Conagra Brands, Inc. (NYSE: CAG)

RM LAW, P.C. announces that a class action lawsuit has been filed on behalf of all persons or entities that purchased Conagra Brands, Inc. (“Conagra” or the “Company”) (NYSE: CAG) between June 27, 2018 through December 19, 2018, inclusive (the “Class Period”) to specifically include legacy Pinnacle Foods, Inc. (“Pinnacle”) common stock holders who received Conagra common stock in exchange for their Pinnacle shares on October 26, 2018 upon completion of the Company’s acquisition of Pinnacle (the “Class Period”).

Conagra shareholders may, no later than April 23, 2019, move the Court for appointment as a lead plaintiff of the Class.  If you purchased shares of Conagra and would like to learn more about these claims or if you wish to discuss these matters and have any questions concerning this announcement or your rights, contact Richard A. Maniskas, Esquire toll-free at (844) 291-9299 or to sign up online, click here.

This class action seeks to recover damages against Defendants for alleged violations of the federal securities laws under the Securities Exchange Act of 1934.

Conagra, based in Chicago, Illinois, manufactures and markets packaged foods for retail consumers, restaurants and institutions. The Company has a portfolio of well-known food brands including Reddi-wip, Hunt’s, Healthy Choice, Slim Jim and Orville Redenbacher’s.

On June 27, 2018, Conagra announced the acquisition of Pinnacle, in a cash and stock transaction valued at approximately $10.9 billion (the “Transaction”). Pursuant to the terms of the Transaction, Conagra was to pay approximately $5.1 billion in cash and issue approximately 77.45 million Company shares out of the Company’s treasury to former holders of Pinnacle common stock. Upon closing of the Transaction on October 26, 2018, Pinnacle common stock holders received $43.11 in cash and 0.6494 shares of Conagra common stock in exchange for each share of Pinnacle held. The implied consideration price for each share of Pinnacle was valued at $68.00 per share.

At the time of the Transaction and throughout the Class Period, Conagra represented the merger as a combination of two “growing portfolios” that would enhance Conagra’s multi-year transformation plan and expand its presence and capabilities in its most strategic categories, including frozen foods and snacks. Conagra highlighted their due diligence of the deal, the similar cultures and work ethics of the two companies, and the tremendous synergies of the deal.

Unbeknownst to shareholders, however, Conagra and its management were aware or recklessly disregarded that the Transaction would not result in anywhere near the sort of benefits that Defendants had publicly represented. Just a few weeks after the closing of the merger, on December 20, 2018, Conagra stunned the market by releasing its third quarter 2018 results, as well as an update on the performance of the newly merged company, which revealed that Pinnacle’s performance had been much worse than Defendants had previously represented. In addition, Defendants revealed that Pinnacle’s three leading brands had “suffered sales and distribution losses” in 2018, and accounted “for the vast majority of Pinnacle’s current challenges” due to self-inflicted subpar innovation and executional missteps.

As a result of the disclosure, on December 20, 2018, Conagra’s stock price fell $4.81 per share to $24.28, or nearly 17%, wiping out over $2.3 billion in Conagra’s market capitalization, continuing to fall precipitously over the following two trading days for a total decline of approximately 30%.

If you are a member of the class, you may, no later than April 23, 2019, request that the Court appoint you as lead plaintiff of the class.  A lead plaintiff is a representative party that acts on behalf of other class members in directing the litigation.  In order to be appointed lead plaintiff, the Court must determine that the class member’s claim is typical of the claims of other class members, and that the class member will adequately represent the class.  Under certain circumstances, one or more class members may together serve as “lead plaintiff.”  Your ability to share in any recovery is not, however, affected by the decision whether or not to serve as a lead plaintiff.  You may retain RM LAW, P.C. or other counsel of your choice, to serve as your counsel in this action.