Conagra Brands Reports Fourth Quarter Results

Today Conagra Brands, Inc. (NYSE: CAG) reported results for the fourth quarter and full year fiscal year 2025, which ended on May 25, 2025. All comparisons are against the prior-year fiscal period, unless otherwise noted.

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Highlights

— Fourth quarter:

— Reported net sales decreased 4.3%; organic net sales decreased 3.5%

— Reported operating margin was 11.5%; adjusted operating margin was 13.8%

— Reported diluted earnings per share for the fourth quarter was $0.53; adjusted earnings per share (EPS) decreased 8.2% to $0.56

— Full year fiscal 2025:

— Reported net sales decreased 3.6%; organic net sales decreased 2.9%

— Reported operating margin increased 467 basis points to 11.8%; adjusted operating margin decreased 188 basis points to 14.1%

— Reported diluted EPS for fiscal 2025 increased 233.3% to $2.40; adjusted EPS decreased 13.9% to $2.30

— The company is providing fiscal 2026 guidance to reflect:

— Organic net sales growth of (1)% to 1% compared to fiscal 2025

— Adjusted operating margin between ~11.0% and ~11.5%

— Adjusted EPS between $1.70 and $1.85

CEO Perspective Sean Connolly, president and chief executive officer of Conagra Brands, commented, “I'm proud of the Conagra team for their hard work throughout fiscal 2025 as we navigated an environment that proved to be more challenging than we anticipated. We entered the year focused on returning volume to growth and delivered consistent progress through the first half. This resulted in a return to absolute volume growth in domestic retail in the second quarter, best-in-class market share performance, and first half EPS in line with our plan. While the second half was impacted by higher than expected inflation, foreign exchange headwinds, and supply constraints, our long-term value creation strategy remains unchanged.”

He continued, “In fiscal 2026, we expect elevated inflation and macroeconomic uncertainty to persist but remain focused on proactively managing the business by investing in our high-potential frozen and snacks domains, prioritizing volume strength, and further enhancing supply chain resiliency while continuing disciplined cost management and focus on cash flow. We believe that these actions will enable Conagra to deliver sustainable growth and stronger margins over time, creating meaningful long-term value for our stakeholders.”

Total CompanyFourth Quarter Results In the quarter, reported net sales decreased 4.3% to $2.8 billion reflecting:

— a 3.5% decrease in organic net sales;

— a 0.6% decrease from the unfavorable impact of foreign exchange; and

— a 0.2% decrease from the unfavorable impact of M&A.

The 3.5%decreasein organic net sales was driven by a1.0% negative impact from price/mix and a 2.5%decrease in volume, primarily due to lower consumption trends. In the quarter, the company gained volume share in categories including frozen desserts, microwave popcorn, refrigerated whipped topping, and pudding.

Gross profit decreased 12.1% to $707 million in the quarter and adjusted gross profitdecreased 10.7% to$717million versus the prior year as productivity was more than offset by lower net sales, the negative impact of cost of goods sold inflation, and unfavorable operating leverage.Gross margindecreased228 basis points to25.4% in the quarter, and adjusted gross margindecreased184 basis points to 25.8%.

Selling, general, and administrative expense (SG&A), which includes advertising and promotional expense (A&P), decreased17.2% to$333 million in the quarter and adjusted SG&A, which includes A&P, decreased 10.8% to$333 million primarily due to lower incentive compensation compared to the prior year quarter. A&P decreased 14.7% to $62 million compared to the prior year quarter.

Net interest expense was $102 million in the quarter. Compared to the prior-year period, net interest expense decreased 2.8% or $3 million due to a reduction in total debt.

The average diluted share count in the quarter was480 million shares.

In the quarter, net income attributable to Conagra Brands was $256 million, or$0.53 per diluted share. Adjusted net income attributable to Conagra Brandswas$270 million, or$0.56 per diluted share.

Adjusted EBITDA, which includes equity method investment earnings and pension and postretirement non-service income, was $544 million in the quarter.

Total Company Fiscal 2025Results For the full fiscal year, net salesdecreased 3.6% to$11.6 billion reflecting:

— a 2.9% decrease in organic net sales;

— a 0.4% decrease from the unfavorable impact of foreign exchange; and

— a 0.3% decrease from the unfavorable impact of M&A.

For the full fiscal year, gross profitdecreased 9.9% to$3.0 billion and adjusted gross profitdecreased 10.4% to$3.0 billion as higher productivity was more than offset by lower net sales, the negative impact of cost of goods sold inflation, andunfavorable operating leverage. Gross margindecreased 180 basis points to25.9% and adjusted gross margindecreased 194 basis points to 25.7%.

For the full fiscal year, EPSincreased 233.3% to$2.40 primarily due to wrapping non-cash goodwill and brand impairment charges in the prior year, and adjusted EPSdecreased 13.9% to $2.30.

Grocery & Snacks Segment Fourth Quarter Results Net sales for the Grocery & Snacks segment decreased 2.1% to $1.2 billion in the quarter, reflecting:

— a 3.3% decrease in organic net sales; and

— a 1.2% increase from the favorable impact of M&A.

The decrease in organic net sales was driven by a price/mix decrease of 1.7% of and a volume decrease of 1.6%.

Operating profit for the segmentincreased 19.6% to$210 million in the quarter and adjusted operating profitdecreased 11.7% to$226 millionas higher productivity and lower SG&A were more than offset by lower net sales and the negative impact cost of goods sold inflation. In addition, we wrapped a $7 million net benefit from insurance proceeds in the prior year related to lost sales from our fiscal 2023 canned meat recall.

Refrigerated & Frozen Segment Fourth Quarter Results Reported and organic net sales for the Refrigerated & Frozen segmentdecreased 4.4% to$1.1 billion in the quarter driven by a price/mix decrease of 2.3% and a volumedecrease of 2.1%.

Operating profit for the segment was $127 million and adjusted operating profitdecreased 10.1% to$171 million as higher productivity and lower SG&A were more than offset by lower net sales and the negative impact of cost of goods sold inflation.

International Segment Fourth Quarter Results Net sales for the International segmentdecreased 13.8% to$230 million in the quarter, reflecting:

— a 7.3% decrease from the unfavorable impact of M&A;

— a 7.3% decrease from the unfavorable impact of foreign exchange; and

— a 0.8% increase in organic net sales.

On an organic net sales basis, price/mixincreased 4.7% and volumedecreased 3.9%.

Operating profit for the segmentincreased 35.6% to$35 million in the quarter and adjusted operating profitincreased 22.7% to$35 million as higher productivity and lower SG&A more than offset the unfavorable impact of foreign exchange and the negative impactof cost of goods sold inflation.

Foodservice Segment Fourth Quarter Results Net sales for the Foodservice segment decreased 4.0% to $280 million in the quarter, reflecting:

— a 4.3% decrease in organic net sales; and

— a 0.3% increase from the favorable impact of M&A.

The decrease in organic net sales was driven by a price/mix increase of 3.3%and a volumedecrease of 7.6%.

Operating profit and adjusted operating profitfor the segmentdecreased 20.8% to$32 million in the quarter as higher productivity was more than offset by lower net sales, the negative impact of cost of goods sold inflation,and unfavorable operating leverage.

Other Fourth Quarter Items Corporate expensesdecreased 2.2% to$82 million in the quarter and adjusted corporate expensedecreased 6.7% to$78 million in the quarter driven by lower incentive compensation compared to the prior year quarter.

Pension and post-retirement non-service income was$17 million in the quarter compared to$12 million of income in the prior-year period. The increase was due to a non-cash settlement gain recognized in connection with our purchase of an annuity contract with a third-party insurance provider. Adjusted pension and post-retirement non-service income increased $3 million to $4 million in the quarter.

In the quarter, equity method investment earningsincreased23.4% to$57 million and adjusted equity method investment earnings increased 30.9% to $61 million driven by the results from the company's joint venture, Ardent Mills, reflecting improved commodity revenue, partially offset by continued lower volume trends as seen throughout the industry.

In the quarter, the effective tax rate was 12.7% compared to 5.8% in the prior-year. The adjusted effective tax rate was 22.3% compared to 21.1% in the prior-year period.

In the quarter, the company paid a dividend of $0.35 per share.

Cash Flow and Debt Update For the full fiscal year, the company generated $1.7 billion in net cash flows from operating activities compared to $2.0 billion in the prior year period. Capital expenditures were $389 million compared to $388 million in the prior year period, and free cash flow was $1.3 billion compared to $1.6 billion in the prior year. Dividends paid increased 1.5% versus the prior year to $669 million.

The company ended the year with net debt of $8.0 billion, representing a 4.4% reduction in net debt versus the prior year, resulting in a 3.6x net leverage ratio at fiscal year-end.

Dividend Update The company announced on July 9, 2025 that its Board of Directors had approved a quarterly dividend payment of $0.35 per share of Conagra common stock which will be paid on August 28, 2025 to stockholders of record as of the close of business on July 30, 2025, reflecting an annualized dividend rate of $1.40 per share.

Outlook The company is providing the following guidance for fiscal 2026:

— Organic net sales growth of (1)% to 1% compared to fiscal 2025

— Adjusted operating margin between ~11.0% and ~11.5%

— Adjusted EPS between $1.70 and $1.85

— Interest expense of approximately $400MM

— Equity earnings contribution of approximately $200MM

— Adjusted effective tax rate of approximately 23%

— Pension income of approximately $25MM

— Capital expenditures of approximately $450MM

— Free cash flow conversion of ~90%

— Net leverage ratio of approximately 3.85x

— The 53rd week is expected to add $0.05 to adjusted EPS

The company also expects cost of goods sold inflation to continue at an elevated level into fiscal 2026. Guidance anticipates core inflation to be approximately 4%. In addition, the company expects an impact to fiscal 2026 from previously announced U.S. tariffs. While the tariff situation remains fluid, guidance contemplates a 50% tariff rate on imported tin plate steel and aluminum, a 30% rate on limited imports from China, and a 10% reciprocal rate on imports from certain other countries. Combined, these tariffs are expected to increase cost of goods sold by approximately 3% annually, prior to mitigating actions including accelerated cost savings initiatives, sourcing alternatives, and targeted pricing actions. Taken together, the company expects total cost of goods sold inflation of approximately 7%.

The inability to predict the amount and timing of the impacts of foreign exchange, acquisitions, divestitures, and other items impacting comparability makes a detailed reconciliation of forward-looking non-GAAP financial measures impracticable. For the same reasons, the company is unable to address the probable significance of these items, which could be material to future results. Please see the end of this release for more information.

Items Affecting Comparability of EPS The following are included in the $0.53 diluted earnings per share for the fourth quarter of fiscal 2025 (EPS amounts are rounded and after tax). Please see the reconciliation schedules at the end of this release for additional details.

— Approximately $0.09 per diluted share of net expense related to brand impairment charges

— Approximately $0.06 per diluted share of net benefit related to a valuation allowance adjustment

— Approximately $0.02 per diluted share of net benefit related to anticipated legal matter recoveries

— Approximately $0.02 per diluted share of net expense related to restructuring plans

— Approximately $0.02 per diluted share of net benefit related to a pension settlement gain

— Approximately $0.01 per diluted share of net expense related to corporate hedging derivative losses

— Approximately $0.01 per diluted share of net expense related to Ardent Mills restructuring activities

The following are included in the $1.18 of diluted loss per share for the fourth quarter of fiscal 2024 (EPS amounts are rounded and after tax). Please see the reconciliation schedules at the end of this release for additional details.

— Approximately $1.77 per diluted share of net expense related to goodwill and brand impairment charges

— Approximately $0.06 per diluted share of net expense related to restructuring plans

— Approximately $0.02 per diluted share of net benefit related to a pension valuation adjustment

— Approximately $0.01 per diluted share of net benefit related to corporate hedging derivative gains

— Approximately $0.01 per diluted share of net benefit related to fire related insurance recoveries

Please note that certain prior year amounts have been reclassified to conform with current year presentation.

Discussion of Results and Outlook Conagra Brands will issue pre-recorded remarks prior to hosting a live Q&A conference call and webcast at 9:30 a.m. Eastern time today to discuss the company's results and outlook. The live audio webcast Q&A conference call, pre-recorded remarks, transcript of the pre-recorded remarks, and presentation slides will be available on www.conagrabrands.com/investor-relations under Events & Presentations. The Q&A conference call may be accessed by dialing 1-877-883-0383 for participants in the U.S. and 1-412-902-6506 for all other participants and using passcode 5130344. Please dial in 10 to 15 minutes prior to the call start time. A replay of the Q&A conference call will be available on www.conagrabrands.com/investor-relations under Events & Presentations until July 10, 2026.

About Conagra Brands Conagra Brands, Inc. (NYSE: CAG), is one of North America's leading branded food companies. We combine a 100-year history of making quality food with agility and a relentless focus on collaboration and innovation. The company's portfolio is continuously evolving to satisfy consumers' ever-changing food preferences. Conagra's brands include Birds Eye®, Duncan Hines®, Healthy Choice®, Marie Callender's®, Reddi-wip®, Slim Jim®, Angie's® BOOMCHICKAPOP®, and many more. As a corporate citizen, we aim to do what's right for our business, our employees, our communities and the world. Headquartered in Chicago, Conagra Brands generated fiscal 2025 net sales of nearly $12 billion. For more information, visit www.conagrabrands.com.

Note on Forward-Looking Statements The information contained in this document includes forward-looking statements within the meaning of the federal securities laws. Examples of forward-looking statements include statements regarding our expected future financial performance or position, results of operations, business strategy, plans and objectives of management for future operations, and other statements that are not historical facts. You can identify forward-looking statements by their use of forward-looking words, such as “may”, “will”, “anticipate”, “expect”, “believe”, “estimate”, “intend”, “plan”, “should”, “seek”, or comparable terms.

Readers of this document should understand that these forward-looking statements are not guarantees of performance or results. Forward-looking statements provide our current expectations and beliefs concerning future events and are subject to risks, uncertainties, and factors relating to our business and operations, all of which are difficult to predict and could cause our actual results to differ materially from the expectations expressed in or implied by such forward-looking statements. These risks, uncertainties, and factors include, among other things: risks associated with general economic and industry conditions, including inflation, reduced consumer confidence and spending, declining benefits or increased limitations under government food assistance programs for consumers, rising unemployment, recessions, increased energy costs, supply chain challenges, increased tariffs and taxes, labor shortages, and geopolitical conflicts; risks related to the availability and prices of commodities and other supply chain resources, including raw materials, packaging, energy, and transportation, weather conditions, health pandemics or outbreaks of disease, actual or threatened hostilities or war, or other geopolitical uncertainty; disruptions or inefficiencies in our supply chain and/or operations; risks related to the effectiveness of our hedging activities and ability to respond to volatility in commodities; risks related to the ultimate impact of, including reputational harm caused by, any product recalls and product liability or labeling litigation, including litigation related to lead-based paint and pigment and cooking spray; risks related to our ability to execute operating and value creation plans and achieve returns on our investments and targeted operating efficiencies from cost-saving initiatives, and to benefit from trade optimization programs; risks related to our ability to deleverage on currently anticipated timelines, and to continue to access capital on acceptable terms or at all; risks related to the Company's competitive environment, cost structure, and related market conditions; risks related to our ability to respond to changing consumer preferences including health and wellness perceptions and the success of our innovation and marketing investments; risks associated with actions by our customers, including changes in distribution and purchasing terms; risks related to the seasonality of our business; risks associated with our contract manufacturing arrangements and other third-party service provider dependencies; risks associated with actions of governments and regulatory bodies that affect our businesses, including the ultimate impact of new or revised regulations or interpretations including to address climate change; risks related to the Company's ability to execute on its strategies or achieve expectations related to environmental, social, and governance matters, including as a result of evolving legal, regulatory, and other standards, processes, and assumptions, the pace of scientific and technological developments, increased costs, the availability of requisite financing, and changes in carbon pricing or carbon taxes; risks related to a material failure in or breach of our or our vendors' information technology systems and other cybersecurity incidents; risks related to our ability to identify, attract, hire, train, retain and develop qualified personnel; risks of increased pension, labor or people-related expenses; risks and uncertainties associated with intangible assets, including any future goodwill or intangible assets impairment charges; risks relating to our ability to protect our intellectual property rights; risks relating to acquisition, divestiture, joint venture or investment activities; the amount and timing of future dividends, which remain subject to Board approval and depend on market and other conditions; the amount and timing of future stock repurchases; and other risks described in our reports filed from time to time with the U.S. Securities and Exchange Commission (the “SEC”). We caution readers not to place undue reliance on any forward-looking statements included in this document, which speak only as of the date of this document. We undertake no responsibility to update these statements, except as required by law.

Note on Non-GAAP Financial Measures This document includes certain non-GAAP financial measures, including adjusted EPS, organic net sales, adjusted gross profit, adjusted operating profit, adjusted SG&A, adjusted corporate expenses, adjusted gross margin, adjusted operating margin, adjusted effective tax rate, adjusted net income attributable to Conagra Brands, free cash flow, net debt, net leverage ratio, and adjusted EBITDA. Management considers GAAP financial measures as well as such non-GAAP financial information in its evaluation of the company's financial statements. We believe these non-GAAP financial measures provide useful supplemental information to investors to facilitate year-over-year comparisons by removing non-recurring items and other items impacting comparability such as the impacts of foreign exchange, divested businesses and acquisitions, as well as the impact of any 53rd week, as noted in more detail for each measure below. We also believe the below financial measures are used by investors and analysts to assess the company's operating performance and financial position. These measures should be viewed in addition to, and not in lieu of, the company's diluted earnings per share, operating performance and financial measures as calculated in accordance with GAAP.

Organic net sales excludes, from reported net sales, the impacts of foreign exchange, divested businesses and acquisitions, as well as the impact of any 53rd week to provide a more transparent view of year-over-year comparability. All references to changes in volume and price/mix throughout this release are on an organic net sales basis.

Free cash flow is net cash from operating activities less additions to property, plant and equipment. Free cash flow conversion is free cash flow divided by adjusted net income attributable to Conagra Brands, Inc. We use this non-GAAP financial measure to provide additional information about the amount of cash available for debt repayment, dividend distributions, acquisition opportunities, and share repurchases after all of the company's business needs and obligations are met.

References to adjusted items throughout this release refer to measures computed in accordance with GAAP less the impact of items impacting comparability. Items impacting comparability are income or expenses (and related tax impacts) that management believes have had, or are likely to have, a significant impact on the earnings of the applicable business segment or on the total corporation for the period in which the item is recognized, and are not indicative of the company's core operating results. We exclude these items that we believe affect comparability of underlying results from period to period and may obscure trends in our underlying profitability.

During the third quarter of fiscal 2025, we revised our calculation methodology for Adjusted SG&A to include advertising and promotional (A&P) expense. Prior-year periods have been recast to reflect this new calculation methodology. Please refer to the tables in this press release for a reconciliation of this non-GAAP financial measures using the updated calculation method to the most directly comparable financial measure calculated in accordance with U.S. GAAP which include information about A&P expense in the footnotes.

References to earnings before interest, taxes, depreciation, and amortization (EBITDA) refer to net income attributable to Conagra Brands before the impacts of discontinued operations, income tax expense (benefit), interest expense, depreciation, and amortization. For adjusted EBITDA, we exclude items resulting from infrequently occurring events or items that we believe significantly affect the year-to-year assessment of the company's operating results.

Hedge gains and losses are generally aggregated, and net amounts are reclassified from unallocated corporate expense to the operating segments when the underlying commodity or foreign currency being hedged is expensed in segment cost of goods sold. The net change in the derivative gains (losses) included in unallocated corporate expense during the period is reflected as a comparability item, Corporate hedging derivate gains (losses). Since our hedging contracts are generally for future periods, this adjustment facilitates year-over-year comparisons of cost of goods sold, matching the derivative gains and losses with the underlying economic exposure being hedged for the period.

Note on Forward-Looking Non-GAAP Financial Measures Our fiscal 2026 guidance includes certain non-GAAP financial measures (organic net sales growth, adjusted operating margin, adjusted EPS, net leverage ratio, and adjusted effective tax rate) that are presented on a forward-looking basis. Historically, the company has calculated these non-GAAP financial measures excluding the impact of certain items such as, but not limited to, foreign exchange, acquisitions, divestitures, restructuring expenses, the extinguishment of debt, hedging gains and losses, impairment charges, legacy legal contingencies, and unusual tax items. Reconciliations of these forward-looking non-GAAP financial measures to the most directly comparable GAAP financial measures are not provided because the company is unable to provide such reconciliations without unreasonable effort, due to the uncertainty and inherent difficulty of predicting the timing and financial impact of such items. For the same reasons, the company is unable to address the probable significance of the unavailable information, which could be material to future results.

Conagra Brands, Inc.Consolidated Statements of Operations(in millions)(unaudited) FOURTH QUARTER Thirteen Weeks Ended Thirteen Weeks Ended May 25, 2025 May 26, 2024 Percent ChangeNet sales $ 2,781.8 $ 2,905.9 (4.3)%Cost of goods sold 2,074.6 2,101.0 (1.3)%Gross profit $ 707.2 $ 804.9 (12.1)%Selling, general and administrative expenses 333.0 402.1 (17.2)%Goodwill impairment charges – 526.5 (100.0)%Other intangible asset impairment charges 53.2 430.2 (87.6)%Loss on divestitures – 2.2 (100.0)%Operating profit (loss) $ 321.0 $ (556.1) N/APension and postretirement non-service income 16.6 12.4 33.7%Interest expense, net 101.8 104.7 (2.8)%Equity method investment earnings 57.4 46.6 23.4%Income (loss) before income taxes $ 293.2 $ (601.8) N/AIncome tax (benefit) expense 37.2 (34.6) N/ANet income (loss) $ 256.0 $ (567.2) N/ALess: Net income attributable to noncontrolling interests – 0.1 (100.0)%Net income (loss) attributable to Conagra Brands, Inc. $ 256.0 $ (567.3) N/AEarnings (loss) per share – basicNet income (loss) attributable to Conagra Brands, Inc. $ 0.54 $ (1.18) N/AWeighted average shares outstanding 478.2 478.8 (0.1)%Earnings (loss) per share – dilutedNet income (loss) attributable to Conagra Brands, Inc. $ 0.53 $ (1.18) N/AWeighted average share and share equivalents outstanding1 479.5 478.8 0.1%1In Q4 FY24, we reported a GAAP net loss. In periods when we recognize a net loss, we exclude the impact of outstanding stock awards from the diluted loss per share calculation, as their inclusion would have an anti-dilutive effect. The weighted average diluted share count was 480 million shares.Conagra Brands, Inc.Consolidated Statements of Earnings(in millions)(unaudited) FISCAL YEAR Fifty- Fifty- TwoWeeksEnded TwoWeeksEnded May 25, 2025 May 26, 2024 Percent ChangeNet sales $ 11,612.8 $ 12,050.9 (3.6)%Cost of goods sold 8,609.3 8,717.5 (1.2)%Gross profit $ 3,003.5 $ 3,333.4 (9.9)%Selling, general and administrative expenses 1,537.3 1,487.5 3.3%Goodwill impairment charges – 526.5 (100.0)%Other intangible asset impairment charges 72.1 430.2 (83.3)%Loss on divestitures 29.5 36.4 (18.9)%Operating profit $ 1,364.6 $ 852.8 60.0%Pension and postretirement non-service income 25.9 10.3 151.1%Interest expense, net 416.7 430.5 (3.2)%Equity method investment earnings 182.4 177.6 2.7%Income before income taxes $ 1,156.2 $ 610.2 89.5%Income tax expense 3.7 262.5 (98.6)%Net income $ 1,152.5 $ 347.7 231.4%Less: Net income attributable to noncontrolling interests 0.1 0.5 (88.5)%Net income attributable to Conagra Brands, Inc. $ 1,152.4 $ 347.2 231.9%Earnings per share – basicNet income attributable to Conagra Brands, Inc. $ 2.41 $ 0.73 230.1%Weighted average shares outstanding 478.3 478.6 (0.1)%Earnings per share – dilutedNet income attributable to Conagra Brands, Inc. $ 2.40 $ 0.72 233.3%Weighted average share and share equivalents outstanding 479.7 480.0 (0.1)%Conagra Brands, Inc.Consolidated Balance Sheets(in millions)(unaudited) May 25, 2025 May 26, 2024ASSETSCurrent assetsCash and cash equivalents $ 68.0 $ 77.7Receivables, less allowance for doubtful accounts of $3.6 and $3.0 770.0 871.8Inventories 2,048.3 1,981.5Prepaids and other current assets 90.6 85.0Current assets held for sale 94.1 133.5Total current assets 3,071.0 3,149.5Property, plant and equipment 6,574.1 6,314.3Less: Accumulated depreciation (3,738.2) (3,493.3)Property, plant and equipment, net 2,835.9 2,821.0Goodwill 10,501.9 10,325.9Brands, trademarks and other intangibles, net 2,421.1 2,484.8Other assets 1,571.0 1,430.1Noncurrent assets held for sale 533.0 651.0 $ 20,933.9 $ 20,862.3LIABILITIES AND STOCKHOLDERS' EQUITYCurrent liabilitiesNotes payable $ 804.7 $ 928.4Current installments of long-term debt 1,028.8 20.3Accounts and other payables 1,590.1 1,493.7Accrued payroll 146.0 193.3Other accrued liabilities 744.7 588.6Current liabilities held for sale 2.7 17.5Total current liabilities 4,317.0 3,241.8Senior long-term debt, excluding current installments 6,234.1 7,492.6Deferred income taxes 810.3 1,024.2Other noncurrent liabilities 639.6 587.6Noncurrent liabilities held for sale 0.2 4.8Total liabilities 12,001.2 12,351.0Common stockholders' equityCommon stock of $5 par value, authorized 1,200,000,000 shares; issued 584,219,229 2,921.2 2,921.2Additional paid-in capital 2,347.2 2,363.2Retained earnings 6,759.1 6,276.3Accumulated other comprehensive income (loss) 16.3 (35.5)Less treasury stock, at cost, common shares 106,846,304 and 106,050,133 (3,111.1) (3,084.8)Total Conagra Brands common stockholders' equity 8,932.7 8,440.4Noncontrolling interests – 70.9Total stockholders' equity 8,932.7 8,511.3 $ 20,933.9 $ 20,862.3Conagra Brands, Inc. and SubsidiariesConsolidated Statements of Cash Flows(in millions)(unaudited) Fifty-TwoWeeksEnded Fifty-TwoWeeksEnded May 25, 2025 May 26, 2024Cash flows from operating activities:Net income $ 1,152.5 $ 347.7Adjustments to reconcile net income to net cash flows from operating activities:Depreciation and amortization 390.2 400.9Asset impairment charges 177.0 1,035.5Equity method investment earnings less than (in excess of) distributions (22.1) 74.0Stock-settled share-based payments expense 41.5 30.8Contributions to pension plans (11.9) (12.2)Pension benefit (19.6) (0.6)Other items 7.1 16.4Change in operating assets and liabilities excluding effects of business acquisitionsand dispositions:Receivables 173.8 77.2Inventories (35.6) 131.9Deferred income taxes and income taxes payable, net (224.0) (81.1)Prepaid expenses and other current assets (0.9) (2.2)Accounts and other payables 49.6 (22.7)Accrued payroll (45.9) 29.7Other accrued liabilities (0.9) (20.0)Litigation receivables, net of recoveries (67.1) (14.7)Litigation accruals, net of payments 128.2 25.0Net cash flows from operating activities 1,691.9 2,015.6Cash flows from investing activities:Additions to property, plant and equipment (389.3) (388.1)Sale of property, plant and equipment 3.4 0.8Purchase of marketable securities – (10.3)Sale of marketable securities – 10.3Purchase of businesses, net of cash acquired (230.6) -Proceeds from divestitures, net of cash divested 76.8 -Proceeds from insurance recoveries – 11.9Other items (2.5) 0.4Net cash flows from investing activities (542.2) (375.0)Cash flows from financing activities:Issuances of short-term borrowings, maturities greater than 90 days 338.0 466.6Repayment of short-term borrowings, maturities greater than 90 days (135.3) (185.9)Net issuance (repayment) of other short-term borrowings, maturities less than or equal to (328.3) 9.990 daysIssuance of long-term debt – 500.0Repayment of long-term debt (281.3) (1,772.6)Debt issuance costs – (3.3)Repurchase of Conagra Brands, Inc. common shares (64.0) -Cash dividends paid (669.2) (659.3)Exercise of stock options and issuance of other stock awards, including tax withholdings (20.6) (13.8)Other items 2.4 1.7Net cash flows from financing activities (1,158.3) (1,656.7)Effect of exchange rate changes on cash and cash equivalents (2.4) 1.2Net change in cash and cash equivalents, including cash balances classified as assets held for (11.0) (14.9)saleLess: Net change in cash balances classified as assets held for sale (1.3) 0.7Net change in cash and cash equivalents (9.7) (15.6)Cash and cash equivalents at beginning of period 77.7 93.3Cash and cash equivalents at end of period $ 68.0 $ 77.7Conagra Brands, Inc.Reconciliation of Q4 FY25 and FY25 Organic Net Sales by Segment – YOY Change(in millions) Refrigerated & Total ConagraQ4 FY25 Grocery & Snacks Frozen International Foodservice BrandsNet Sales $ 1,150.2 $ 1,121.8 $ 230.1 $ 279.7 $ 2,781.8Impact of foreign exchange – – 17.8 – 17.8Net sales from acquired businesses (14.7) – – (0.9) (15.6)Organic Net Sales $ 1,135.5 $ 1,121.8 $ 247.9 $ 278.8 $ 2,784.0Year-over-year change – Net Sales (2.1)% (4.4)% (13.8)% (4.0)% (4.3)%Impact of foreign exchange (pp) – – 7.3 – 0.6Net sales from acquired businesses (pp) (1.2) – – (0.3) (0.5)Net sales from divested businesses (pp) – – 7.3 – 0.7Organic Net Sales (3.3)% (4.4)% 0.8% (4.3)% (3.5)%Volume (1.6)% (2.1)% (3.9)% (7.6)% (2.5)%Price/Mix (1.7)% (2.3)% 4.7% 3.3% (1.0)% Refrigerated & Total ConagraQ4 FY24 Grocery & Snacks Frozen International Foodservice BrandsNet Sales $ 1,174.7 $ 1,173.0 $ 266.8 $ 291.4 $ 2,905.9Net sales from divested businesses – – (20.8) – (20.8)Organic Net Sales $ 1,174.7 $ 1,173.0 $ 246.0 $ 291.4 $ 2,885.1 Refrigerated & Total ConagraFY25 Grocery & Snacks Frozen International Foodservice BrandsNet Sales $ 4,899.3 $ 4,662.3 $ 956.5 $ 1,094.7 $ 11,612.8Impact of foreign exchange – – 57.2 – 57.2Net sales from acquired businesses (38.0) – – (2.0) (40.0)Net sales from divested businesses – – (23.6) – (23.6)Organic Net Sales $ 4,861.3 $ 4,662.3 $ 990.1 $ 1,092.7 $ 11,606.4Year-over-year change – Net Sales (1.2)% (4.2)% (11.3)% (4.7)% (3.6)%Impact of foreign exchange (pp) – – 5.7 – 0.4Net sales from acquired businesses (pp) (0.8) – – (0.1) (0.3)Net sales from divested businesses (pp) – – 6.1 – 0.6Organic Net Sales (2.0)% (4.2)% 0.5% (4.8)% (2.9)%Volume (1.1)% (0.7)% (3.4)% (8.1)% (1.7)%Price/Mix (0.9)% (3.5)% 3.9% 3.3% (1.2)% Refrigerated & Total ConagraFY24 Grocery & Snacks Frozen International Foodservice BrandsNet Sales $ 4,958.7 $ 4,865.5 $ 1,078.3 $ 1,148.4 $ 12,050.9Net sales from divested businesses – – (93.2) – (93.2)Organic Net Sales $ 4,958.7 $ 4,865.5 $ 985.1 $ 1,148.4 $ 11,957.7Conagra Brands, Inc.Reconciliation of Q4 FY25 Adj. Operating Profit by Segment – YOY Change(in millions) Grocery & Refrigerated & Corporate Total ConagraQ4 FY25 Snacks Frozen International Foodservice Expense BrandsOperating Profit $ 209.5 $ 126.5 $ 35.2 $ 31.5 $ (81.7) $ 321.0Restructuring plans 4.9 2.0 0.1 – 4.0 11.0Brand impairment charges 11.2 42.0 – – – 53.2Acquisitions and divestitures – – – – 0.8 0.8Legal matter recoveries – – – – (10.5) (10.5)Corporate hedging derivative losses (gains) – – – – 9.1 9.1Adjusted Operating Profit $ 225.6 $ 170.5 $ 35.3 $ 31.5 $ (78.3) $ 384.6Operating Profit Margin 18.2% 11.3% 15.3% 11.3% 11.5%Adjusted Operating Profit Margin 19.6% 15.2% 15.4% 11.3% 13.8%Year-over-year % change – Operating 19.6% N/A 35.6% (20.8)% (2.2)% N/AProfitYear-over year % change – Adjusted (11.7)% (10.1)% 22.7% (20.8)% (6.7)% (10.5)%Operating ProfitYear-over-year bps change – Operating 330 bps N/A 557 bps (238) bps N/AProfitYear-over-year bps change – Adjusted (214) bps (97) bps 457 bps (238) bps (96) bpsOperating Profit Grocery & Refrigerated & Corporate Total ConagraQ4 FY24 Snacks Frozen International Foodservice Expense BrandsOperating Profit (Loss) $ 175.2 $ (713.4) $ 26.1 $ 39.7 $ (83.7) $ (556.1)Restructuring plans 2.6 30.5 0.6 – 3.3 37.0Goodwill and brand impairment charges 77.6 879.1 – – – 956.7Legal matters, net of recoveries – – – – 2.9 2.9Fire related insurance recoveries – (6.5) – – – (6.5)Impairment of business held for sale – – 2.2 – – 2.2Corporate hedging derivative losses (gains) – – – – (6.5) (6.5)Adjusted Operating Profit $ 255.4 $ 189.7 $ 28.9 $ 39.7 $ (84.0) $ 429.7Operating Profit Margin 14.9% (60.8)% 9.7% 13.6% (19.1)%Adjusted Operating Profit Margin 21.8% 16.2% 10.8% 13.6% 14.8%Conagra Brands, Inc.Reconciliation of FY25 Adj. Operating Profit by Segment – YOY Change(in millions) Grocery & Refrigerated & Corporate Total ConagraFY25 Snacks Frozen International Foodservice Expense BrandsOperating Profit $ 989.4 $ 500.8 $ 142.8 $ 131.0 $ (399.4) $ 1,364.6Restructuring plans 15.7 80.5 (1.2) – 6.7 101.7Legal matters, net of recoveries – – – – 88.7 88.7Fire related insurance recoveries – (17.0) – – – (17.0)Consulting fees on tax matters – – – – 2.0 2.0Loss on sale of business – – 2.3 – – 2.3Brand impairment charges 11.9 60.2 – – – 72.1Acquisitions and divestitures – – – – 1.1 1.1Impairment of business held for sale – 27.2 – – – 27.2Corporate hedging derivative losses (gains) – – – – (8.2) (8.2)Adjusted Operating Profit $ 1,017.0 $ 651.7 $ 143.9 $ 131.0 $ (309.1) $ 1,634.5Operating Profit Margin 20.2% 10.7% 14.9% 12.0% 11.8%Adjusted Operating Profit Margin 20.8% 14.0% 15.1% 12.0% 14.1%Year-over-year % change – Operating (2.3)% N/A 45.9% (16.7)% 24.0% 60.0%ProfitYear-over year % change – Adjusted (7.6)% (20.1)% (7.1)% (13.4)% 3.1% (15.0)%Operating ProfitYear-over-year bps change – Operating (22) bps N/A 586 bps (172) bps 467 bpsProfitYear-over-year bps change – Adjusted (143) bps (279) bps 67 bps (121) bps (188) bpsOperating Profit Grocery & Refrigerated & Corporate Total ConagraFY24 Snacks Frozen International Foodservice Expense BrandsOperating Profit (Loss) $ 1,012.4 $ (92.5) $ 97.9 $ 157.2 $ (322.2) $ 852.8Restructuring plans 10.3 32.1 20.8 – 3.4 66.6Impairment of business held for sale – – 36.4 – – 36.4Acquisitions and divestitures – – – – 0.2 0.2Goodwill and brand impairment charges 77.6 879.1 – – – 956.7Legal matters, net of recoveries – – – – 34.8 34.8Fire related insurance recoveries, net – (2.8) – (5.9) – (8.7)Corporate hedging derivative losses (gains) – – – – (16.1) (16.1)Adjusted Operating Profit $ 1,100.3 $ 815.9 $ 155.1 $ 151.3 $ (299.9) $ 1,922.7Operating Profit Margin 20.4% (1.9)% 9.1% 13.7% 7.1%Adjusted Operating Profit Margin 22.2% 16.8% 14.4% 13.2% 16.0%Conagra Brands, Inc.Reconciliation of Q4 FY25 Adj. Gross Margin, Adj. Gross Profit, Adj. SG&A, Adj. Net Income, and Adj. EPS – YOY(in millions) Diluted EPS from income attributable to Selling, general Net income Conagra and Income attributable to Brands, Inc administrative Operating before income Income tax Conagra commonQ4 FY25 Gross profit expenses 1 profit taxes expense Income tax rate Brands, Inc. stockholdersReported $ 707.2 $ 333.0 $ 321.0 $ 293.2 $ 37.2 $ 12.7% $ 256.0 $ 0.53% of Net Sales 25.4% 12.0% 11.5%Restructuring plans 1.0 10.0 11.0 11.0 2.7 8.3 0.02Corporate hedging derivative losses (gains) 9.1 – 9.1 9.1 2.3 6.8 0.01Legal matter recoveries – (10.5) (10.5) (10.5) (2.6) (7.9) (0.02)Brand impairment charges – – 53.2 53.2 12.3 40.9 0.09Acquisitions and divestitures – 0.8 0.8 0.8 0.1 0.7 -Ardent JV restructuring activities – – – 3.6 0.8 2.8 0.01Valuation allowance adjustment – – – – 27.7 (27.7) (0.06)Pension settlement gain – – – (13.0) (3.2) (9.8) (0.02)Adjusted $ 717.3 $ 332.7 $ 384.6 $ 347.4 $ 77.3 22.3% $ 270.1 $ 0.56% of Net Sales 25.8% 12.0% 13.8%Year-over-year % of net sales change – reported (228) bps (186) bps N/AYear-over-year % of net sales change – adjusted (184) bps (88) bps (96) bpsYear-over-year change – reported (12.1)% (17.2)% (157.7)% N/A N/A N/A N/AYear-over-year change – adjusted (10.7)% (10.8)% (10.5)% (6.7)% (1.8)% (8.0)% (8.2)% Diluted EPS from income (loss) attributable to Selling, general Net income (loss) Conagra and Income (loss) Income tax attributable to Brands, Inc administrative Operating before income expense Conagra commonQ4 FY24 Gross profit expenses 1 profit (loss) taxes (benefit) Income tax rate Brands, Inc. stockholders 2Reported $ 804.9 $ 402.1 $ (556.1) $ (601.8) $ (34.6) $ 5.8% $ (567.3) $ (1.18)% of Net Sales 27.7% 13.8% (19.1)%Restructuring plans 10.9 26.1 37.0 37.0 9.1 27.9 0.06Goodwill and brand impairment charges – – 956.7 956.7 109.0 847.7 1.77Corporate hedging derivative losses (gains) (6.5) – (6.5) (6.5) (1.6) (4.9) (0.01)Legal matters, net of recoveries – 2.9 2.9 2.9 0.7 2.2 -Fire related insurance recoveries, net (6.5) – (6.5) (6.5) (1.6) (4.9) (0.01)Impairment of business held for sale – – 2.2 2.2 0.5 1.7 -Pension valuation adjustment – – – (11.5) (2.8) (8.7) (0.02)Adjusted $ 802.8 $ 373.1 $ 429.7 $ 372.5 $ 78.7 $ 21.1% $ 293.7 $ 0.61% of Net Sales 27.6% 12.8% 14.8%1 Includes advertising and promotion (A&P) expense of $62.1 million and $72.8 million for Q4 FY25 and Q4 FY24, respectively. A&P as a percentage of net sales was 2.2% and 2.5% for Q4 FY25 and Q4 FY24, respectively. During the third quarter of fiscal 2025, we revised our calculation methodology for Adjusted SG&A to include advertising and promotional (A&P) expense. Prior-year periods have been recast to reflect this new calculation methodology.2In Q4 FY24, we reported a GAAP net loss. In periods when we recognize a net loss, we exclude the impact of outstanding stock awards from the diluted loss per share calculation, as their inclusion would have an anti-dilutive effect. The adjusted diluted earnings per share calculation includes the impact of outstanding stock awards.Conagra Brands, Inc.Reconciliation of FY25 Adj. Gross Margin, Adj. Gross Profit, Adj. SG&A, Adj. Net Income, and Adj. EPS – YOY Change(in millions) Diluted EPS from income attributable Selling, general Net income to Conagra and attributable to Brands, Inc administrative Operating Income before Income tax Conagra commonFY25 Gross profit expenses 1 profit income taxes expense Income tax rate Brands, Inc. stockholdersReported $ 3,003.5 $ 1,537.3 $ 1,364.6 $ 1,156.2 $ 3.7 $ 0.3% $ 1,152.4 $ 2.40% of Net Sales 25.9% 13.2% 11.8%Restructuring plans 10.6 91.1 101.7 101.7 24.7 77.0 0.16Loss on sale of business – – 2.3 2.3 0.8 1.5 -Corporate hedging derivative losses (gains) (8.2) – (8.2) (8.2) (2.0) (6.2) (0.01)Fire related insurance recoveries (17.0) – (17.0) (17.0) (4.2) (12.8) (0.03)Consulting fees on tax matters – 2.0 2.0 2.0 0.5 1.5 -Legal matters, net of recoveries – 88.7 88.7 88.7 21.7 67.0 0.14Brand impairment charges – – 72.1 72.1 16.7 55.4 0.12Impairment of business held for sale – – 27.2 27.2 4.3 22.9 0.05Acquisitions and divestitures – 1.1 1.1 1.1 0.2 0.9 -Ardent JV restructuring activities – – – 7.2 1.7 5.5 0.01Valuation allowance adjustment – – – – 253.5 (253.5) (0.53)Pension settlement gain – – – (13.0) (3.2) (9.8) (0.02)Rounding – – – – – – 0.01Adjusted $ 2,988.9 $ 1,354.4 $ 1,634.5 $ 1,420.3 $ 318.4 $ 22.4% $ 1,101.8 $ 2.30% of Net Sales 25.7% 11.7% 14.1%Year-over-year % of net sales change – reported (180) bps 89 bps 467 bpsYear-over-year % of net sales change – adjusted (194) bps (6) bps (188) bpsYear-over-year change – reported (9.9)% 3.3% 60.0% 89.5% (98.6)% 231.9% 233.3%Year-over-year change – adjusted (10.4)% (4.2)% (15.0)% (14.9)% (18.0)% (13.9)% (13.9)% Diluted EPS from income attributable Selling, general Net income toConagra and attributable to Brands,Inc administrative Operating Income before Income tax Conagra commonFY24 Gross profit expenses 1 profit incometaxes expense Income tax rate Brands,Inc. stockholdersReported $ 3,333.4 $ 1,487.5 $ 852.8 $ 610.2 $ 262.5 $ 43.0% $ 347.2 $ 0.72% of Net Sales 27.7% 12.3% 7.1%Restructuring plans 19.1 47.5 66.6 66.6 16.7 49.9 0.10Acquisitions and divestitures – 0.2 0.2 0.2 – 0.2 -Corporate hedging derivative losses (gains) (16.1) – (16.1) (16.1) (4.1) (12.0) (0.03)Fire related insurance recoveries, net (0.6) (8.1) (8.7) (8.7) (2.1) (6.6) (0.01)Pension valuation adjustment – – – (11.5) (2.8) (8.7) (0.02)Impairment of business held for sale – – 36.4 36.4 0.4 36.0 0.08Goodwill and brand impairment charges – – 956.7 956.7 109.0 847.7 1.77Legal matters, net of recoveries – 34.8 34.8 34.8 8.6 26.2 0.05Rounding – – – – – – 0.01Adjusted $ 3,335.8 $ 1,413.1 $ 1,922.7 $ 1,668.6 $ 388.2 $ 23.3% $ 1,279.9 $ 2.67% of Net Sales 27.7% 11.7% 16.0%1 Includes advertising and promotion (A&P) expense of $263.2 million and $289.6 million for FY25 and FY24, respectively. A&P as a percentage of net sales was 2.3% and 2.4% for FY25 and FY24, respectively. During the third quarter of fiscal 2025, we revised our calculation methodology for Adjusted SG&A to include advertising and promotional (A&P) expense. Prior-year periods have been recast to reflect this new calculation methodology.Conagra Brands, Inc.Reconciliation of Q4 FY25 and FY25 Adj. Pension and Postretirement Non-service Income and Adj. Equity Method Investment Earnings(in millions) Q4 FY25 Q4 FY24 % ChangePension and postretirement non-service income $ 16.6 $ 12.4 33.7%Pension settlement gain and valuation adjustment (13.0) (11.5) 13.0%Adjusted pension and postretirement non-service income $ 3.6 $ 0.9 300.0% FY25 FY24 % ChangePension and postretirement non-service income $ 25.9 $ 10.3 151.1%Pension settlement gain and valuation adjustment (13.0) (11.5) 13.0%Adjusted pension and postretirement non-service income (expense) $ 12.9 $ (1.2) N/A Q4 FY25 Q4 FY24 % ChangeEquity method investment earnings $ 57.4 $ 46.6 23.4%Ardent JV restructuring activities 3.6 – 100.0%Adjusted equity method investment earnings $ 61.0 $ 46.6 30.9% FY25 FY24 % ChangeEquity method investment earnings $ 182.4 $ 177.6 2.7%Ardent JV restructuring activities 7.2 – 100.0%Adjusted equity method investment earnings $ 189.6 $ 177.6 6.8%Conagra Brands, Inc.Reconciliation of FY25 Free Cash Flow, Net Debt, and Net Leverage Ratio(in millions) FY25 FY24 % ChangeNet cash flows from operating activities $ 1,691.9 $ 2,015.6 (16.1)%Additions to property, plant and equipment (389.3) (388.1) 0.3%Free cash flow $ 1,302.6 $ 1,627.5 (20.0)% May 25, 2025 May 26, 2024Notes payable $ 804.7 $ 928.4Current installments of long-term debt 1,028.8 20.3Senior long-term debt, excluding current installments 6,234.1 7,492.6Total Debt $ 8,067.6 $ 8,441.3Less: Cash 68.0 77.7Net Debt $ 7,999.6 $ 8,363.6 FY25Net Debt 1 $ 7,999.6Net income attributable to Conagra Brands, Inc. $ 1,152.4Add Back: Income tax expense 3.7Income tax expense attributable to noncontrolling interests -Interest expense, net 416.7Depreciation 336.5Amortization 53.7Earnings before interest, taxes, depreciation, and amortization (EBITDA) $ 1,963.0Restructuring plans2 99.2Acquisitions and divestitures 1.1Corporate hedging derivative losses (gains) (8.2)Fire related insurance recoveries (17.0)Impairment of business held for sale 27.2Legal matters, net of recoveries 88.7Goodwill and brand impairment charges 72.1Pension settlement gain (13.0)Ardent JV restructuring activities 7.2Loss on sale of business 2.3Consulting fees on tax matters 2.0Adjusted EBITDA $ 2,224.6Net Debt to Adjusted EBITDA 3 3.601 As of May 25, 20252Excludes comparability items related to depreciation.3The Company defines its net debt leverage ratioas net debt divided byadjusted EBITDA for the trailing twelve month period.Conagra Brands, Inc.Reconciliation of Q4 FY25 and FY25 EBITDA – YOY Change(in millions) Q4 FY25 Q4 FY24 % ChangeNet income (loss) attributable to Conagra Brands, Inc. $ 256.0 $ (567.3) N/AAdd Back: Income tax expense (benefit) 37.2 (34.6)Income tax expense attributable to noncontrolling interests – (0.1)Interest expense, net 101.8 104.7Depreciation 82.0 95.8Amortization 13.3 13.4Earnings (loss) before interest, taxes, depreciation, and amortization $ 490.3 $ (388.1) N/ARestructuring plans1 10.7 28.2Acquisitions and divestitures 0.8 -Corporate hedging derivative losses (gains) 9.1 (6.5)Fire related insurance recoveries, net – (6.5)Pension settlement gain and valuation adjustment (13.0) (11.5)Ardent JV restructuring activities 3.6 -Impairment of business held for sale – 2.2Legal matters, net of recoveries (10.5) 2.9Goodwill and brand impairment charges 53.2 956.7Adjusted Earnings before interest, taxes, depreciation, and amortization $ 544.2 $ 577.4 (5.7)% FY25 FY24 % ChangeNet income attributable to Conagra Brands, Inc. $ 1,152.4 $ 347.2 231.9%Add Back: Income tax expense 3.7 262.5Income tax expense attributable to noncontrolling interests – (0.2)Interest expense, net 416.7 430.5Depreciation 336.5 347.3Amortization 53.7 53.6Earnings before interest, taxes, depreciation, and amortization $ 1,963.0 $ 1,440.9 36.2%Restructuring plans1 99.2 51.5Acquisitions and divestitures 1.1 0.2Corporate hedging derivative losses (gains) (8.2) (16.1)Fire related insurance recoveries, net (17.0) (8.7)Impairment of businesses held for sale 27.2 36.4Legal matters, net of recoveries 88.7 34.8Goodwill and brand impairment charges 72.1 956.7Pension settlement gain and valuation adjustment (13.0) (11.5)Ardent JV restructuring activities 7.2 -Loss on sale of business 2.3 -Consulting fees on tax matters 2.0 -Adjusted Earnings before interest, taxes, depreciation, and amortization $ 2,224.6 $ 2,484.2 (10.5)%1 Excludes comparability items related to depreciation.

For more information, please contact:MEDIA: Mike Cummins312-549-5257Michael.Cummins@conagra.comINVESTORS: Matthew Neisius402-240-3226IR@conagra.com

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