Holders of Notes who desire to tender their Notes must consent to the proposed amendments to the Ralcorp Indenture and holders may not deliver consents to the proposed amendments without tendering their related Notes. If a holder tenders Notes in a Tender Offer, such holder will be deemed to consent, with respect to the principal amount of such tendered Notes, to the amendment of the Ralcorp Indenture. Tenders of Notes may not be withdrawn after 5 p.m., New York City time, on January 14, 2013, unless extended. If the holders of at least a majority in aggregate principal amount of the Notes outstanding deliver consents, Ralcorp will execute a supplemental indenture, effective as of the Settlement Date, effecting the proposed amendments to the Ralcorp Indenture.Each Tender Offer and Consent Solicitation is subject to the satisfaction of certain conditions, set forth in the Offer to Purchase and Consent Solicitation Statement including, among other things, the consummation of the Acquisition. None of the Tender Offers and none of the Consent Solicitations is conditioned on the completion of any other Offer or Consent Solicitation. In addition, ConAgra Foods may amend the terms of any of the Tender Offers and any of the Consent Solicitations without amending the terms of any other Offer or Consent Solicitation.
ConAgra Foods, Inc. Announces Cash Tender Offers And Consent Solicitations For Certain Ralcorp Notes
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