8-KThe WireStrategic
Results of Operations
Filed Sep 23, 2019 · 6y ago · Accession 0001193125-19-252356
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT
REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): September 23, 2019
Conagra Brands, Inc.
(Exact Name of Registrant as Specified in its Charter)
Delaware
1-7275
47-0248710
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
222 W. Merchandise Mart Plaza,
Suite 1300
Chicago,
Illinois
60654
(Address of principal executive offices)
(Zip Code)
(312) 549-5000
(Registrants telephone number, including area code)
N/A
(Former name or
former address, if changed since last report)
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)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange
on which registered
Common Stock, $5.00 par value
CAG
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Item 2.02
Results of Operations and Financial Condition.
As previously disclosed, beginning with the first quarter of fiscal 2020, Conagra Brands, Inc. (the Company) no longer reports the
Pinnacle Foods Inc. (Pinnacle Foods) business, acquired in October 2018, as a standalone reporting segment. To better reflect how management is now managing the overall integrated business, the business components previously comprising
the Pinnacle Foods reporting segment have been allocated to the Companys other four reporting segments.
The Company is furnishing
with this Current Report on Form 8-K as Exhibit 99.1 certain historical unaudited financial information that has been recast to reflect this change. The recast historical financial information also reflects
(i) the reallocation of an immaterial amount of net sales and operating profit from the Companys Grocery & Snacks reporting segment to the Companys Foodservice reporting segment and (ii) the removal of certain
businesses divested in fiscal 2019 (the Wesson oil business and the Gelit pasta business) from historical organic net sales. This recast financial information is provided to ensure comparability and has no impact on the Companys previously
reported consolidated statements of operations, comprehensive income (loss), balance sheets, stockholders equity, and cash flows. The information in this Current Report on Form 8-K, including Exhibit
99.1, should be read in conjunction with the Companys Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q.
The information furnished pursuant to Item 2.02 of this Current Report on Form 8-K, including Exhibit
99.1, shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to liabilities under that section and shall not be deemed to be
incorporated by reference into any document filed under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01
Financial Statements and Exhibits.
Exhibit
No.
Description
99.1
Supplemental Historical Financial Information (Unaudited)
SIGNATURES
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.
CONAGRA BRANDS, INC.
By:
/s/ Colleen Batcheler
Name:
Colleen Batcheler
Title:
Executive Vice President, General
Counsel and Corporate Secretary
Date: September 23, 2019
Filing details
- Company
- CONAGRA BRANDS INC.
- Ticker
- CAG
- CIK
- 23217
- Form type
- 8-K
- Filing date
- Sep 23, 2019
- Report date
- Sep 23, 2019
- Document
- d780838d8k.htm
- Size
- 365 KB