M
ME NEWS
18 Apr 2025, 09:52
Cal-Maine Foods Announces Completion of Secondary Offering and $50 Million Share Repurchase
RIDGELAND, Miss. – Cal-Maine Foods, Inc. (NASDAQ: CALM) has announced the successful completion of a secondary offering and an associated share repurchase agreement, according to a recent SEC filing.
Secondary Offering Details
On April 17, 2025, 2,978,740 shares of Cal-Maine’s common stock were sold at a public offering price of $92.75 per share. The offering was conducted by Goldman Sachs & Co. LLC and involved shares held by five individuals affiliated with the founding family of the company, including the daughters of late founder Fred R. Adams, Jr. and Adolphus B. Baker, the current Board Chair.
Cal-Maine did not issue any new shares nor did it receive any proceeds from this offering.
Company Share Repurchase
In a parallel transaction, Cal-Maine repurchased 551,876 shares from the same selling shareholders at the same price as the underwriter’s purchase—totaling approximately $50 million. The repurchase was executed under the Company’s $500 million share repurchase program initiated in February 2025. Following this transaction, $450 million remains authorized under the program.
The repurchase was approved by a special committee of Cal-Maine’s Board composed entirely of independent and disinterested directors.
Legal and Regulatory Filings
The offering was made under Cal-Maine’s automatic shelf registration statement (File No. 333-286548). The company also filed the underwriting and stock repurchase agreements as well as a legal opinion from Sidley Austin LLP as exhibits to the Form 8-K.
Strategic Context
These transactions reflect continued strategic capital management by Cal-Maine Foods, enabling long-term shareholders to exit while the company simultaneously returns capital to investors. The repurchase was structured to be non-dilutive and fully aligned with shareholder interests.
RIDGELAND, Miss. – Cal-Maine Foods, Inc. (NASDAQ: CALM) has announced the successful completion of a secondary offering and an associated share repurchase agreement, according to a recent SEC filing.
Secondary Offering Details
On April 17, 2025, 2,978,740 shares of Cal-Maine’s common stock were sold at a public offering price of $92.75 per share. The offering was conducted by Goldman Sachs & Co. LLC and involved shares held by five individuals affiliated with the founding family of the company, including the daughters of late founder Fred R. Adams, Jr. and Adolphus B. Baker, the current Board Chair.
Cal-Maine did not issue any new shares nor did it receive any proceeds from this offering.
Company Share Repurchase
In a parallel transaction, Cal-Maine repurchased 551,876 shares from the same selling shareholders at the same price as the underwriter’s purchase—totaling approximately $50 million. The repurchase was executed under the Company’s $500 million share repurchase program initiated in February 2025. Following this transaction, $450 million remains authorized under the program.
The repurchase was approved by a special committee of Cal-Maine’s Board composed entirely of independent and disinterested directors.
Legal and Regulatory Filings
The offering was made under Cal-Maine’s automatic shelf registration statement (File No. 333-286548). The company also filed the underwriting and stock repurchase agreements as well as a legal opinion from Sidley Austin LLP as exhibits to the Form 8-K.
Strategic Context
These transactions reflect continued strategic capital management by Cal-Maine Foods, enabling long-term shareholders to exit while the company simultaneously returns capital to investors. The repurchase was structured to be non-dilutive and fully aligned with shareholder interests.