ConAgra Foods Completes Sale Of Private Label Operations To TreeHouse Foods

OMAHA, Neb.--(BUSINESS WIRE)--ConAgra Foods, Inc. announced today the completion of the sale of its private label operations to TreeHouse Foods for proceeds of $2.7 billion in cash, excluding transaction-related expenses and subject to post-closing adjustments.

“The sale of the private label business to TreeHouse Foods is another important step for ConAgra Foods as we continue to transform the company to drive sustainable growth, more consistent performance and deliver enhanced shareholder value,” said Sean Connolly, president and chief executive officer of ConAgra Foods. “We are confident the private label business will be well-positioned as part of TreeHouse Foods and our companies are working closely together to ensure a smooth transition for all stakeholders.”

Under the terms of the agreement, ConAgra Foods sold the vast majority of its private label operations, which are classified as discontinued operations. Among other assets, this includes a network of 32 manufacturing facilities in the U.S., Canada and Italy.

Additional details of the completed transaction include:

• Effective today, a total of approximately 9,500 employees transitioned to TreeHouse Foods, including plant employees and those supporting the private label business located at the St. Louis, Mo., Downers Grove, Ill., and Omaha, Neb., office locations.
• Certain private label operations with a strong connection to ConAgra Foods’ existing Consumer Foods business were not part of the sale, specifically canned pasta, cooking spray, peanut butter, pudding/gels, Gelit frozen pasta product offerings, as well as the HK Anderson and Kangaroo brand equities, trademarks and business portfolios. Results for these operations, which were not material, were moved to the Consumer Foods reporting segment in the first quarter of fiscal 2016.
• ConAgra Foods generated approximately $2.7 billion in cash proceeds from the sale, less transaction expenses, and intends to utilize the net proceeds primarily for debt reduction.
• The company expects the transaction to result in a tax asset of approximately $1.6 billion, which can be used to offset potential future capital gains over the next five years.

• Goldman Sachs and Centerview Partners acted as financial advisors to ConAgra Foods on the transaction. Davis Polk & Wardwell LLP served as legal advisor.

About ConAgra Foods
ConAgra Foods, Inc., (NYSE: CAG), is one of North America's leading packaged food companies with recognized brands such as Marie Callender's®, Healthy Choice®, Slim Jim®, Hebrew National®, Orville Redenbacher's®, Peter Pan®, Reddi-wip®, PAM®, Snack Pack®, Banquet®, Chef Boyardee®, Egg Beaters®, Hunt’s® and many other ConAgra Foods brands found in grocery, convenience, mass merchandise and club stores. ConAgra Foods also has a strong business-to-business presence, supplying frozen potato and sweet potato products as well as other vegetable, spice and grain products to a variety of well-known restaurants, foodservice operators and commercial customers. For more information, please visit us atwww.conagrafoods.com.