2014

Pinnacle Foods Inc. Announces Secondary Offering of 17 Million Shares of Common Stock

PARSIPPANY, N.J., Dec. 9, 2013 /PRNewswire/ -- Pinnacle Foods Inc. (NYSE: PF) today announced that certain of its stockholders have commenced a secondary offering of 17 million shares of its common stock, pursuant to a registration statement filed with the Securities and Exchange Commission. In addition, the underwriters will have an option to purchase up to an additional 2.55 million shares from the selling stockholders.     

The selling stockholders will receive all of the proceeds from this offering. No shares are being sold by Pinnacle. Subject to market conditions, Pinnacle expects the offering to be completed in the fourth quarter of 2013.

Barclays, BofA Merrill Lynch, Deutsche Bank Securities, Credit Suisse, Goldman, Sachs & Co. and Morgan Stanley are acting as joint bookrunning managers for the offering.  Piper Jaffray, Macquarie Capital, Stifel, Stephens Inc., BMO Capital Markets, C.L. King & Associates and Janney Montgomery Scott are acting as co-managers for the offering.

The offering of these securities will be made only by means of a prospectus, copies of which may be obtained from Barclays at c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by telephone at 888-603-5847 or by email at barclaysprospectus@broadridge.com, BofA Merrill Lynch at 222 Broadway, New York, NY 10038, Attn: Prospectus Department or by email at dg.prospectus_requests@baml.com, Deutsche Bank Securities Inc., Attention: Prospectus Department, Harborside Financial Center, 100 Plaza One, Floor 2, Jersey City, NJ 07311-3988, or by telephone at 800-503-4611 or by email at prospectus.cpdg@db.com, Credit Suisse at c/o Credit Suisse Prospectus Department, One Madison Avenue, New York, NY 10010 or by telephone at 1-800-221-1037 or by email at newyork.prospectus@credit-suisse.com, Goldman, Sachs & Co. at Prospectus Department, 200 West Street, New York, NY 10282 or by telephone at 866-471-2526 or by facsimile at 212-902-9316 or by email at prospectus-ny@ny.email.gs.com and Morgan Stanley at Attn: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014 or by telephone at 866-718-1649 or by email at prospectus@morganstanley.com.

The securities referenced above may not be sold and offers to buy may not be accepted prior to the time the registration statement relating to the offering of such securities becomes effective. This media release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of such securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

SOURCE Pinnacle Foods Inc.



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