J.M. Smucker Co. shareholders will be asked to authorize doubling the amount of outstanding shares to 300 million at the Orrville company’s annual stockholder meeting next month.
The shareholders meeting is set for 11 a.m. Aug. 14 in Fisher Auditorium at the Ohio Agricultural Research and Development Center in Wooster.
The $5.9 billion coffee, jam, peanut butter and other foodstuff maker released its proxy statement on Tuesday.
The company said doubling the number of outstanding shares from 150 million to 300 million could be used to: provide equity-based compensation; raise capital; fund the acquisition of or investments in other businesses; and for other purposes.
Issuing additional shares could make it harder for another company or individual to take control of Smucker, the company said in the proxy. Issuance of additional shares could lower the price of stock held now by current shareholders and also could “dilute” the voting power current shareholders have, the company said.
The company said that as of the filing date of the proxy it had no definitive plans or agreements on how it would use the additional shares.
Shareholders also will be asked to:
• Elect four directors to terms that expire in 2016.
• Name Ernst & Young LLP as the company’s independent public accounting firm for another year. Ernst & Young has been Smucker’s independent auditor since fiscal year 1955.
• Approve executive compensation in a nonbinding “Say-on-Pay” plan.
• Consider an amendment requiring the annual election of all directors.
Shareholders of record at the close of business as of June 17 are entitled to vote at the annual meeting. Smucker stock closed Tuesday at $103.15, down 93 cents, or 0.9 percent. For 2013, the shares are up 20 percent. Compared with July 2 of a year ago, shares are up 35 percent.
Jim Mackinnon can be reached at 330-996-3544 or jmackinnon@thebeaconjournal.com.