Cal-Maine Foods, Inc. announces the pricing of an underwritten public offering of 6,000,000 shares of its common stock by Jean Reed Adams, the wife of the Company’s late founder, Fred R. Adams, Jr. (“Mr. Adams”), and a trust of which the four daughters of Mr. Adams, Luanne Adams, Nancy Adams Briggs, Laurel Adams Krodel, and Dinnette Adams Baker, are beneficiaries (collectively, the “Selling Stockholders”), at a public offering price of $39.00 per share. In addition, the Selling Stockholders have granted the underwriters a 30-day option to purchase up to an additional 900,000 shares of the common stock, at the public offering price, less the underwriting discount. Subject to the satisfaction of customary conditions, the offering is expected to close on August 24, 2020.

The Company is not selling any shares of common stock in the offering, and the Company will not receive any proceeds from the offering by the Selling Stockholders.

BofA Securities is acting as lead book-running manager and representative of the underwriters for the offering. Stephens Inc. is also acting as a book-running manager for the offering.

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A registration statement (including prospectus) relating to these securities was filed with and declared effective by the Securities and Exchange Commission (the “SEC”). Information about the offering is available in the prospectus supplement to be filed by the Company with the SEC. When available, copies of the prospectus supplement and the accompanying prospectus relating to the offering may be obtained by contacting BofA Securities, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte, NC 28255-0001, Attn: Prospectus Department, Email: dg.prospectus_requests@bofa.com.

The offering of these securities is being made solely by means of a prospectus supplement and the accompanying prospectus. This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of any securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.