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Form 8-K CAL-MAINE FOODS INC For: May 12

May 12, 2021 5:00 PM EDT
exhibit991p1i0.jpg
Exhibit 99.1
-END-
Contacts:
Dolph Baker, Chairman and CEO
Max P. Bowman,
 
Vice President and CFO
(601) 948-6813
 
CAL-MAINE FOODS, INC. ACQUIRES REMAINING
 
INTEREST IN RED RIVER VALLEY EGG FARM
 
LLC
 
JACKSON, Miss. (May
 
12, 2021)
 
Cal-Maine Foods, Inc.
 
(NASDAQ: CALM) today
 
announced that the
Company has reached a definitive agreement to purchase the
 
remaining 50 percent membership interest
in Red
 
River Valley
 
Egg Farm,
 
LLC from
 
Rose Acre Farms, Inc.
 
The entity
 
will become
 
a wholly
 
owned
subsidiary
 
of
 
the
 
Company.
 
The
 
purchase
 
price
 
is
 
$48.5
 
million
 
for
 
the
 
balance
 
of
 
the
 
joint
 
venture’s
membership
 
interests.
 
Red
 
River
 
Valley
 
Egg
 
Farm,
 
LLC
 
owns
 
and
 
operates
 
a
 
specialty
 
shell
 
egg
production complex with approximately 1.7 million laying hens, pullet capacity, feed mill, processing plant,
related offices and
 
outbuildings and related
 
equipment located on
 
approximately 400 acres near
 
Bogata,
Texas.
 
The
 
Company
 
expects
 
to
 
close
 
the
 
transaction
 
by
 
the
 
end
 
of
 
the
 
month,
 
subject
 
to
 
customary
closing conditions.
 
 
 
Commenting on
 
the announcement,
 
Dolph Baker,
 
chairman and
 
chief executive
 
officer of
 
Cal
-
Maine
Foods, Inc., stated, “We
 
have enjoyed a good working
 
relationship with Rose
 
Acre Farms since we
 
formed
this
 
partnership
 
and
 
are
 
pleased
 
to
 
assume
 
full
 
ownership
 
of
 
Red
 
River
 
Valley
 
Egg
 
Farm.
 
When
 
it
commenced operations in
 
2015, Red River
 
Valley Egg Farm
 
significantly increased
 
the availability of
 
cage-
free
 
and
 
other
 
specialty
 
eggs
 
to
 
meet
 
the
 
growing
 
consumer
 
demand
 
for
 
those
 
products,
 
and
 
we
 
look
forward to
 
continuing to
 
support our
 
valued customers
 
in this
 
important region.
 
Red River
 
Valley Egg
 
Farm’s
experienced management team will
 
remain in place and be
 
integrated into Cal-Maine’s already
 
deep roots
in Texas.
 
We believe
 
this transaction
 
will offer
 
us additional
 
opportunities to
 
expand our
 
production capacity
and to meet the anticipated growing demand for cage-free and specialty
 
eggs.”
 
 
Cal-Maine Foods,
 
Inc. is
 
primarily engaged
 
in the
 
production, grading,
 
packing and
 
sale of fresh
shell eggs,
 
including
 
conventional,
 
cage-free,
 
organic
 
and
 
nutritionally
 
enhanced
 
eggs.
 
The Company,
which is headquartered in Jackson, Mississippi,
 
is the largest producer and
 
distributor of fresh shell eggs
in the
 
United States and
 
sells the majority of
 
its shell
 
eggs in
 
states across
 
the southwestern,
 
southeastern,
mid-western and mid-Atlantic regions of the United States.
 
Statements contained in this press release that
 
are not historical facts are
 
forward-looking statements as that
term is defined in the Private Securities
 
Litigation Reform Act of 1995. The forward
 
-looking statements are based on
management’s current intent, belief,
 
expectations, estimates and projections
 
regarding our company and
 
our industry.
These statements are not
 
guarantees of future
 
performance and involve
 
risks, uncertainties, assumptions
 
and other
factors that are difficult to predict and may be beyond our control. The factors that could cause actual results
 
to differ
materially from those
 
projected in the
 
forward-looking statements
 
include, among others,
 
(i) the risk
 
factors set forth
in
 
the
 
Company’s
 
SEC filings
 
(including
 
its Annual
 
Reports on
 
Form
 
10-K,
 
Quarterly
 
Reports
 
on
 
Form
 
10-Q
 
and
Current Reports on Form 8-K), (ii) the risks and hazards inherent in the shell
 
egg business (including disease, pests,
weather conditions and potential for
 
recall), (iii) changes in the
 
demand for and market prices
 
of shell eggs and feed
costs,
 
(iv)
 
our
 
ability
 
to
 
predict
 
and
 
meet
 
demand
 
for
 
cage-free
 
and
 
other
 
specialty
 
eggs,
 
(v)
 
risks,
 
changes
 
or
obligations that
 
could result
 
from our
 
future acquisition
 
of new flocks
 
or businesses
 
and risks
 
or changes
 
that may
cause
 
conditions
 
to
 
completing
 
a
 
pending
 
acquisition
 
not
 
to
 
be
 
met,(vi)
 
risks
 
relating
 
to
 
the
 
evolving
 
COVID-19
pandemic, and
 
(vii) adverse
 
results in pending
 
litigation matters.
 
SEC filings
 
may be obtained
 
from the
 
SEC or
 
the
Company’s website, www.calmainefoods.com. Readers are cautioned not to
 
place undue reliance on forward-looking
statements because,
 
while
 
we
 
believe the assumptions
 
on
 
which the
 
forward-looking
 
statements
 
are
 
based
 
are
reasonable, there can be no assurance that these forward-looking
 
statements will prove to be accurate.
 
Further, the
forward-looking statements included
 
herein are only
 
made as of the
 
respective dates thereof,
 
or if no date
 
is stated,
as of
 
the date
 
hereof.
 
Except as
 
otherwise
 
required
 
by law,
 
we disclaim
 
any intent
 
or obligation
 
to publicly
 
update
these forward-looking statements, whether as a result
 
of new information, future events or otherwise.
 
 


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