover related fees and expenses [2]. - The acquisition is subject to customary closing conditions, including regulatory approvals, and the closing of the offering is not contingent upon the acquisition [2]. - If the acquisition is not completed by August 20, 2026, or if the merger agreement is terminated, the notes will be subject to a special mandatory redemption at 101% of the principal amount plus accrued interest [2]. Group 3: Guarantees and Regulatory Compliance - The notes will not be guaranteed by any of the company's subsidiaries at the time of issuance, but Kellanova is expected to guarantee them on a senior unsecured basis upon consummation of the acquisition [3]. - The notes are being offered in a private transaction to qualified institutional buyers and non-U.S. persons, relying on exemptions from registration requirements under the Securities Act [4].

Core Viewpoint - Mars, Incorporated is soliciting consents from holders of Kellanova's outstanding senior notes for proposed amendments to existing indentures, which are contingent upon the consummation of the acquisition of Kellanova [1][3]. Group 1: Consent Solicitations and Proposed Amendments - The Consent Solicitations are related to three existing indentures of Kellanova, dated March 15, 2001, May 21, 2009, and May 6, 2024 [1][6]. - Proposed Amendments aim to modify certain covenants and events of default in the existing indentures to align with Mars' senior notes [6][10]. - The consent payment for each $1,000 principal amount of existing Kellanova notes will be $1.00 in cash, payable upon the consummation of the acquisition [4][5]. Group 2: Conditions and Execution - The issuance of the Mars Guarantee and consent payments will occur promptly after the acquisition's closing, subject to the satisfaction of conditions outlined in the offering memorandum [2][3]. - The consent from holders of a majority of the outstanding aggregate principal amount of specific Kellanova notes is required for the proposed amendments to take effect [7][8]. - Consents can be revoked prior to the expiration date or the receipt of requisite consents, but not thereafter except under limited circumstances [12][13]. Group 3: Independent Nature of Solicitations - Each consent solicitation is independent and not conditioned upon the completion of other solicitations, although the payment and effectiveness of amendments depend on the acquisition's consummation [10][11]. - Mars reserves the right to amend the terms of any consent solicitation without affecting others [10][11].

Core Viewpoint - Mars, Incorporated has initiated a private offering of senior notes to finance the acquisition of Kellanova, which is subject to customary closing conditions including regulatory approvals [1]. Group 1: Offering Details - The net proceeds from the offering will be used to fund the acquisition and cover related fees and expenses [1]. - The issuance of the notes may occur before the acquisition closes, and the closing of the offering is not contingent upon the acquisition being completed [1]. - If the acquisition is not completed by August 20, 2026, or if the merger agreement is terminated earlier, the notes will be subject to a special mandatory redemption at 101% of the principal amount plus accrued interest [1][2]. Group 2: Guarantee and Registration - The notes will not be guaranteed by any of Mars' subsidiaries at the issue date, but Kellanova is expected to guarantee them on a senior unsecured basis upon consummation of the acquisition [2]. - The notes are being offered in a private transaction to qualified institutional buyers and non-U.S. persons, relying on exemptions from the registration requirements of the Securities Act [3]. Group 3: Legal and Forward-Looking Statements - The press release does not constitute an offer to sell or solicit offers to buy the notes in jurisdictions where such actions would be unlawful [4]. - The communication includes forward-looking statements regarding the company's future growth and performance, which are based on management's expectations and assumptions that may prove to be inaccurate [5].

(All dollar amounts are expressed in Canadian dollars, unless otherwise noted.) TORONTO, Feb. 28, 2025 (GLOBE NEWSWIRE) -- Kinross Gold Corporation (“Kinross” or the “Company”) (TSX: K, NYSE: KGC) announced today that it has entered into an agreement to acquire 15,410,000 common shares (the “Shares”) of Relevant Gold Corp. (“Relevant Gold”) in a non-brokered private placement at a price of $0.30 per Share for total consideration of $4,623,000. Accordingly, as of today, taking into account the Shares already ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 For the Fiscal Year Ended December 28, 2024 ☐ 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 1-4171 Kellanova (Exact name of registrant as specified in its charter) (State or other jurisdiction of Incorporation or organization) FORM 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Delaware 38-0710 ...

Core Viewpoint - Mars Incorporated is set to acquire Kellanova for $83.50 per share, raising questions about the potential outcomes if the acquisition does not proceed [1] Group 1: Acquisition Details - Mars Incorporated is acquiring Kellanova at a price of $83.50 per share [1] Group 2: Investment Perspective - The article emphasizes the importance of identifying undervalued companies with significant upside potential for long-term investment [1] - The author identifies as a value dividend investor focused on long-term growth through dividends [1]

AUVERS-SUR-OISE, FRANCE - 2025/01/11: Lt Gen. Keith Kellogg, former National Security Advisor to U.S. Vice President Mike Pence speaks at the conference and says the regime in Iran is weaker and more vulnerable than it has been in decades. It should not be feared but challenged. At the Trans-Atlantic conference in Auvers-sur-Oise, north of Paris, titled New Policy Toward the Iranian Regime: Standing with the Organized Resistance, former world leaders and military officials from Europe and the U.S. gathered ...