Private Label Buyer

Ralcorp CEO Out After Merger; CFO And Food And Frozen Bakery Presidents To Stay

January 23, 2013

Ralcorp announced in an SEC filing today that CEO Kevin Hunt would resign after the company's merger with ConAgra was finalized, getting a one-year, $1 million consulting job with ConAgra in return.

Hunt has been with Ralcorp since 1985, serving in executive roles since 1995. He was promoted to co-CEO of Ralcorp in 2003 and took over the job alone Jan.1, 2012.

In Addition, ConAgra Foods has also entered into a retention agreement with Scott Monette, CVP and CFO of Ralcorp, Richard R. Koulouris, CVP and President of Ralcorp Food Group, and Charles G. Huber, Jr., CVP and President of Ralcorp Frozen Bakery Products.  The three stand to receive potential cash retention payments of up to the following amounts: Mr. Monette – $637,502; Mr. Koulouris – $840,000; and Mr. Huber – $810,000.

The Retention Agreements and the Consulting Agreement will become effective only upon the completion of the Merger. If Hunt terminates his service voluntarily or his service is terminated for cause before the first anniversary of the Merger, Mr. Hunt will forfeit any portion of the consulting fee not yet paid to him as of that date.