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ConAgra (CAG), Cargill, CHS Form New 'Ardent Mills' Joint Venture

March 5, 2013 9:07 AM EST Send to a Friend
ConAgra Foods (NYSE: CAG), Cargill and CHS (Nasdaq: CHSCP) announced today a definitive agreement to combine their North American flour milling businesses to form Ardent Mills, a new flour milling company that will serve customers in the baking and food industries.

Ardent Mills will bring together two of the nation’s leading and most respected flour milling companies: ConAgra Mills and Horizon Milling, a Cargill-CHS joint venture formed in 2002. The new company will take advantage of the combined assets, capabilities and experience of ConAgra Foods, Cargill and CHS to bring innovative flour and grain products, services and solutions to the marketplace.

Ardent Mills’ vision will be to help customers increase their growth and profitability in an ever-changing marketplace. Its products will be backed by an extensive network of wheat sourcing capabilities and flour milling and bakery mix facilities across North America. The company will offer a unique set of services, including product development resources, technical and application support, supply chain management and commodity price risk management. Ardent Mills also will tap the market knowledge, transportation logistics, consumer insights, food ingredients and culinary expertise currently available through ConAgra Foods, Cargill and CHS.

Suppliers, including the many farmers and cooperatives that currently provide wheat to the milling operations of ConAgra Mills and Horizon Milling, are expected to benefit from the additional sourcing opportunities provided by Ardent Mills’ asset base, as well as from more opportunities to make value-adding connections to consumers.

Ardent Mills will operate as an independent joint venture of its three parent companies, Omaha, Neb.-based ConAgra Foods, Minneapolis, Minn.-based Cargill and St. Paul, Minn.-based CHS. Dan Dye, who currently serves as president of Horizon Milling, will lead Ardent Mills as chief executive officer once the new company is formed. Dye will be joined by Bill Stoufer, current president of ConAgra Mills, as Ardent Mills’ chief operating officer and chief integration officer. The company’s operations and services will be supported by 44 flour mills, three bakery mix facilities and a specialty bakery, all located in the U.S., Canada and Puerto Rico. The location of its headquarters will be determined at a later date.

ConAgra Foods and Cargill will each own a 44 percent stake in Ardent Mills, with CHS owning a 12 percent interest. All three companies will have representatives on Ardent Mills’ board of directors.

ConAgra Foods, Cargill and CHS will contribute their respective milling operations to Ardent Mills on a cash-free, debt-free basis in exchange for the agreed ownership interests. Sales for ConAgra Mills, currently a part of ConAgra Foods’ Commercial Foods segment, were approximately $1.8 billion in its fiscal year ended May 27, 2012. Sales for Horizon Milling were approximately $2.5 billion in its fiscal year ended May 31, 2012. The owners intend for Ardent Mills to be self-financed through cash flow from operations and its own bank debt and credit facility. The structure and amount of Ardent Mills’ debt financing will be determined during the pre-close period. The owners intend to receive cash distributions from Ardent Mills at closing. Initial estimates of the total proceeds to be distributed range from $800 million to $1 billion.

The formation of Ardent Mills is expected to be completed in late calendar year 2013, following regulatory clearances, financing and the satisfaction of customary closing conditions.




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