CONAGRA BRANDS INC. 8-K 2010
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
ConAgra Foods, Inc.
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Item 2.02 Results of Operations and Financial Condition.
On June 7, 2010, ConAgra Foods, Inc. (the "Company") entered into an agreement to sell substantially all of the assets of Gilroy Foods & Flavors' dehydrated garlic, onion, capsicum and Controlled Moisture™, GardenFrost®, Redi-Made™ and fresh vegetable operations (the "Gilroy Business") to Olam International for $250 million, subject to final working capital adjustments. The Company's seasoning blends and flavors business and supporting plant operations, currently managed together with the Gilroy Business, will remain with the Company's Commercial Foods reporting segment following the transaction. Completion of the sale of the Gilroy Business is expected to occur in the first quarter of fiscal 2011, subject to satisfaction or waiver of customary closing conditions, including the receipt of normal regulatory approvals.
Item 2.06 Material Impairments.
In connection with the sale of the Gilroy Business, the Company expects to incur a pre-tax non-cash impairment charge of approximately $60 million. The Company intends to treat this charge as an item impacting comparability in its calculation of fiscal 2010 EPS.
Item 8.01 Other Events.
The information included in the first paragraph under Item 2.02 above is incorporated herein by reference.
Note on Forward-looking Statements.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.