TreeHouse Foods Nixes Company Sale, but May Divest Segments

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OAK BROOK, IL — On March 14, TreeHouse Foods, Inc. provided an update on the evaluation of strategic alternatives.

After extensive discussion and careful deliberation, and with input from independent legal and financial advisors, the Board has concluded that the focus of its ongoing strategic review will be to continue reshaping TreeHouse by building leadership and depth around a focused group of categories in its higher-growth Snacking & Beverages business. TreeHouse will continue its exploration of potential divestiture transactions, including the sale of portions of the Meal Preparation business, either in a single transaction or in a series of transactions. The board also has unanimously determined it is not the right time to pursue a sale of the whole Company, but it remains open to all alternatives to maximize shareholder value.

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Ann M. Sardini, chair of the board, commented, "Throughout the comprehensive strategic review process, we have received clear feedback from multiple constituencies that the long-term prospects for private label and for TreeHouse remain highly compelling, but the business mix is complex. That feedback further validates the Company's strategic plan for simplification and growth. In addition, the feedback cited the impact the macro-economic and financing environment, which has changed significantly since we began the exploration of a sale of the Company, has had on the Company's business in the short term. Accordingly, the Board has determined that now is not the right time to pursue a sale of the entire Company to maximize shareholder value. Rather, building on management's successful transformation work executed since 2018, the Board and the management team are focused on maximizing value in our higher-growth, higher-margin Snacking & Beverages businesses, further streamlining and simplifying the cost structure and divesting portions of our Meal Preparation businesses. We remain open to all alternatives to maximize shareholder value."

Steve Oakland, chief executive officer and President, said, "The demand trends in private label continue to strengthen, and we are well-positioned to build on our momentum in advantaged categories. We remain confident in our strategy and our outlook for the full year. Our commitment to supporting our customers to meet their growing demand, combined with our ongoing plans to implement supply chain enhancements to reduce costs and improve margins, will drive meaningfully improved results and value creation. I want to thank our team of dedicated TreeHouse employees for their commitment to serving our customers and delivering value as we navigate the current environment."

The company reaffirmed its 2022 guidance, including net sales growth of at least 11% year-over-year and Adjusted earnings before interest, taxes, depreciation and amortization of $385 to $415 million, up approximately 5% year-over-year at the midpoint. TreeHouse expects that improvement in its performance will be weighted toward the second half of the year, as TreeHouse expects labor shortages and supply chain disruption will continue to challenge profitability and volume in the first half.

There can be no assurance that any divestitures of any portions of the Meal Preparation assets or any other transaction will be achieved, and TreeHouse does not intend to comment further on the process unless and until the Board has approved a specific course of action or otherwise determined that further disclosure is appropriate or required by law.

TreeHouse Foods, Inc. is a leading manufacturer and distributor of private label foods and beverages in North America. We operate in 29 product categories across two divisions and have approximately 40 production facilities across North America and Italy. Across our diverse portfolio, we have a private label leadership position in many categories and offer a range of better-for-you and nutritional solutions, such as items considered to be organic, or gluten-free, across nearly every category.

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