UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
Washington, D.C. 20549 |
SCHEDULE TO |
Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 |
RALCORP HOLDINGS, INC. |
(Name of Subject Company) |
CONAGRA FOODS, INC. |
(Names of Filing Persons – Offeror) |
Common Stock, $.01 par value |
(Title of Class of Securities) |
751028101 |
(Cusip Number of Class of Securities) |
Colleen Batcheler Executive Vice President, General Counsel and Corporate Secretary ConAgra Foods, Inc. One ConAgra Drive Omaha, NE 68102 Telephone: (402) 240-4000 |
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications on Behalf of Filing Persons) |
Copies to: |
George R. Bason, Jr. Arthur F. Golden Davis Polk & Wardwell LLP 450 Lexington Avenue New York, New York 10017 Telephone: (212) 450-4000 |
Check the appropriate boxes below to designate any transactions to which the statement relates: o amendment to Schedule 13D under Rule 13d-2. |
Check the following box if the filing is a final amendment reporting the results |
ConAgra Foods Withdraws Its $94 Per Share All-Cash Proposal to Acquire Ralcorp Holdings
OMAHA, Neb., September 19, 2011 (BUSINESS WIRE) – ConAgra Foods today announced the withdrawal of its $94 per share, all-cash proposal to acquire Ralcorp Holdings, Inc. (NYSE: RAH). This follows Ralcorp’s failure to enter into a constructive dialogue with ConAgra Foods regarding its all-cash proposal for Ralcorp by the designated deadline of 5:00 pm Eastern time on September 19, 2011.