ConAgra Foods Announces Record Date and Distribution Date for Spin-off of Lamb Weston Business

ConAgra Foods Board of Directors Approves Conditional $1.25 Billion
Share Repurchase Plan

CHICAGO–(BUSINESS WIRE)–ConAgra Foods, Inc. (NYSE: CAG) today announced the record and
distribution dates for the spin-off of its Lamb Weston business, which
is expected to be effected through the distribution of 100 percent of
the common shares of Lamb Weston to holders of ConAgra Foods’ common
shares:

  • Record Date: 5:00 p.m. New York City time, on Nov. 1, 2016
  • Distribution Date: 11:59 p.m., New York City time, on Nov. 9, 2016

The completion of the distribution remains subject to customary closing
conditions, including the Securities and Exchange Commission having
declared effective Lamb Weston’s Registration Statement on Form 10.

ConAgra Foods also announced today that its board of directors approved
an increase to its existing share repurchase program, authorizing $1.25
billion of total expenditures on the program. The authorization is
contingent on the completion of the spin-off of the Lamb Weston business
and has no expiration date. Shares are expected to be repurchased
periodically, depending on market conditions and other factors, through
open-market or privately negotiated transactions. This authorization is
part of a broader capital allocation strategy that balances debt
reduction, a top-tier dividend, share repurchases and strategic growth
investments.

“Today’s announcement demonstrates continued progress in the spin-off of
the Lamb Weston business as well as ConAgra’s commitment to creating
shareholder value,” said Sean Connolly, president and chief executive
officer of ConAgra Foods. “It is an exciting time for Lamb Weston and
ConAgra Foods.”

ConAgra Foods, Inc. will be renamed Conagra Brands, Inc. upon completion
of the spin-off.

About ConAgra Foods

ConAgra Foods, Inc. (NYSE: CAG) is one of North America’s leading
packaged food companies with recognized brands such as Marie
Callender’s®, Healthy Choice®, Slim Jim®, Hebrew National®, Orville
Redenbacher’s®, Peter Pan®, Reddi-wip®, PAM®, Snack Pack®, Banquet®,
Chef Boyardee®, Egg Beaters®, Hunt’s®
and many other ConAgra Foods
brands found in grocery, convenience, mass merchandise and club stores.
ConAgra Foods also has a strong business-to-business presence, supplying
frozen potato and sweet potato products as well as other vegetable,
spice and grain products to a variety of well-known restaurants,
foodservice operators and commercial customers. For more information,
please visit us at www.conagrafoods.com.

Note on Forward-looking Statements

This press release contains forward-looking statements within the
meaning of the federal securities laws. These forward-looking statements
are based on management’s current expectations and are subject to
uncertainty and changes in circumstances. We undertake no responsibility
for updating these statements. Readers of this press release should
understand that these statements are not guarantees of performance or
results. Many factors could affect our actual financial results and
cause them to vary materially from the expectations contained in the
forward-looking statements, including those set forth in this press
release. These risks and uncertainties include, among other things: our
ability to successfully complete the spin-off of our Lamb Weston
business on a tax-free basis, within the expected time frame or at all,
and achieve the intended benefits of the spin-off; general economic and
industry conditions; our ability to successfully execute our long-term
value creation strategy; our ability to access capital; our ability to
execute our operating and restructuring plans and achieve our targeted
operating efficiencies, cost-saving initiatives, and trade optimization
programs; the effectiveness of our hedging activities, including
volatility in commodities that could negatively impact our derivative
positions and, in turn, our earnings; the competitive environment and
related market conditions; our ability to respond to changing consumer
preferences and the success of our innovation and marketing investments;
the ultimate impact of any product recalls and litigation, including
litigation related to the lead paint and pigment matters; actions of
governments and regulatory factors affecting our businesses, including
the Patient Protection and Affordable Care Act; the availability and
prices of raw materials, including any negative effects caused by
inflation or weather conditions; risks and uncertainties associated with
intangible assets, including any future goodwill or intangible assets
impairment charges; our ability to realize the synergies and benefits
contemplated by the Ardent Mills joint venture; the costs, disruption,
and diversion of management’s attention associated with campaigns
commenced by activist investors; and other risks described in our
reports filed from time to time with the Securities and Exchange
Commission. We caution readers not to place undue reliance on any
forward-looking statements included in this press release, which speak
only as of the date of this press release.

Contacts

ConAgra Foods, Inc.
MEDIA: Mike Cummins
312-549-5257
Michael.cummins@conagrafoods.com
or
INVESTORS:
Johan Nystedt
312-549-5002
IR@conagrafoods.com

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