Filed
by Kraft
Foods Inc.
Pursuant
to Rule
425 under the Securities Act of 1933, as amended
and
deemed as filed
pursuant to Rule 14a-12 under
the
Securities
Exchange Act of 1934, as amended
Subject
Company:
Kraft Foods Inc.
Commission
File
Number: 001-16483
On
November 15, 2007, Kraft Foods Inc. (“Kraft”) announced a definitive agreement
to merge its Post cereals business into Ralcorp Holdings, Inc.
(“Ralcorp”), a leader in private-label and frozen bakery products. In
addition, Kraft also announced that it intends to close its Cobourg, ON,
manufacturing facility, with operations ceasing by October 2008.
| Contact: | Lynne Galia, Kraft Foods |
| 416-441-5610 |
KRAFT
TO
CLOSE COBOURG PLANT IN 2008
COBOURG,
ON, Nov.
15, 2007 -- Kraft Foods Inc. (NYSE:KFT), a global leader in branded food and
beverages, announced today a definitive agreement to merge its Post
cereals business into Ralcorp Holdings, Inc. (NYSE:RAH), a leader in
private-label and frozen bakery products. In addition, Kraft also
announced that it intends to close its Cobourg, ON, manufacturing facility,
with
operations ceasing by October 2008. Production of Kraft products will
transfer to other Kraft facilities and co-manufacturers.
The
Cobourg plant
makes a variety of products sold in Canada and the United States, including
cereals, coffee, powdered soft drinks, dessert mixes and coating
mixes. The 576,000-sq.-ft.-plant and 177,000-sq.-ft. warehouse are
located on approximately 70 acres at 520 William Street.
“This
is a
difficult announcement, because our Cobourg employees are highly skilled and
dedicated, and they’ve worked hard to make the plant competitive,” said Cynthia
Waggoner, Senior Director of Grocery Manufacturing for Kraft
Foods. “However, with the Post cereals transaction, the
plant faces some unique challenges that conflict with current Kraft strategy
of
building manufacturing scale. Overall, the plant is not being fully
utilized and divestitures have contributed to this
situation. Additionally, the brands currently made at Cobourg can be
produced at plants that already make similar products. In keeping
with our strategy of making the most efficient use of our assets, we’ve
determined it is best for the business to close the Cobourg facility and
consolidate its remaining production into other facilities.”
“We
are committed to working with our
employees through this difficult time to help make a smooth transition,” she
added. “Employees will be treated fairly, consistent with
company practices and the union collective agreement.”
Kraft
has
approximately 6,000 employees in Canada, with over 3,600 in the province of
Ontario and approximately 380 at the Cobourg plant.
About
Kraft Foods
Kraft
Foods is one of the world's largest food
and beverage companies with annual revenues of more than $34
billion. For over 100 years, Kraft has offered consumers delicious
and wholesome foods that fit the way they live. Kraft markets a broad portfolio
of iconic brands in 155 countries, including six brands with revenue of more
than $1 billion, such as Kraft cheeses, dinners and dressings; Oscar Mayer
meats; Philadelphia cream cheese; Nabisco cookies and crackers; Jacobs coffees
and Milka chocolates. Kraft became a fully independent company on
March 30, 2007, and is listed in the Standard and Poor’s 100 and 500
indexes. The company is a member of the Dow Jones Sustainability
Index and the Ethibel Sustainability Index. For more information,
visit the company’s website at http://www.kraft.com. In Canada, company
brands include Kraft Dinner macaroni and cheese, Christie cookies
and crackers, and Delissio pizza.
Additional
Information
In
connection with the proposed transaction between Ralcorp and Kraft, Ralcorp
will
file a registration statement on Form S-4 with the SEC. Such
registration statement will include a proxy statement of Ralcorp that also
constitutes a prospectus of Ralcorp, and will be sent to the shareholders of
Ralcorp. Shareholders are urged to read the proxy
statement/prospectus and any other relevant documents when they become
available, because they will contain important information about Kraft, Ralcorp
and the proposed transaction. The proxy statement/prospectus and
other documents relating to the proposed transaction (when they are available)
can be obtained free of charge from the SEC’s website at
www.sec.gov. These documents (when they are available) can
also be obtained free of charge from Kraft upon written request to Kraft Foods
Inc., Three Lakes Drive, Northfield, Illinois 60093, or by calling (847)
646-5494, or from Ralcorp, upon written request to Ralcorp Holdings Inc., 800
Market Street, Suite 2900, Saint Louis, Missouri 63101, or by calling (314)
877-7113.
Participants
in the Proposed Transaction
This
communication
is not a solicitation of a proxy from any security holder of
Ralcorp. However, Kraft, Ralcorp and certain of their respective
directors and executive officers may be deemed to be participants in the
solicitation of proxies from shareholders in connection with the proposed
transaction under the rules of the SEC. Information about the
directors and executive officers of Kraft may be found in its 2006 Annual Report
on Form 10-K filed with the SEC on March 1, 2007, definitive proxy statement
relating to its 2007 Annual Meeting of Shareholders filed with the SEC on March
13, 2007 and current report on Form 8-K filed with the SEC on November 7,
2007. Information about the directors and executive officers of
Ralcorp may be found in its 2006 Annual Report on Form 10-K filed with the
SEC
on December 13, 2006, definitive proxy statement relating to its 2006 Annual
Meeting of Shareholders filed with the SEC on December 13, 2006 and current
report on Form 8-K filed with the SEC on October 2, 2007. These
documents can be obtained free of charge from the sources indicated above.
Additional information regarding the interests of these participants will also
be included in the proxy statement/prospectus regarding the proposed transaction
when it becomes available.
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