8-A12B

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-A

 

 

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR 12(g) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

 

Mondelēz International, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Virginia   52-2284372

(State or other jurisdiction

of incorporation)

 

(IRS Employer

Identification No.)

Three Parkway North, Deerfield, Illinois   60015
(Address of Principal Executive Offices)   (Zip Code)

Securities to be registered pursuant to Section 12(b) of the Act:

 

Title of each class

to be so registered

 

Name of each exchange on which

each class is to be registered

1.000% Notes due 2022   New York Stock Exchange
1.625% Notes due 2027   New York Stock Exchange
2.375% Notes due 2035   New York Stock Exchange
3.875% Notes due 2045   New York Stock Exchange

 

 

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box.  x

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box.  ¨

Securities Act registration statement file number to which this form relates: 333-194330

Securities to be registered pursuant to Section 12(g) of the Act: None

 

(Title of Class)

 

 

 


INFORMATION REQUIRED IN REGISTRATION STATEMENT

Mondelēz International, Inc. (the “Registrant”) has filed with the Securities and Exchange Commission (the “SEC”) two prospectus supplements, each dated February 25, 2015 (the “Prospectus Supplements”) to a prospectus dated March 5, 2014 (the “Prospectus”), relating to securities to be registered hereunder included in the Registrant’s automatic shelf Registration Statement on Form S-3 (File No. 333-194330), which became automatically effective on March 5, 2014.

 

Item 1. Description of Registrant’s Securities to be Registered.

The Registrant on this registration statement registers hereunder its issuance of €500,000,000 principal amount of 1.000% Notes due 2022 (the “2022 Notes”), €750,000,000 principal amount of 1.625% Notes due 2027 (the “2027 Notes”), €750,000,000 principal amount of 2.375% Notes due 2035 (the “2035 Notes”) and £450,000,000 of 3.875% Notes due 2045 (the “2045 Notes” and, together with the 2022 Notes, the 2027 Notes and the 2035 Notes, the “Notes”). For a description of the Notes to be registered hereunder, reference is made to the information under the heading “Description of Debt Securities” of the Prospectus dated March 5, 2014 (Registration No. 333-194330), as supplemented by the information under the heading “Description of Notes” in the Registrant’s related Prospectus Supplements, each dated February 25, 2015, filed by the Registrant with the SEC on February 27, 2015 (Registration No. 333-194330). Such information is incorporated herein by reference and made a part of this registration statement in its entirety. Copies of such descriptions will be filed with the New York Stock Exchange, Inc.

 

Item 2. Exhibits.

 

Exhibit
Number

 

Description

4.1   Indenture (incorporated by reference to Exhibit 4.1 to the Registration Statement on Form S-3 (Reg. No. 333-194330) filed with the SEC on March 5, 2014)
4.2   Officers’ Certificate of the Registrant under Section 301 of the Indenture (incorporated by reference to Exhibit 4.2 to the Registrant’s Form 8-K filed with the SEC on March 6, 2015).
4.3   Specimen of 2022 Notes (incorporated by reference to Exhibit 4.3 to the Registrant’s Form 8-K filed with the SEC on March 6, 2015).
4.4   Specimen of 2027 Notes (incorporated by reference to Exhibit 4.4 to the Registrant’s Form 8-K filed with the SEC on March 6, 2015).
4.5   Specimen of 2035 Notes (incorporated by reference to Exhibit 4.5 to the Registrant’s Form 8-K filed with the SEC on March 6, 2015).
4.6   Specimen of 2045 Notes (incorporated by reference to Exhibit 4.6 to the Registrant’s Form 8-K filed with the SEC on March 6, 2015).
99.1   Prospectus dated March 5, 2014, and Prospectus Supplements, each dated February 25, 2015, relating to the Notes (incorporated by reference to the prospectus and prospectus supplement filed by the Registrant on February 27, 2015 (Registration No. 333-194330)).


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

MONDELĒZ INTERNATIONAL, INC.
By:

/s/ Carol J. Ward

Name: Carol J. Ward
Title: Vice President and Corporate Secretary

Date: March 11, 2015


Exhibit Index

 

Exhibit
Number

 

Description

4.1   Indenture (incorporated by reference to Exhibit 4.1 to the Registration Statement on Form S-3 (Reg. No. 333-194330) filed with the SEC on March 5, 2014)
4.2   Officers’ Certificate of the Registrant under Section 301 of the Indenture (incorporated by reference to Exhibit 4.2 to the Registrant’s Form 8-K filed with the SEC on March 6, 2015).
4.3   Specimen of 2022 Notes (incorporated by reference to Exhibit 4.3 to the Registrant’s Form 8-K filed with the SEC on March 6, 2015).
4.4   Specimen of 2027 Notes (incorporated by reference to Exhibit 4.4 to the Registrant’s Form 8-K filed with the SEC on March 6, 2015).
4.5   Specimen of 2035 Notes (incorporated by reference to Exhibit 4.5 to the Registrant’s Form 8-K filed with the SEC on March 6, 2015).
4.6   Specimen of 2045 Notes (incorporated by reference to Exhibit 4.6 to the Registrant’s Form 8-K filed with the SEC on March 6, 2015).
99.1   Prospectus dated March 5, 2014, and Prospectus Supplements, each dated February 25, 2015, relating to the Notes (incorporated by reference to the prospectus and prospectus supplement filed by the Registrant on February 27, 2015 (Registration No. 333-194330)).