Tim McLevish to Become Executive Chairman and
Tom Werner to Become CEO of Lamb Weston
ConAgra Foods Takes Important Step in
Separating into Two, Independent Companies
Separation Remains on Track for Fall 2016
ConAgra Foods, Inc. (NYSE:CAG) today announced the initial
filing of a Form 10 Registration Statement with the U.S. Securities
and Exchange Commission (SEC) in connection with its planned
separation into two independent public companies: Lamb Weston
Holdings, Inc. and Conagra Brands, Inc. The filing provides
detailed information on Lamb Weston’s strategy, business and
historical financial results and will be updated with additional
information in subsequent amendments as part of the SEC review
process. Additional information on the strategy and financial
performance of both companies will be provided at separate investor
days held prior to completion of the separation.
“We believe that this separation will create two focused
companies that are well-positioned to unlock unique growth
opportunities to win in the marketplace and create value for
stockholders,” said Sean Connolly, ConAgra Foods president and
chief executive officer. “We have made tremendous progress since
last November when we announced our plan to separate, and the
filing of the Form 10 marks an important milestone in this process.
We remain on track to complete the separation by the fall of
calendar 2016.”
As disclosed in the filing, current ConAgra Foods director
Timothy R. McLevish will become the executive chairman of the board
of directors of Lamb Weston, effective upon the completion of the
spin-off.
“I’m excited to be named executive chairman of Lamb Weston,”
said McLevish. “I’ve had the opportunity to get to know this
business very well, and I believe it has terrific prospects as a
stand-alone company. We are extremely well-positioned for long-term
growth and shareholder value creation.”
Additionally, Thomas P. Werner, currently president of
Commercial Foods at ConAgra Foods, will become chief executive
officer of Lamb Weston and will serve as a director on the Lamb
Weston board.
Mr. Werner commented, “As Lamb Weston prepares for life as an
independent company, it is ideally suited to continue to deliver
leading products for our customers and value for our shareholders.
I look forward to leading our talented team as we capitalize on the
opportunities that lie ahead.”
Lamb Weston’s portfolio will consist of frozen potato, sweet
potato, appetizer and other vegetable products, as well as a
continued presence in retail frozen products under licensed brands
and private brands. With distinct competitive advantages in key
geographies, Lamb Weston will leverage this strong foundation to
build upon its proven track record of growth. Lamb Weston will
focus on opportunities to expand share domestically and accelerate
international growth, particularly within fast-growing emerging
markets.
Conagra Brands will be comprised primarily of the operations
currently reported as ConAgra Foods’ Consumer Foods segment, as
well as the Foodservice business (minus the recently divested
Spicetec Flavors & Seasonings and JM Swank businesses), which
is currently reported in the Commercial Foods segment. The Consumer
Foods segment consists of popular leading brands such as Marie
Callender’s, Hunt’s, RO*TEL, Reddi-wip, Slim Jim, PAM, Chef
Boyardee, Orville Redenbacher’s, P.F. Chang’s and Healthy Choice.
Conagra Brands’ core strategy will focus on further strengthening
its consumer and foodservice portfolios, driving innovation and
improving margins.
The separation is expected to be structured as a spin-off of the
Lamb Weston business and tax-free to ConAgra Foods and its
shareholders. The separation remains subject to certain conditions,
including, among others, obtaining final approval from the Board of
Directors of ConAgra Foods, the SEC declaring the Form 10 effective
and receipt of an opinion from tax counsel on the tax-free nature
of the spin-off to ConAgra Foods and its shareholders. The Form 10
filing is available at www.sec.gov under “Lamb Weston Holdings,
Inc.”
About Timothy R. McLevish
Mr. McLevish, 61, is the former chief financial officer and
executive vice president at Walgreens Boots Alliance, Inc. and
currently serves as a consultant to the company. From 2007 to 2014,
Mr. McLevish held various positions within Kraft Foods Group and
Kraft Foods Inc., including executive vice president and chief
financial officer. Before joining Kraft Foods, he was senior vice
president and chief financial officer of Ingersoll-Rand Company
Limited, and prior to that held a series of leadership roles within
Mead Corporation. He is a certified public accountant. In addition
to ConAgra Foods, Mr. McLevish also currently serves on the board
of directors of each of Kennametal, Inc. and US Foods Holding
Corp.
About Thomas P. Werner
Mr. Werner, 50, is ConAgra Foods’ current president, Commercial
Foods, leading the company’s Lamb Weston and Foodservice
businesses. He also oversees the Spicetec Flavors & Seasonings
and JM Swank operations, which are in the process of being
divested. Mr. Werner also served as interim President of ConAgra’s
Private Brands from June 2015 through its divestiture in February
2016. Prior to his current position, Mr. Werner held a series of
finance and managerial positions throughout ConAgra Foods. Mr.
Werner is part of the governing committee representing Lamb Weston
in the Lamb Weston Meijer joint venture and currently serves on the
board of directors of Ardent Mills, LLC.
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 at www.conagrafoods.com.
Note on Forward-looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. These forward-looking statements are based on management’s
current expectations and are subject to uncertainty and changes in
circumstances. These risks and uncertainties include, among other
things: ConAgra Foods’ ability to successfully complete the
spin-off of its Lamb Weston business on a tax-free basis, within
the expected time frame or at all; ConAgra Foods’ ability to
execute its operating and restructuring plans and achieve its
targeted operating efficiencies, cost-saving initiatives, and trade
optimization programs; ConAgra Foods’ ability to successfully
execute its long-term value creation strategy; ConAgra Foods’
ability to realize the synergies and benefits contemplated by the
Ardent Mills joint venture; risks and uncertainties associated with
intangible assets, including any future goodwill or intangible
assets impairment charges; the availability and prices of raw
materials, including any negative effects caused by inflation or
weather conditions; the effectiveness of ConAgra Foods’ product
pricing efforts, whether through pricing actions or changes in
promotional strategies; the ultimate outcome of litigation,
including litigation related to the lead paint and pigment matters
and the accident at its former Garner plant; future economic
circumstances; industry conditions; the effectiveness of ConAgra
Foods’ hedging activities, including volatility in commodities that
could negatively impact ConAgra Foods’ derivative positions and, in
turn, ConAgra Foods’ earnings; the success of ConAgra Foods’
innovation and marketing investments; the competitive environment
and related market conditions; the ultimate impact of any ConAgra
Foods’ product recalls; access to capital; actions of governments
and regulatory factors affecting ConAgra Foods’ businesses,
including the Patient Protection and Affordable Care Act; the
amount and timing of repurchases of ConAgra Foods’ common stock and
debt, if any; the costs, disruption and diversion of management’s
attention associated with campaigns commenced by activist
investors; and other risks described in ConAgra Foods’ reports
filed with the Securities and Exchange Commission, including its
most recent annual report on Form 10-K and subsequent reports on
Forms 10-Q and 8-K. Investors and security holders are cautioned
not to place undue reliance on these forward-looking statements,
which speak only as of the date they are made. ConAgra Foods
disclaims any obligation to update or revise statements contained
in this press release to reflect future events or circumstances or
otherwise.
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ConAgra Foods, Inc.MEDIA:Jon Harris,
312-549-5356Jon.Harris@ConAgraFoods.comorANALYSTS:Johan
Nystedt, 312-549-5002IR@ConAgraFoods.com
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