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This excerpt taken from the HBI 10-Q filed Nov 13, 2006. Spin off
from Sara Lee Corporation
On September 5, 2006, we were spun off from Sara Lee in a
pro rata dividend of all of our outstanding common stock to Sara
Lee stockholders. Prior to completing the spin off, Sara Lee
received a private letter ruling from the Internal Revenue
Service to the effect that the spin off will qualify as a
tax-free distribution under Section 355 and a tax-free
reorganization under Section 368(a)(1)(D) of the Internal
Revenue Code. As a condition to the spin off, on
September 5, 2006 we distributed to Sara Lee a cash
dividend payment of $1.95 billion and repaid a loan from
Sara Lee in the amount of $450 million. As a result of the
spin off, Sara Lee ceased to own any equity interest in our
company and we became an independent, separately traded,
publicly held company. In this Quarterly Report on
Form 10-Q,
we describe the businesses contributed to us by Sara Lee in the
spin off as if the contributed businesses were our business for
all historical periods described. References in this Quarterly
Report on
Form 10-Q
to our historical assets, liabilities, products, businesses or
activities of our business are generally intended to refer to
the historical assets, liabilities, products, businesses or
activities of the contributed businesses as the businesses were
conducted as part of Sara Lee and its subsidiaries prior to the
spin off.
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