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UNITED STATES DISTRICT COURT DISTRICT OF MINNESOTA

Elizabeth McLeod, Heidi O’Sullivan, Sherri Slocum, Ivette Harper, Robert West, Kevin Stemwell, Stephen Miller, Peggy Maxe, Karalyn Littlefield, Colleen Friedrichs, Arlene Hornilla, Marilyn Epp, Dwight Sevaldson, and Ann Carlson, for and in behalf of themselves and other persons similarly situated, Plaintiffs, v. General Mills, Inc., Defendant.

Case No. _____________

COMPLAINT

Jury Trial Demanded

Plaintiffs Elizabeth McLeod, Heidi O’Sullivan, Sherri Slocum, Ivette Harper,

Robert West, Kevin Stemwell, Stephen Miller, Peggy Maxe, Karalyn Littlefield, Colleen

Friedrichs, Arlene Hornilla, Marilyn Epp, Dwight Sevaldson, and Ann Carlson

(collectively, “Plaintiffs”), for themselves and on behalf of other persons similarly

situated, as and for their Complaint against Defendant General Mills, Inc. (“General

Mills”), through their undersigned counsel, state and allege as follows:

OVERVIEW

1. This pattern or practice age discrimination action case presents the issue of

whether employees can knowingly and voluntarily waive federal Age Discrimination in

Employment Act (ADEA) claims and their rights to a jury trial and to proceed

CASE 0:15-cv-00494-JRT-HB Document 1 Filed 02/11/15 of 43

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collectively with other similarly situated persons if their former employer secured a

purported waiver of those claims and rights without complying with the minimum

requirements of the Older Workers Benefit Protection Act (OWBPA).

2. In June 2012, General Mills announced a mass layoff of about 850

employees. The layoffs resulted from a companywide initiative called “Project Refuel.”

3. Approximately half of those persons who lost their jobs as a result of

General Mills’ Project Refuel were based in the Twin Cities. Concurrently with the

terminations, General Mills was hiring and promoting younger employees to replace the

Plaintiffs and other employees similarly situated whom General Mills terminated as part

of Project Refuel.

4. The Project Refuel terminations, as discussed more fully below, adversely

affected employees age 40 or over at much higher rates than younger employees. In this

action, fourteen persons who were employed with General Mills in the Twin Cities as of

June 1, 2012, and who were involuntarily terminated from employment later that year as

part of the Project Refuel program, assert claims for intentional and disparate impact age

discrimination against General Mills under the Age Discrimination in Employment Act

of 1967 (“ADEA”), 29 U.S.C. § 621, et seq., both in behalf of themselves as well in

behalf of other employees similarly situated.

5. General Mills informed employees terminated as part of Project Refuel

that, to receive any severance pay, they were required to sign and return a “Release

Agreement” form, drafted by General Mills, which was the same or essentially the same

for all terminated employees.


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6. In connection with its request that terminated employees execute its

Release Agreement form, General Mills provided Project Refuel terminated employees

who were age 40 or over with certain information about the job titles and ages of some

employees terminated and retained as part of that program. General Mills did not,

however, provide individual employees with disclosures that provided information about

the full scope of the Project Refuel termination program, and instead provided each with

only a portion of that information. When the partial data given to various terminated

employees is aggregated, it shows that employees age 40 and over were terminated at

exceptionally higher rates than younger employees, and that the risk of involuntary

termination as part of Project Refuel increased dramatically with increased age.

7. The General Mills-produced data about its 2012 Project Refuel employee

terminations, when combined, shows the exceptionally strong correlation between higher

age and increased risk of termination. A statistical p-value calculation performed on the

data to ascertain the likelihood that this correlation between age and rates of termination

could have occurred if age (or a factor closely-related to age) were not used in making the

termination selection decisions generates a very tiny p-value of only

0.0000000000000000000000000000000000000000000086, whereas any p-value smaller

than 0.05 is deemed to be statistically significant and any p-value smaller than 0.01 is

deemed to be highly statistically significant by professional statisticians.

8. The “Release Agreement” form that General Mills required employees to

sign as a condition of receipt of severance pay, and which was later signed by the above-

named Plaintiffs, includes one paragraph that sets forth a broad release by the employee


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of “causes of action” and “claims” against General Mills. Another paragraph on the same

page in the same agreement states that the employee agrees that “any dispute or claim

arising out of or relating to the above release of claims, including, without limitation, any

dispute about the validity or enforceability of the release or the assertion of any claim

covered by the release,” “will be resolved exclusively through a final and binding

arbitration on an individual basis and not in any form of class, collective or representative

proceeding.” This latter paragraph thus purports to waive two important rights granted to

employees under the ADEA: the right to a trial by jury on disputed issues of fact related

to their claims for age discrimination and the right to proceed collectively in one action

with others who are similarly situated.

9. Unlike other U.S. anti-discrimination statutes, the ADEA, through a 1990

amendment known as the Older Workers Benefit Protection Act (“OWBPA”), provides

in plain language that “[a]n individual may not waive any right or claim under this

chapter unless the waiver is knowing and voluntary” (emphasis added), and the ADEA

sets out mandatory minimum requirements that must be satisfied for a waiver of “any

right or claim” under the ADEA to “knowing and voluntary.” 29 U.S.C. § 626(f).

10. In this case, in addition to asserting claims for age discrimination under

federal law as referenced above, the above-named Plaintiffs, in behalf of themselves and

others similarly situated, seek declaratory relief from the Court. In particular, Plaintiffs

seek a declaration that, in connection with its Project Refuel Termination Program,

General Mills failed to satisfy the mandatory minimum statutory requirements for an

employer to obtain from a discharged employee a “knowing and voluntary” waiver of


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“any right or claim” under the ADEA and that, as a result, the “Release Agreement”

signed by all of the above-named Plaintiffs and by other similarly situated persons was

and is not “knowing and voluntary” under the ADEA and thus was and is ineffective as a

matter of law to waive “any right or claim” of any such individual under the ADEA,

including the rights to a jury trial and to proceed collectively in pursuing relief under the

ADEA.

11. If there is any dispute of fact related to whether General Mills can meet its

affirmative burden to prove that the “Release Agreement” forms signed by the Plaintiffs

and others similarly situated are “knowing and voluntary,” and thus whether they could

constitute valid waivers of any right or claim under the ADEA of the employees who

signed them, Plaintiffs demand a jury trial on such issues. The right to a jury trial on

issues of fact relating to the validity or lack thereof of what is alleged to be a binding

agreement to arbitrate is specifically provided for in the U.S. Federal Arbitration Act, 9

U.S.C. § 1, et seq. (“FAA”). The FAA states that when a “party aggrieved by the alleged

failure” of another party to arbitrate “under a written agreement for arbitration” brings a

petition to compel arbitration, and when there is a dispute about the “making of the

arbitration agreement,” if the party opposing arbitration demands a jury trial, “upon such

demand the court shall make an order referring the issue or issues to a jury in the manner

provided by the Federal Rules of Civil Procedure or may specially call a jury for that

purpose.” 9 U.S.C. § 4. The statute further provides that arbitration will not be

compelled “[i]f the jury find that no agreement in writing for arbitration was made.”


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12. While it may be the case for employees who signed it that the General Mills

“Release Agreement” form constitutes a valid waiver of rights or claims of other types,

the “Release Agreements” signed by the above-named Plaintiffs and others similarly

situated were not “knowing and voluntary” under the ADEA because General Mills did

not satisfy the minimum “knowing and voluntary” requirements set forth in 29 U.S.C.

§ 626(f) and in related regulations, and were thus ineffective as a matter of law to waive

or impair any right or claim under the ADEA of any such person who signed it.

PARTIES AND JURISDICTION

13. Plaintiff Elizabeth McLeod (“McLeod”), who resides in Elk River,

Minnesota, was previously employed by General Mills. General Mills involuntarily

terminated McLeod’s employment in 2012 as part of its Project Refuel. McLeod was

then age 59.

14. Plaintiff Heidi O’Sullivan (“O’Sullivan”), who resides in Plymouth,


terminated O’Sullivan’s employment in 2012 as part of its Project Refuel. O’Sullivan

was then age 49.

15. Plaintiff Sherri Slocum (“Slocum”), who resides in Plymouth, Minnesota,

was previously employed by General Mills. General Mills involuntarily terminated

Slocum’s employment in 2012 as part of its Project Refuel. Slocum was then age 51.

16. Plaintiff Ivette Harper (“Harper”), who resides in Fridley, Minnesota, was

previously employed by General Mills. General Mills involuntarily terminated Harper’s

employment in 2012 as part of its Project Refuel. Harper was then age 44.


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17. Plaintiff Robert West (“West”), who resides in Ramsey, Minnesota, was

previously employed by General Mills. General Mills involuntarily terminated West’s

employment in 2012 as part of its Project Refuel. West was then age 53.

18. Plaintiff Kevin Stemwell (“Stemwell”), who resides in Plymouth,


terminated Stemwell’s employment in 2012 as part of its Project Refuel. Stemwell was

then age 54.

19. Plaintiff Stephen Miller (“Miller”), who resides in Burnsville, Minnesota,


Miller’s employment in 2012 as part of its Project Refuel. Miller was then age 61.

20. Plaintiff Peggy Maxe (“Maxe”), who resides in Mound, Minnesota, was

previously employed by General Mills. General Mills involuntarily terminated Maxe’s

employment in 2012 as part of its Project Refuel. Maxe was then age 42.

21. Plaintiff Karalyn Littlefield (“Littlefield”), who resides in Turtle Lake,

Wisconsin, was previously employed by General Mills. General Mills involuntarily

terminated Littlefield’s employment in 2012 as part of its Project Refuel. Littlefield was

then age 44.

22. Plaintiff Colleen Friedrichs (“Friedrichs”), who resides in St. Louis Park,


terminated Friedrichs’ employment in 2012 as part of its Project Refuel. Friedrichs was

then age 62.


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23. Plaintiff Arlene Hornilla “(“Hornilla”), who resides in St. Paul, Minnesota,


Hornilla’s employment in 2012 as part of its Project Refuel. Hornilla was then age 46.

24. Plaintiff Marilyn Epp (“Epp”), who resides in Andover, Minnesota, was

previously employed by General Mills. General Mills involuntarily terminated Epps’

employment in 2012 as part of its Project Refuel. Epp was then age 64.

25. Plaintiff Dwight Sevaldson (“Sevaldson”), who resides in Prior Lake,


terminated Sevaldson’s employment in 2012 as part of its Project Refuel. Sevaldson was

then age 55.

26. Plaintiff Ann Carlson (“Carlson”), who resides in Lino Lakes, Minnesota,


Carlson’s employment in 2012 as part of its Project Refuel. Carlson was then age 53.

27. Defendant General Mills, Inc., is a Minnesota corporation with its

headquarters located at 1 General Mills Boulevard, Golden Valley, Minnesota 55426.

28. General Mills is an “employer” within the meaning of that term as defined

in the ADEA.

29. The above-named Plaintiffs are similarly situated to one another in that

each was employed by General Mills in 2012 in the Twin Cities area in a full-time job

and was then age 40 or over, each was performing his/her job satisfactorily and was not

then subject to termination for any performance-related reason, and General Mills

involuntarily terminated each from employment in 2012 as part of a pattern or practice of


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age discrimination carried out under its corporate-wide initiative Project Refuel. The

Plaintiffs are also similarly situated to one another because General Mills asked each one

to sign the same “Release Agreement” form. The above-named Plaintiffs bring this

action under the ADEA, 29 U.S.C. § 621, et seq., for and in behalf of themselves and

other persons similarly situated who may later opt in to the action.

30. Because this action arises under the ADEA, 29 U.S.C. § 621, et seq.,

jurisdiction is proper under 28 U.S.C. § 1331.

FACTS

ADEA: Rights and Claims

31. The ADEA mandates that it is unlawful for an employer “to fail or refuse to

hire or to discharge any individual or otherwise discriminate against any individual with

respect to his compensation, terms, conditions, or privileges of employment, because of

such individual’s age,” and also unlawful “to limit, segregate, or classify his employees

in any way which would deprive or tend to deprive any individual of employment

opportunities or otherwise adversely affect his status as an employee, because of such

individual’s age.” 29 U.S.C. § 623(a).

32. In the ADEA, Congress provided that “[a]ny person aggrieved” by a

violation of the statute “may bring a civil action in a court of competent jurisdiction for

such legal or equitable relief as will effectuate the purposes of this chapter,” 29 U.S.C.

§ 626(c)(1), and further directed that “a person shall be entitled to a trial by jury of any

issue of fact in any such action for recovery of amounts owing as a result of a violation of


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this chapter, regardless of whether equitable relief is sought by any party in such action.”

29 U.S.C. § 626(c)(2).

33. Congress also mandated that the ADEA is to be “enforced in accordance

with the powers, remedies, and procedures provided in,” among others, Section 16(b) of

the Fair Labor Standards Act of 1938, as amended. 29 U.S.C. § 626(b). That section

directs that aggrieved persons who are “similarly situated” are entitled to proceed

together in one action. 29 U.S.C. § 216(b).

34. The U.S. Supreme Court has held that, by incorporating 29 U.S.C.

§ 216(b), the ADEA “expressly authorizes employees to bring collective action age

discrimination actions, in behalf of . . . themselves and other employees similarly

situated.” Hoffman-La Roche Inc. v. Sperling, 493 U.S. 165, 170 (1998) (quoting 29

U.S.C. § 216(b)). The Sperling Court held:

Congress has stated its policy that ADEA plaintiffs should have the opportunity to proceed collectively. A collective action allows age discrimination plaintiffs the advantage of lower individual costs to vindicate rights by the pooling of resources. The judicial system benefits by efficient resolution in one proceeding of common issues of law and fact arising from the same alleged discriminatory activity. (Id. at 173.)

35. The ADEA was amended in 1990 with the passage of the Older Workers

Benefits Protection Act (“OWBPA”), which is codified at 29 U.S.C. § 626(f). Congress

then declared that the OWBPA was adopted to ensure “that older workers are not coerced

or manipulated into waiving their rights to seek legal relief under the ADEA.” S. Rep.

No. 101-263, at 4 (1990), reprinted in part in 1990 U.S.C.C.A.N. 1509, 1510.


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36. The OWBPA provides, “An individual may not waive any right or claim

under this chapter unless the waiver is knowing and voluntary,” and directs that a “waiver

may not be considered knowing and voluntary unless at a minimum” it satisfies the

requirements set forth at subsections (A) through (H) of 29 U.S.C. § 626(f)(1). 29 U.S.C.

§ 626(f)(1) (emphasis added).

37. The OWBPA mandates that “[i]n any dispute that may arise over whether

any of the” requirements to obtain a “knowing and voluntary” waiver “have been met, the

party asserting the validity of a waiver shall have the burden of proving in a court of

competent jurisdiction that a waiver was knowing and voluntary ….” 29 U.S.C.

§ 626(f)(3).

38. The U.S. Supreme Court has stated that: “The OWBPA implements

Congress’ policy via a strict, unqualified statutory stricture on waivers, and we are bound

to take Congress at its word,” and that “[t]the OWBPA sets up its own regime for

assessing the effect of ADEA waivers, separate and apart from contract law.” Oubre v.

Entergy Operations, Inc., 522 U.S. 422, 427 (1998). In Oubre, the employee asserted a

cause of action under the ADEA, and the Supreme Court held that “her release can have

no effect on her ADEA claim unless it complies with the OWBPA.” Id.

39. An arbitration provision or jury trial waiver clause in an agreement between

an employer and an employee that applies to ADEA claims reflects a waiver of the

employee’s right to a jury trial under the ADEA, and such a clause must satisfy the

ADEA “knowing and voluntary” requirements for the jury trial waiver/arbitration clause

to be valid.


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40. Among the mandatory minimum requirements to obtain a “knowing and

voluntary” waiver of “any right or claim” under the ADEA is that “the waiver is part of

an agreement between the individual and the employer that is written in a manner

calculated to be understood by such individual, or by the average individual eligible to

participate.” 29 U.S.C. § 626(f)(1)(A).

41. Also, “if a waiver is requested in connection with an exit incentive or other

employment termination program offered to a group or class of employees,” which

occurred here with the General Mills Project Refuel terminations, to obtain a “knowing

and voluntary” waiver, the employer must inform the “the individual in writing in a

manner calculated to be understood by the average individual eligible to participate, as

to—

(i) any class, unit, or group of individuals covered by such program, any eligibility factors for such program, and any time limits applicable to such program; and

(ii) the job titles and ages of all individuals eligible or selected for the program, and the ages of all individuals in the same job classification or organizational unit who are not eligible or selected for the program.” (29 U.S.C. § 626(f)(1)(H).)

42. The purpose of these informational requirements “is to provide an

employee with enough information regarding the program to allow the employee to make

an informed choice whether or not to sign a waiver agreement.” 29 C.F.R.

§ 1625.22(f)(1)(iv).


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43. An employer’s failure to provide persons age 40 or over who are asked to

sign a waiver with an accurate OWBPA disclosure renders the purported waiver

ineffective with respect to claims and rights under the ADEA.

44. In the ADEA, Congress expressly delegated to the U.S. Equal Employment

Opportunity Commission (“EEOC”) authority to “issue such rules and regulations as it

may consider necessary or appropriate for carrying out this chapter.” 29 U.S.C. § 628.

The EEOC has since adopted regulations that further define and explain the minimum

requirements set forth in 29 U.S.C. § 626(f)(1) to obtain a “knowing and voluntary”

waiver of “any right or claim” under the ADEA. These regulations are codified at 29

C.F.R. §§ 1625.22 & 23.

45. One of these regulations states, “The waiver agreement must not have the

effect of misleading, misinforming, or failing to inform participants and affected

individuals.” 29 C.F.R. § 1625.22(b)(4). A related section confirms that these standards

apply to the information conveyed by the employer to employees affected by an “exit

incentive or other incentive termination program.” 29 C.F.R. § 1625.22(b)(5).

46. The OWBPA regulations mandate, “No ADEA waiver agreement … may

impose any condition precedent, any penalty, or any other limitation adversely affecting

any individual’s right to challenge the agreement.” 29 C.F.R. § 1625.23(b).

47. Another OWBPA regulation adopted to provides, with respect to the

content of disclosures provided to employees:

In a termination of persons in several established and/or other established subcategories within a job category or job title, the information shall be


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broken down by grade level or other subcategory. (29 C.F.R. § 12625.22(f)(4)(ii).)

48. If an employer, as part of its normal operations, classifies its employees

into established job levels yet fails to include job level information in an OWBPA

disclosure, the disclosure fails to comply with the law and, as a result, any waivers

obtained from employees who were given the defective disclosure are not “knowing and

voluntary” under the ADEA.

49. The EEOC has recognized that “the plain language” of 29 U.S.C.

§ 626(f)(3) manifests an intent to permit employees who have signed a purported waiver

of ADEA rights or claims “to sue his or her employer upon the belief that the waiver did

not comply.” 65 Fed. Reg. 77438, 77443-44 (Dec. 11, 2000).

50. A related regulation confirms that an employee who challenges whether a

waiver agreement is “knowing and voluntary” under the ADEA “is not required to tender

back the consideration given for that agreement before filing either a lawsuit or charge of

discrimination,” and that “[r]etention of consideration does not foreclose a challenge to

any waiver agreement,” nor does it “constitute the ratification of any waiver agreement

…” 29 C.F.R. § 1625.23(a).

General Mills’ Project Refuel and the 2012 Employee Terminations

51. General Mills is one of the better known businesses in the Twin Cities.

Based in Golden Valley, Minnesota, General Mills develops, produces and markets some

of the best-known food products in the U.S., including brands such Cheerios, Yoplait and

Pillsbury.


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52. In the summer of 2012, General Mills announced a mass layoff of about

850 employees, approximately half of whom were based the Twin Cities area. The job

cuts affected almost 8 percent of General Mills’ Twin Cities-based employees and about

2.4 percent of its global workforce. At the time General Mills announced the Project

Refuel employee terminations, it said that the mass layoff was part of organizational

changes that were affecting virtually every area of the company.

53. The Project Refuel employee terminations predominantly adversely

affected employees age 40 or over while General Mills disproportionately retained

younger employees.

54. While the Project Refuel terminations were occurring, General Mills posted

notices for open positions in some of the same work groups from which employees were

being terminated. General Mills filled many of these open positions with new hires who

were younger than the terminated employees who had been performing those jobs.

55. General Mills directed some of the Plaintiffs, as well as others similarly

situated who also were discharged as part of Project Refuel, to train their younger

replacements.

56. Upon information and belief, as part of its pattern or practice of age

discrimination, General Mills classified employees using “9-box” system to rate or rank

employees based on highly subjective criteria, such as “potential.” It is believed that this

system adversely affected older employees who tended to receive lower scores on

subjective criteria such as “potential” despite strong job performance.


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57. As part of its pattern or practice of age discrimination, General Mills

discriminated against employees age 40 or over in terminations and hiring, and also with

respect to job assignments, such as by assigning younger employees to favorable

positions. For example, after General Mills discharged Plaintiff Robert West and a co-

worker of his who was in his sixties in age in connection with Project Refuel, General

Mills hired a former apprentice who had worked with Mr. West, who was then in his

twenties in age, to replace West in his former position. West promptly submitted a

written complaint to General Mills’ Human Resources Department about what he

perceived as General Mills giving preferential treatment to the younger employee, but

General Mills never responded to West’s complaint. To the best of West’s knowledge,

General Mills appointed his the younger replacement to perform most if not all of West’s

former duties when he was employed with General Mills.

58. As part of its pattern or practice of age discrimination related to Project

Refuel, General Mills also failed to consider its employees age 40 or over for

employment opportunities, has refused to transfer employees age 40 or over into open

positions for which they were qualified, and has refused to re-hire its former employees

for positions for which they applied and were well qualified. For example, Plaintiff

O’Sullivan observed that her work group at General Mills was populated with younger

employees. O’Sullivan was told by one of her managers at General Mills that she needed

to “keep up with [her] juniors.” O’Sullivan was also told by a General Mills manager

“you are older” and that the other employees in the Totino’s R&D work group in which

O’Sullivan was employed did not see O’Sullivan as “part of the group.”


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59. It is believed that General Mills’ pattern of age-based terminations is

continuing. In December 2014, in a manner similar to 2012, General Mills announced

that hundreds of additional employees were being terminated as part of a companywide

program known as “Project Catalyst.” Upon information and belief, General Mills’ data

provided to terminated employees again shows that the terminations are adversely

affecting employees age 40 or over at much higher rates than younger employees. Also,

upon information and belief, as with Project Refuel, in the Project Catalyst employee

terminations, General Mills has informed terminated employees that they are ineligible

for any severance pay, despite their years of service, unless they sign and return a

General Mills “Release Agreement” form.

General Mills’ “Release Agreement”

60. In connection with its Project Refuel, General Mills informed terminated

employees (including each of the above-named Plaintiffs and other employees similarly

situated) that they were ineligible to receive any severance pay unless they signed and

returned the General Mills “Release Agreement” form. That form, in its second

paragraph, states that the employee who signs the document releases all “causes of

action” and “claims” against the company (including any claims under the ADEA). In

the fourth paragraph of the form, the form states that the employee agrees that “any

dispute or claim arising out of or relating to the above release of claims, including,

without limitation, any dispute about the validity or enforceability of the release or the

assertion of any claim covered by the release,” “will be resolved exclusively through a

final and binding arbitration on an individual basis and not in any form of class,


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collective or representative proceeding.” This clause thus purports to waive two

important rights granted to employees under the ADEA, the right to a jury trial on

disputed issues of fact and the right to proceed collectively in one action with others who

are “similarly situated.”

61. In seeking to secure signatures on its Release Agreement, General Mills

provided the Plaintiffs and others similarly situated with misleading and inaccurate

information.

62. Although these Plaintiffs and other similarly situated persons were notified

of their terminations as part of the same company-wide Project Refuel group termination

program, General Mills provided each of them with an OWBPA disclosure that purported

to provide partial information about only one of what General Mills called a “function” or

“division” of its organization.

63. While the limited disclosures provided by General Mills to these Plaintiffs

and other similarly situated persons each independently reflects the same age bias in

selections, General Mills did not disclose to any individual terminee that its pattern of

age-based selections was pervasive company-wide across the entire Project Refuel

program and infected every individual function.

64. For some or all of the Plaintiffs and others similarly situated, General Mills

provided them with disclosures that, even for the limited group that they purported to

cover, were inaccurate.

65. As a regular practice prior to the Project Refuel employee terminations,

General Mills classified its employees into various job “levels” and regularly maintained


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a variety of information about employee job levels. The Project Refuel employee

terminations adversely affected employees across multiple job levels. Even so, in the

informational disclosures General Mills provided to employees who were asked to sign

the “Release Agreement” form, General Mills did not provide any information about the

job levels of employees whose job titles and ages were included in the disclosures.

66. The General Mills “Release Agreement” form sought to impose

“limitations” on an individual’s right to challenge that agreement, including that the

employee may do so “only on an individual basis,” and also that any such dispute would

be resolved only in “binding arbitration” conducted pursuant to a set of specified

arbitration rules.

Statistical Evidence of Age Discrimination

67. The General Mills Project Refuel disclosures given to terminated

employees demonstrate the significant statistical correlation between higher age and

greater risk of termination in the Project Refuel employee termination program. The data

provided in OWBPA disclosures shows that older employees had a far greater chance of

being terminated than did younger employees during the Project Refuel restructuring.

68. For 508 terminations out of 6196 employees on General Mills’ disclosures

for ten functions, aggregated, those employees age 40 and more were terminated at a rate

of 12.4% whereas those under age 40 were terminated at a rate of only 3.0%. The

termination rate for older employees in these functions therefore was more than 4 times

higher than the termination rate for younger employees.


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69. The rates of termination in the Project Refuel reorganization increased by

steps with age—i.e., the older each employee was, the greater his/her risk of being

terminated:

70. Utilizing the OWBPA data provided by General Mills for ten functions,

combined, a p-value can be calculated to ascertain the chance that this correlation

between age and rates of termination could have occurred if age were not used as a factor

in the termination selections. The p-value for the combined OWBPA data set for Project

Refuel is only 0.0000000000000000000000000000000000000000000086, calculated by

the Fisher exact test. This almost infinitesimally small p-value can be written as 8.6 X

10-45.


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71. Professional statisticians consider p-values smaller than 0.05 to be

statistically significant and p-values smaller than 0.01 to be highly statistically

significant.

72. For comparison, the chance that General Mills could have randomly ended

up with this pattern of employee age and terminations if age (or a factor closely

correlated with age) were not used in its termination decisions for Project Refuel is about

1,000,000,000,000,000,000 times smaller than the chance that, if two persons each

randomly picked a single gram (i.e., the mass of a dime) out of all of the 6 X 1027 grams

of the earth’s volume, they would both just happen to pick the same gram.

73. Each disclosure provided by General Mills for a portion of a separate

function shows the same age-based bias in selections. Each disclosure with its partial

termination data for a single function shows that older employees were selected for

termination at disproportionately higher rates.

74. For the 127 terminations out of 1453 employees included on General Mills’

Project Refuel disclosure for the ITQ function, those employees age 40 and more were

terminated at a rate of 14.3% whereas those under age 40 were terminated at a rate of

only 2.2%.


disclosure for the Supply Chain function, those employees age 40 and more were

terminated at a rate of 9.3% whereas those under age 40 were terminated at a rate of only

2.2%.


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disclosure for the Information Systems function, those employees age 40 and more were

terminated at a rate of 15.2% whereas those under age 40 were terminated at a rate of

only 5.0%.


disclosure for the Bakeries and Foodservice function, those employees age 40 and more

were terminated at a rate of 12.8% whereas those under age 40 were terminated at a rate

of only 5.1%.


disclosure for the Gcom function, those employees age 40 and more were terminated at a

rate of 22.5% whereas those under age 40 were terminated at a rate of only 5.9%.


disclosure for the HR function, those employees age 40 and more were terminated at a



disclosure for the Facilities, Real Estate and Global Shared Service function, those

employees age 40 and more were terminated at a rate of 16.7% whereas those under age

40 were terminated at a rate of only 3.0%.

81. For the six terminations out of 81 employees included on General Mills’

disclosure for the Law function, those employees age 40 and more were terminated at a



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Circumstances of the Named Plaintiffs

Elizabeth McLeod

82. Plaintiff Elizabeth McLeod began employment with Pillsbury Inc. in 1981.

General Mills acquired Pillsbury in 2001 and McLeod then became a General Mills

employee.

83. In 2012, McLeod was employed by General Mills as a Building

Coordinator. McLeod was well qualified for this position and performed her job duties in

a competent manner.

84. General Mills notified McLeod of the termination of her employment in

June 2012 as part of Project Refuel, when McLeod was 59 years old.

85. General Mills replaced McLeod with a younger person or reassigned some

or all of her former duties to a younger employee.

Heidi O’Sullivan

86. Plaintiff Heidi O’Sullivan began employment with Pillsbury in or about

1982 as a Food Technician. O’Sullivan voluntarily left Pillsbury in 1988 to pursue

advanced degrees in Food Science. In 1996, she earned a Ph.D. degree from the

University of Minnesota.

87. O’Sullivan began employment with General Mills in 1996 as a Scientist II.

88. In 2012, O’Sullivan held a position with General Mills as a Senior Scientist

II in the Totino’s R&D Group. O’Sullivan was well qualified for this position and

performed her job duties in a satisfactory and competent manner.


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89. General Mills notified O’Sullivan of the termination of her employment in

in June 2012 as part of Project Refuel, when O’Sullivan was 49 years old. At that time,

O’Sullivan understood she was the oldest of the scientists and engineers in the Totino’s

R&D Group.

90. After O’Sullivan’s discharge, she understands that General Mills replaced

her job functions by assigning them to an employee in his mid-30s in age.

Sherri Slocum

91. Plaintiff Sherri Slocum began employment with Pillsbury in 1990 as a

Project Manager in its Haagen-Daz ice cream division. General Mills acquired Pillsbury

in 2001 and Slocum then became a General Mills employee.

92. In 2012, Slocum was employed by General Mills as a Principal Scientist in

the G-Tech Group. Slocum was well qualified for this position and performed her job

duties in a satisfactory and competent manner.

93. General Mills notified Slocum of the termination of her employment in

June 2012 as part of Project Refuel, when Slocum was 51 years old.

94. About six months prior to her discharge, General Mills created a small

group of employees within the department in which Slocum was employed, which it

called the Focused Research Group, and it transferred Slocum and approximately six

other employees into that group. Almost all of the employees who General Mills

transferred into that group were in their fifties or sixties in age at that time. Many of the

duties of the members of this group did not change at all after this assignment and, at the

time, Slocum was unsure about why the group had been created. In June 2012, when


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General Mills terminated Slocum, it also terminated multiple other members of this group

as part of Project Refuel.

95. To the best of her knowledge, General Mills replaced Slocum with a

younger employee, who appeared to be in her 30s in age. During her last week of

employment with General Mills, General Mills directed Slocum to conduct a “knowledge

transfer” to this younger employee. Slocum understands that this younger employee was

subsequently assigned by General Mills to perform many of her former duties.

Ivette Harper

96. Plaintiff Ivette Harper began employment with General Mills in July 1992

as a Nutrition Marketing Service Assistant.

97. In 2012, Harper was employed by General Mills as a Senior Scientist II at

the Bell Institute of Health and Nutrition. Harper was well qualified for this position and

performed her job duties in a satisfactory and competent manner.

98. General Mills notified Harper of the termination of her employment in June

2012, when Harper was 44 years old.

99. Despite the fact that Harper had received numerous “excellent”

performance ratings while she was working for General Mills, at her discharge meeting,

General Mills informed Harper that her position had been “eliminated” and that “more

qualified” candidates had been chosen to fill available roles. Harper was later told by

another manager that General Mills’ management gave the manager “set criteria to use,”

one of which was “flexibility to move to other teams.”


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100. To the best of her knowledge, General Mills subsequently reassigned job

duties that had been performed by Harper before her discharge to one or more younger

employees.

Robert West

101. Plaintiff Robert West began employment with Pillsbury in 1993 to work as

a Maintenance Mechanic. General Mills acquired Pillsbury in 2001, and West then

became a General Mills employee.

102. In 2012, West was employed by General Mills as Senior Facility Engineer.

West was well qualified for his position and performed his job duties in a satisfactory and

competent manner.

103. General Mills notified West of the termination of his employment as part of

Project Refuel in June 2012, when West was 53 years old.

104. Following his discharge, General Mills replaced West with a person who

was in his 20s in age, who had served as an apprentice to West prior to his discharge.

Kevin Stemwell

105. Plaintiff Kevin Stemwell began employment with Gardetto’s, Inc. in 1995.

General Mills acquired Gardetto’s in 1998, and Stemwell then became a General Mills

employee.

106. In 2012, Stemwell was employed by General Mills as a Senior Analyst III.

Stemwell was well qualified for this position and performed his job duties in a

satisfactory and competent manner.


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107. General Mills notified Stemwell of the termination of his employment as

part of Project Refuel in June 2012, when Stemwell was 54 years old.

108. Although General Mills informed Stemwell that his position had “been

eliminated,” shortly after being notified of his termination, General Mills directed

Stemwell to train a younger employee on how to perform his job duties. Stemwell

understands that General Mills assigned most or all of his former job duties to that

younger employee.

Stephen Miller

109. Plaintiff Stephen Miller began employment with Pillsbury in September

2001, in its IT Department. General Mills acquired Pillsbury in 2001. Miller began

employment with General Mills in December 1996.

110. In 2012, Miller was employed by General Mills as a Network Security

Analyst 3. Miller was well qualified for this position and performed his job duties in a

satisfactory and competent manner.

111. General Mills notified Miller of the termination of his employment as part

of Project Refuel in June 2012, when Miller was 61 years old.

112. Following Miller’s discharge, General Mills assigned his job functions to at

least one younger employee. Miller also learned that his former manager had hired

another employee into his group and that the manager had posted a listing for an open

position in the group.


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Peggy Maxe

113. Plaintiff Peggy Maxe began employment with Pillsbury in 1997. General

Mills acquired Pillsbury in 2001 and Maxe then became a General Mills employee.

114. In 2012, Maxe was employed by General Mills as a Trade Finance Analyst.

Maxe was well qualified for this position and performed her job duties in a satisfactory

and competent manner.

115. General Mills notified Maxe of her termination as a part of Project Refuel

in June 2012, when Maxe was 42 years old.

116. Although General Mills informed Maxe that her position was being

eliminated, within one week thereafter, General Mills posted a new organization chart for

the same group that listed an open position as a “Trade Finance Analyst,” the same

position held by Maxe.

117. After informing Maxe of her discharge, General Mills required Maxe to

train a temporary employee about the work she had been doing. Maxe later learned, in

December 2012, that General Mills had filled the open “Trade Finance Analyst” position

with a younger employee who was late twenties or early thirties in age.

Karalyn Littlefield

118. Plaintiff Karalyn Littlefield began employment with Lloyd’s Barbecue in

1998. General Mills acquired Lloyd’s Barbecue in January 1999, and Littlefield then

became a General Mills employee.

119. In 2012, Littlefield was employed by General Mills as a Senior Research

Food Scientist II. Littlefield was well qualified for this position and performed her job


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duties in a satisfactory and competent manner. Littlefield received several awards for her

performance at General Mills and also received a patent, which was issued in 2012.

120. General Mills notified Littlefield of the termination of her employment as

part of Project Refuel in June 2012, when Littlefield was 44 years old.

121. To the best of her knowledge, following her discharge, General Mills

replaced Littlefield with a younger person or reassigned some or all of her former duties

to a younger employee.

Colleen Friedrichs

122. Plaintiff Colleen Friedrichs began her employment with General Mills in

2002.

123. In 2012, Friedrichs was employed by General Mills as an Administrative

Assistant. Friedrichs was well qualified for this position and performed her job duties in

a proper and competent manner.

124. General Mills notified Friedrichs of the termination of her employment in

June 2012, as part of Project Refuel.

125. General Mills subsequently replaced Friedrichs with a younger person or

reassigned some or all of her former duties to a younger employee.

Arlene Hornilla

126. Plaintiff Arlene Hornilla began employment with General Mills in 2003, as

an attorney in the General Mills legal department.


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127. In 2012, Hornilla was employed by General Mills as Senior Patent Counsel.

Hornilla was well qualified for this position and performed her job duties in a satisfactory

and competent manner.

128. General Mills notified Hornilla of the termination of her employment in or

about June 2012, as part of Project Refuel, when Hornilla was 46 years old.

129. At the time of her discharge, a General Mills vice president informed

Hornilla that her “position had been eliminated.” This statement came as a surprise to

Hornilla because, just months earlier, General Mills had requested that Hornilla’s

immediate supervisor, the company’s Chief Patent Counsel, leave the company and enter

a pre-retirement arrangement. In addition, Hornilla knew that General Mills had only

recently hired a young person in his mid-30s in age into the patent law group.

130. To the best of her knowledge, prior to and in connection with her discharge,

General Mills reassigned Hornilla’s client responsibilities to one or more younger

employees.

Marilyn Epp

131. Plaintiff Marilyn Epp began employment with General Mills in 2004 as an

Administrative Assistant and held a position of that type until her discharge in 2012.

132. Epp was well qualified for her positions with General Mills and performed

her job duties in a satisfactory and competent manner.

133. General Mills notified Epp of the termination of her employment as part of

Project Refuel in June 2012, when Epp was 64 years old. Epp was then the oldest

Administrative Assistant in her group.


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134. At the time of her discharge, Epp was told by a General Mills supervisor

that her position had been eliminated and that a “more qualified” candidate would be

chosen to fill that open role. At that time, Epp had observed that General Mills had

multiple active open job postings for available administrative assistant positions.

135. Epp learned a short time later than a younger employee was going to be

offered a position within her former department.

Dwight Sevaldson

136. Plaintiff Dwight Sevaldson first became employed with General Mills in

October 2006 as a Contract Operations Manager. Sevaldson held this position until June

2012.

137. Sevaldson was well qualified for his position with General Mills and

performed his job duties in a satisfactory and competent manner. Sevaldson received

several awards for meritorious job performance from General Mills.

138. General Mills notified Sevaldson of the termination of his employment as

part of Project Refuel in June 2012, when Sevaldson was 55 years old.

139. At that time, Sevaldson asked why he was being discharged, but the

General Mills managers who met with him would not give him a direct answer. Instead,

one of them asked Sevaldson whether he wanted General Mills to communicate that

Sevaldson was “retiring.” Sevaldson objected. A few days later, another General Mills

manager contacted Sevaldson and suggested that he consider agreeing to describe his

termination as a “retirement.” Again, Sevaldson objected.


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Ann Carlson

140. Plaintiff Ann Carlson began employment with General Mills in March 2010

in its Employee Benefits department.

141. In 2012, Carlson was employed by General Mills as a Senior Manager of

Employee Benefits. Carlson was well qualified for this position and performed her job

duties in a satisfactory and competent manner.

142. General Mills notified Carlson of the termination of her employment as part

of Project Refuel in June 2012, when Carlson was 53 years old.

143. General Mills replaced Carlson with a much younger employee with far

less experience whom General Mills hired within weeks after Carlson’s last day of

employment with General Mills. The opening for the vacant position created as a result

of Carlson’s discharge was first posted by General Mills within days after General Mills

informed Carlson of her termination.

Plaintiffs’ EEOC Charges

144. Following their terminations from employment with General Mills, each of

the following listed persons, who are named Plaintiffs in this action, filed a class-wide

administrative charge alleging age discrimination by General Mills in connection with

Project Refuel with the U.S. Equal Employment Opportunity Commission (“EEOC”):

Elizabeth McLeod, Heidi O’Sullivan, Sherri Slocum, Ivette Harper, Robert West, Kevin

Stemwell, Stephen Miller, Peggy Maxe, Karalyn Littlefield, Arlene Hornilla, Marilyn

Epp, Dwight Sevaldson, and Ann Carlson.


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145. In their charges, the named Plaintiffs alleged, among other things:

• that General Mills engaged in a pattern or practice of age discrimination in

connection with its Project Refuel;

• that they were involuntarily terminated from employment with General

Mills as part of a pattern or practice of age discrimination;

• that General Mills misled the Plaintiffs and others similarly situated into

signing the General Mills “Release Agreement” form by providing them

with misleading, incomplete and inaccurate information; and,

• that the Release Agreement form signed by some of the named Plaintiffs

and by others similarly situated does not contain an effective waiver of

“any right or claim” under the ADEA because General Mills failed to

comply with the mandatory requirements set forth in the OWBPA to obtain

a “knowing and voluntary” waiver of any such “right or claim.”

146. Each of the 14 Plaintiffs named in the caption either timely filed a class-

wide administrative charge with the U.S. Equal Employment Opportunity Commission

that alleges a pattern or practice of age discrimination by General Mills or is

“piggybacking” on one or more timely-filed class-wide charges alleging age

discrimination.

147. On information and belief, the EEOC has conducted a systemic

investigation of the pattern or practice of age discrimination by General Mills because of

the Plaintiffs’ charges.


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148. More than 60 days have passed since the above-referenced EEOC charges

were filed.

149. Each of the 14 above-named Plaintiffs hereby consents to become a party

Plaintiff in this action.

COUNT ONE

ADEA COLLECTIVE ACTION – DECLARATORY JUDGMENT –

ADEA/OWBPA

150. Plaintiffs incorporate by reference the preceding paragraphs.

151. This is a collective action under 29 U.S.C. § 626(b) and 29 U.S.C. § 216(b)

by the above-named Plaintiffs in behalf of themselves and other person similarly situated

who may later opt into this action.

152. As described above, in connection with its Project Refuel, General Mills

informed the named Plaintiffs and other employees similarly situated who were

involuntarily terminated from employment that they would be ineligible to receive any

separation or severance pay unless he/she signed and returned the General Mills “Release

Agreement” form.

153. Under the OWBPA, no waiver agreement is effective with regard to “any

right or claim” under the ADEA unless the agreement meets the statutory standards to be

“knowing and voluntary.”

154. The Release Agreements signed by the named Plaintiffs and by other

similarly situated persons were not “knowing and voluntary” as defined in the OWBPA

and related regulations for one or more reasons, including because:


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(i) they were not written in a manner calculated to be understood by the average recipient;

(ii) General Mills did not provide the signatories with accurate and complete information about any class, unit, or group of individuals covered by the Project Refuel termination program, any eligibility factors for such program, and any time limits applicable to such program. For example, upon information and belief, General Mills’ assessment of the “potential” of employees was a factor used in making Project Refuel employee termination decisions, yet General Mills’ disclosures to affected employees do not identify this as an eligibility factor;

(iii) General Mills did not provide the signatories with accurate and complete information about the job titles and ages of all individuals eligible or selected for the Project Refuel termination program, and the ages of all individuals in the same job classification or organizational unit who were not eligible or selected for the program. For example, although Project Refuel was a company-wide termination program, affected employees were not given company-wide informational disclosures. Moreover, even for the functions that General Mills purported to describe on disclosures given to affected employees, the disclosures by their terms provided only a partial set of information about that function, providing information about “director level and below” employees of the function, but not complete information about all employees within that alleged function;

(iv) General Mills did not break down the informational disclosures given to affected employees by employee job level or provide affected employees with any information about the established job levels of the employees whose job title and ages were listed on the disclosures;

(v) General Mills’ informational disclosures provided to affected employees failed to provide cumulative information about ongoing employee terminations at General Mills that preceded but were closely related to Project Refuel; and

(vi) General Mills’ Release Agreement form sought to impose upon employees who signed it limitations on their right to challenge that agreement, including the limitation that an employee could do so “only on an individual basis,” and the further limitation that any such claim by an employee could be resolved only in “binding arbitration” conducted pursuant to a set of specified arbitration rules.


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155. With respect to each of the above-named Plaintiffs and other employees

similarly situated who were age 40 or over and involuntarily terminated from

employment by General Mills in connection with its Project Refuel, General Mills failed

to satisfy one or more of the statutory mandatory minimum requirements to obtain a

“knowing and voluntary” waiver of “any right or claim” under the ADEA. General Mills

fraudulently induced the Plaintiffs and other persons similarly situated to sign the

“Release Agreement” form by providing them with false, incomplete and/or misleading

disclosures in connection with its request that employees sign that form. Accordingly, no

purported waiver of “any right or claim” under the ADEA (including without limitation

the rights to a jury trial and to proceed collectively in pursuing one’s ADEA claims)

contained in any such Release Agreement signed by any person age 40 or over who was

terminated as part of Project Refuel is valid or effective as a matter of law.

156. If and to the extent that General Mills maintains that any purported waiver

of “any right or claim” under the ADEA contained in a Release Agreement form signed

by any of Plaintiffs (or by other similarly situated person who may hereafter opt in to this

action) is effective, then the parties have an actual controversy , and the Court should

issue declaratory relief confirming that the Release Agreement forms signed by such

persons were not “knowing and voluntary” under the ADEA and therefore, as a matter of

law, did not that waive or impair any right or claim under the ADEA.


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COUNT TWO

ADEA COLLECTIVE ACTION – DISPARATE TREATMENT AGE

DISCRIMINATION

157. Plaintiffs incorporate herein by reference all of the preceding paragraphs.

158. This is a collective action under 29 U.S.C. §§ 626(b) & (c) and 29 U.S.C.

§ 216(b) by the above-named Plaintiffs and other similarly situated persons who may

subsequently opt into this action.

159. As set forth more fully above, General Mills engaged in an unlawful pattern

or practice of age discrimination in connection with its Project Refuel employee

terminations. The named Plaintiffs identified above and other similarly situated

employees who were age 40 or over and who were involuntarily terminated from

employment with General Mills in connection with its Project Refuel were victims of

General Mills’ pattern or practice of age discrimination.

160. The aforesaid pattern or practice of age discrimination by General Mills

was willful.

161. By engaging in an unlawful and willful pattern or practice of age

discrimination in connection with its Project Refuel employee terminations as described

herein, General Mills prevented the named Plaintiffs and other similarly situated

employees from obtaining compensation and benefits that they otherwise would have

earned and received.

162. As a direct and proximate result of the aforesaid unlawful and willful

pattern or practice of age discrimination by General Mills in violation of the ADEA, each


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of the Plaintiffs has suffered damages in an amount to be determined, including, but not

limited to, lost salary, bonuses, and other compensation and lost retirement, insurance and

other employee benefits.

163. The above-named Plaintiffs are each 40 years of age or older and are within

the class of persons protected against age discrimination in employment by the ADEA.

164. The Plaintiffs are among those former employees of General Mills who

have been adversely affected by the aforesaid pattern or practice of age discrimination.

165. Upon information and belief, the pattern or practice of age discrimination

by General Mills is continuing. In late 2014, in a manner that appears quite similar to the

Project Refuel terminations, General Mills announced a new wave of employee

terminations. These terminations are referred to as the Project Catalyst terminations. As

with Refuel, upon information and belief, the information given to the terminated

employees about the Catalyst terminations reflects a similar pattern as with the Refuel,

with older employees involuntarily terminated at much higher rates than younger ones.

Upon information and belief, General Mills is again taking the approach of denying any

separation pay or benefits to terminated employees unless they sign the General Mills

“Release Agreement” form. Upon information and belief, the current version of that

form is substantially similar to the form used with the Project Refuel terminations; it

contains a release of claims as well as an arbitration clause and a class action waiver

provision.


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COUNT THREE

INDIVIDUAL CLAIMS – ADEA DISPARATE TREATMENT

166. Plaintiffs incorporate herein by reference the preceding above paragraphs.

167. General Mills discriminated against each of the above-named Plaintiffs, and

against other similarly situated persons who may hereafter opt into this action, because of

her/his age in willful violation of the ADEA by engaging in the aforesaid pattern or

practice of age discrimination and by terminating her/his employment in 2012.

168. As a direct and proximate result of General Mills’ unlawful and willful age

discrimination, the named Plaintiffs and other persons similarly situated have suffered

damages in an amount to be determined at trial, including, but not limited to, lost salary,

bonuses, and other forms of compensation, lost retirement benefits, insurance benefits

and other employee benefits.

COUNT FOUR

ADEA COLLECTIVE ACTION – DISPARATE IMPACT

169. Plaintiffs incorporate herein by reference the preceding above paragraphs.

170. This is a collective action under 29 U.S.C. §§ 626(b) & (c) and 29 U.S.C.

§ 216(b) by the above-named Plaintiffs and other similarly situated persons who may

subsequently opt into this action.

171. The ADEA provides that it is unlawful for an employer to:

“limit, segregate or classify his employees in any way which would deprive or tend to deprive any individual of employment opportunities or otherwise adversely affect his status as an employee, because of such individual’s age.” 29 U.S.C. § 623(a)(1).


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172. Based on this provision, the U.S. Supreme Court has held that disparate

impact claims may be asserted under the ADEA. Smith v. City of Jackson, 544 U.S. 228,

232 (2005). A disparate impact violation is established by evidence of a test, requirement

or practice of the employer “that has an adverse impact on older workers.” “Id. at 241.

173. As set forth more fully above, General Mills has utilized employment

practices, including its 9-box practice for ranking or rating employees based on

subjective criteria such as “potential,” which have disparately impacted the above-named

Plaintiffs and other similarly situated persons.

174. The aforesaid age discrimination by General Mills was willful.

175. As a direct and proximate result of the aforesaid age discrimination by

General Mills, each of the Plaintiffs and others similarly situated have suffered damages

in an amount to be determined at trial, including, but not limited to, lost salary, bonuses,

and other forms of compensation, lost retirement benefits, insurance benefits and other

employee benefits, and damages for mental anguish and suffering.

COUNT FIVE

INDIVIDUAL CLAIMS – ADEA DISPARATE IMPACT

176. Plaintiffs incorporate herein by reference the preceding paragraphs.

177. The ADEA provides that it is unlawful for an employer to:

“limit, segregate or classify his employees in any way which would deprive or tend to deprive any individual of employment opportunities or otherwise adversely affect his status as an employee, because of such individual’s age.” 29 U.S.C. § 623(a)(1).


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178. Based on this provision, the U.S. Supreme Court has held that disparate

impact claims may be asserted under the ADEA. Smith v. City of Jackson, 544 U.S. 228,

232 (2005). A disparate impact violation is established by evidence of a test, requirement

or practice of the employer “that has an adverse impact on older workers.” “Id. at 241.

179. As set forth more fully above, General Mills has utilized employment

practices, including its 9-box practice for ranking or rating employees based on

subjective criteria such as “potential,” which have disparately impacted the above-named

Plaintiffs and other similarly situated persons.

180. The aforesaid age discrimination by General Mills was willful.

181. As a direct and proximate result of the aforesaid age discrimination by

General Mills, each of the Plaintiffs and others similarly situated have suffered damages

in an amount to be determined at trial, including, but not limited to, lost salary, bonuses,

and other forms of compensation, lost retirement benefits, insurance benefits and other

employee benefits.


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WHEREFORE, the Plaintiffs request that the Court enter judgment in their favor

and in favor of each other person who consents to be a party Plaintiff, and against

General Mills, as follows:

1. Declaring that the purported waivers of rights or claims under the ADEA

set forth in the General Mills’ Release Agreement obtained by General Mills from the

above-named Plaintiffs and from other persons similarly situated are not “knowing and

voluntary” under the ADEA and thus are ineffective as a matter of law to extinguish or

impair any right or claim under the ADEA, including the rights to a jury trial and to

proceed collectively in one action with other persons similarly situated;

2. Awarding each of the Plaintiffs and opt-in Plaintiffs back pay and benefits,

together with interest thereon;

3. Reinstating the Plaintiffs and opt-in Plaintiffs to the positions they held

when discharged or to comparable or otherwise mutually-acceptable positions or, in lieu

of reinstatement, awarding each Plaintiff front pay and benefits for the period remaining

until that person’s expected retirement age;

4. Awarding each of the Plaintiffs and opt-in Plaintiffs liquidated damages

pursuant to the ADEA in an amount equal to that person’s back pay and benefits award,

together with interest thereon;

5. Awarding Plaintiffs attorneys’ fees and costs pursuant to 29 U.S.C.

§§ 216(b) and 626(b);

6. Awarding Plaintiffs and opt-in Plaintiffs prejudgment interest and their

costs and disbursements herein; and


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7. Awarding Plaintiffs and opt-in Plaintiffs such other and further relief as the

Court deems appropriate.

Dated: February 11, 2015

SNYDER & BRANDT, P.A. s/ Stephen J. Snyder Stephen J. Snyder (#103019) Craig A. Brandt (#214036) Brent C. Snyder (#034879X) 120 South Sixth Street, Suite 2550 Minneapolis, MN 55402 (612) 787-3100 (telephone) (612) 333-9116 (facsimile) ATTORNEYS FOR PLAINTIFFS


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