UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): April 10, 2019

 

 

Conagra Brands, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware   1-7275   47-0248710

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

222 Merchandise Mart Plaza,

Suite 1300

Chicago, Illinois

  60654
(Address of principal executive offices)   (Zip Code)

(312) 549-5000

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 


Item 7.01.

Regulation FD Disclosure.

Conagra Brands, Inc. (the “Company”) will host an Investor Day today, April 10, 2019 at 11:00 a.m. ET. A live audio webcast of the presentation and the presentation slides will be available on conagrabrands.com/investor-relations under Events & Presentations. The slides used in the presentation by the Company are furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information furnished pursuant to Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities under that section and shall not be deemed to be incorporated by reference into any document filed under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

 

Item 9.01.

Financial Statements and Exhibits.

 

  (d)

Exhibits.

 

Exhibit
Number
  

Description

99.1    Investor Day Slide Presentation


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

    CONAGRA BRANDS, INC.
Date: April 10, 2019     By:  

/s/ Colleen Batcheler

      Name:   Colleen Batcheler
      Title:  

Executive Vice President, General

Counsel and Corporate Secretary


EX-99.1

Slide 1

Exhibit 99.1


Slide 2

SEAN CONNOLLY PRESIDENT AND CHIEF EXECUTIVE OFFICER


Slide 3

Forward-Looking Statements Note on Forward-looking Statements  This document contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements are based on management's current expectations and are subject to uncertainty and changes in circumstances. Readers of this document should understand that these statements are not guarantees of performance or results. Many factors could affect our actual financial results and cause them to vary materially from the expectations contained in the forward-looking statements, including those set forth in this document. These risks and uncertainties include, among other things: the risk that the cost savings and any other synergies from the acquisition of Pinnacle Foods (the “acquisition”) may not be fully realized or may take longer to realize than expected; the risk that the acquisition may not be accretive within the expected timeframe or to the extent anticipated; the risks that the acquisition and related integration will create disruption to Conagra Brands and its management and impede the achievement of business plans; the risk that the acquisition will negatively impact the ability to retain and hire key personnel and maintain relationships with customers, suppliers and other third parties; risks related to Conagra Brands’ ability to successfully address Pinnacle Foods’ business challenges; risks related to Conagra Brands’ ability to achieve the intended benefits of other recent and pending acquisitions and divestitures, including the spin-off of Conagra Brand’s Lamb Weston business in the second quarter of fiscal 2017 and the divestiture of Conagra Brand’s Wesson oil business in February 2019; risks associated with general economic and industry conditions; risks associated with Conagra Brands’ ability to successfully execute its long-term value creation strategies, including those in place for specific brands at Pinnacle Foods before the acquisition; risks related to Conagra Brands’ ability to deleverage on currently anticipated timelines, and to continue to access capital on acceptable terms or at all; risks related to Conagra Brands’ ability to execute operating and restructuring plans and achieve targeted operating efficiencies from cost-saving initiatives, related to the acquisition and otherwise, and to benefit from trade optimization programs, related to the acquisition and otherwise; risks related to the effectiveness of Conagra Brands’ hedging activities and ability to respond to volatility in commodities; risks related to the Company’s competitive environment and related market conditions; risks related to Conagra Brands’ ability to respond to changing consumer preferences and the success of its innovation and marketing investments; risks related to the ultimate impact of any product recalls and litigation, including litigation related to the lead paint and pigment matters, as well as any securities litigation, including securities class action lawsuits; risk associated with actions of governments and regulatory bodies that affect Conagra Brands’ businesses, including the ultimate impact of recently enacted U.S. tax legislation and related regulations or interpretations; risks related to the availability and prices of raw materials, including any negative effects caused by inflation or weather conditions; risks and uncertainties associated with intangible assets, including any future goodwill or intangible assets impairment charges, related to the acquisition or otherwise; the costs, disruption, and diversion of management’s attention associated with campaigns commenced by activist investors or due to the integration of the acquisition; and other risks described in Conagra Brands’ reports filed from time to time with the Securities and Exchange Commission. We caution readers not to place undue reliance on any forward-looking statements included in this document, which speak only as of the date of this document. We undertake no responsibility to update these statements, except as required by law.    Note on Non-GAAP Financial Measures   This document includes certain non-GAAP financial measures, including adjusted diluted EPS from continuing operations, organic net sales, adjusted gross profit, adjusted operating profit, adjusted gross margin, adjusted SG&A, adjusted corporate expenses, adjusted equity method investment earnings, adjusted operating margin, adjusted effective tax rate, free cash flow, adjusted EBITDA. Management considers GAAP financial measures as well as such non-GAAP financial information in its evaluation of the Company’s financial statements and believes these non-GAAP measures provide useful supplemental information to assess the Company’s operating performance and financial position. These measures should be viewed in addition to, and not in lieu of, the Company’s diluted earnings per share, operating performance and financial measures as calculated in accordance with GAAP. Certain of these non-GAAP measures, such as organic net sales, adjusted gross margin, adjusted operating margin, adjusted effective tax rate, adjusted net interest expense, and adjusted diluted EPS from continuing operations, are forward-looking. Historically, the Company has excluded the impact of certain items impacting comparability, such as, but not limited to, restructuring expenses, the impact of the extinguishment of debt, the impact of foreign exchange, the impact of acquisitions and divestitures, hedging gains and losses, impairment charges, the impact of legacy legal contingencies, and the impact of unusual tax items, from the non-GAAP financial measures it presents. Reconciliations of these forward-looking non-GAAP financial measures to the most directly comparable GAAP financial measures are not provided because the Company is unable to provide such reconciliations without unreasonable effort, due to the uncertainty and inherent difficulty of predicting the occurrence and the financial impact of such items impacting comparability and the periods in which such items may be recognized. For the same reasons, the Company is unable to address the probable significance of the unavailable information, which could be material to future results. Hedge gains and losses are generally aggregated, and net amounts are reclassified from unallocated corporate expense to the operating segments when the underlying commodity or foreign currency being hedged is expensed in segment cost of goods sold. The Company identifies these amounts as items that impact comparability within the discussion of unallocated Corporate results.


Slide 4

What We Want You to Take Away from Today Why we are more excited about Conagra than ever A deeper understanding of our approach to maximizing shareholder value Confidence that we are a compelling investment opportunity 1 2 3


Slide 5

Compelling Investment Opportunity We have the assets… We have the processes… We have the right people and culture… … to unlock tremendous value


Slide 6

What I Will Cover The Path Forward How We Got Here The Conagra Way to Profitable Growth Introduction to the New Conagra Brands


Slide 7

What I Will Cover The Path Forward How We Got Here The Conagra Way to Profitable Growth Introduction to the New Conagra Brands


Slide 8

Our Roots Were in Agriculture


Slide 9

We Became a Global Conglomerate Farm Products Prepared Foods Grain Processing Packaged Meat/Poultry


Slide 10

In 2012, ConAgra Foods Set Out to Become a Leading Private Label Producer


Slide 11

Pattern Recognition: Parallels to Sara Lee/Hillshire Conclusion: This repeatable model could be even more effective at Conagra Challenged Conglomerate Further Complexity Compounded Challenges Recovery through Focus


Slide 12

Key Tenets of Hillshire Playbook Tenets Applicability to ConAgra Foods Lean cost structure Product segmentation High-power innovation capabilities Multi-faceted margin expansion Disciplined M&A


Slide 13

Welcome to the Team: 100-Day Deep Dive Simplification Discipline Talent Evaluation


Slide 14

Ralcorp Exit Was a Catalyst for Change


Slide 15

Furthered Our Focus Exit Spice Business Exit Distribution Business Spin-off Frozen Potato Supplier


Slide 16

Lamb Weston Spin-off Has Been a Tremendous Success Total Shareholder Return (Cumulative) Source: FactSet, for the period November 10, 2016 through March 29, 2019


Slide 17

97 Year Journey to a Branded Pureplay 1919 1971 1993 2016 2009 Branded Pure Play Diversified Conglomerate Agriculture


Slide 18

Embedded Strict Portfolio Management Principles (PMPs) Essential to consistent growth Refresh the core Effectively back the winners Ramp-up innovation and M&A Assign clear roles Upgrade volume base


Slide 19

Broke Bad Habits From To Focus on volume Focus on value creation Reliance on trade/push Reliance on brand strength/pull Undisciplined innovation Disciplined innovation Low ROI A&P support Higher ROI Brand Building


Slide 20

Abandoned Legacy Demand Drivers and Legacy Margins


Slide 21

Reduced Promoted Sales Percentage Change in % Sold on Promotion (CY2018 vs. CY2015) Source: IRI POS, MULO, CY18, Legacy Conagra


Slide 22

Built a Better Foundation – Value Over Volume Base Dollar Sales (% Change vs. YA) Source: IRI POS, MULO, Legacy Conagra, nine 13 week periods ending February 24, 2019 Total Retail Sales (% Change vs. YA) Base Sales Velocity (% Change vs. YA)


Slide 23

Modernized Iconic Brands


Slide 24

Strong Innovation Renewal Rate % of Annual Retail Sales from Innovation  (Legacy Conagra, Rolling 3 Years) Stated at Conagra Investor Day October 2016 IRI POS, MULO+C, Legacy Conagra, L52 week ending February 24, 2019 1


Slide 25

Added New Brands


Slide 26

Significant Margin Expansion Adj. Gross Margin Adj. Operating Margin1 +370bps +420bps Note: “Adjusted” financial measures are non-GAAP. See the end of this presentation for a reconciliation of each non-GAAP measure to the most directly comparable GAAP measure. 1. Adjusted Operating Margin excludes equity method investment earnings


Slide 27

Strong EPS Growth Adj. Diluted EPS from Continuing Ops. +20% CAGR Note: “Adjusted” financial measures are non-GAAP. See the end of this presentation for a reconciliation of each non-GAAP measure to the most directly comparable GAAP measure.


Slide 28

Unlocked Significant Value Total Shareholder Return (Cumulative) Source: Conagra Brands Analysis and FactSet, for the period August 8, 2014 through March 29, 2019


Slide 29

Reinvigorated the Culture Fewer layers and broader spans of control – agility, speed, and empowerment Differentiating capabilities – growth and margin expansion Right-sized: lean, self-service, and strategic outsourcing Silo-free, collaborative and fun


Slide 30

Inorganic Opportunity Remained Modernizing Acquisitions Tend to be smaller Consistent with emerging trends Provide platform for expansion Synergistic Acquisitions Tend to be larger Can enhance network and capabilities Can offer material economic benefit Divestitures Limited coherence with strategy/portfolio Low priority for investment Divestiture logic immediately evident M&A Framework


Slide 31

Pinnacle Was the Obvious Fit Strengthens Scale Enhances Frozen Platform Synergies Cultural Fit


Slide 32

Scale Matters Food xBeverage Total Dollar Sales in Billions (U.S. Retail – Latest 52 Weeks February 24, 2019) Source: IRI POS, MULO+C, L52 week ending February 24, 2019 LEGACY


Slide 33

Strong Belief in Frozen


Slide 34

Cultural Fit Lean AND Innovative


Slide 35

What I Will Cover The Path Forward How We Got Here The Conagra Way to Profitable Growth Introduction to the New Conagra Brands


Slide 36

We Are an ~$11.1 Billion Business Key Brands ~$11.1B Net Sales Note:  References to pro forma items include historical financial results for Pinnacle Foods prior to completion of the acquisition of Pinnacle Foods by the Company.  These items have been adjusted to align with the Company’s fiscal calendar and accounting policies to the extent that is practicable.  Comparison to pro forma results allows the Company to discuss and evaluate performance of the Pinnacle segment when a comparable period is not available due to the recency of the acquisition. Source: Net Sales figures provided in Registration Statement on Form S-4 as filed with the SEC on September 13, 2018


Slide 37

The Fourth Largest Food Company in America Food xBeverage Total Dollar Sales in Billions (U.S. Retail – Latest 52 Weeks February 24, 2019) Source: IRI POS, MULO+C, L52 week ending February 24, 2019


Slide 38

Conagra Has One of the Broadest Store Footprints Number of Participating Categories (with +$10MM in Revenue) Source: IRI POS, MULO+C, L52 week ending February 24, 2019


Slide 39

Focused Across Four Domains Shelf Stable Meals & Sides Frozen & Refrigerated Meals Snacks & Sweet Treats Condiments & Enhancers 45% 19% 23% 13% Source: IRI POS, MULO+C, L52 week ending February 24, 2019 % of Dollar Sales


Slide 40

Birds Eye & Marie Callender’s Each over $1 Billion in Sales Source: IRI POS, MULO+C, Dollar Sales, L52 week ending February 24, 2019


Slide 41

2nd Largest Frozen Retail Business Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Total Frozen (Dollars Sales, % Change vs. YA)


Slide 42

Conagra Is a Top 10 Snacking Company… $17.4 Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Snacking Universe consists of: Snacks, Candy, Cookies & Crackers Aisles & Bakery Snacks, Pastry/Doughnuts, Pudding/Gelatin, Rfg Desserts, Rfg – Lunch Kits Categories Snacking Dollar Sales (Dollars Sales Billions)


Slide 43

Conagra Is 3rd Largest in Condiments and Sauces Source: IRI POS, TSV Syndicated Categories, excluding Private Label, MULO, L52 week ending February 24, 2019 Condiments & Sauces Universe, based on IRI Landscape definition: Nut Butters, Jams/Jelly/Honey, BBQ Sauce, Pickles/Peppers/Relish/Olives, Tartar Sauce, Ketchup/Mustard, Mayo, Salad Dressing, Steak/Worcestershire Sauce, Vinegar, Meat Sauce/Marinade, Chili/Hot Dog Sauce, Cocktail Sauce, Dairy Sauce, Hollandaise/Bearnaise/Dill Sauce, Garlic Spread, Soy Sauce, AO Asian Sauce, Salsa, Picante Sauce, Taco Sauce, AO Mexican Sauce, Pasta Sauce, Hot/Cajun Sauce, Pizza Sauce, Sloppy Joe Sauce, Prep Chili, Seafood Sauce, Chutney, Marinated Veg/Fruit, Cooking Sherry/Wine Total Condiments & Sauces (Dollar Sales)


Slide 44

And a Leader within Emerging Areas of Consumer Demand Modern Wellness Demand Modern Wellness Brands


Slide 45

What I Will Cover The Path Forward How We Got Here The Conagra Way to Profitable Growth Introduction to the New Conagra Brands


Slide 46

Our True North Profitable Growth  … one without the other is not sustainable $ $ $ $ $


Slide 47

Our Approach Perpetually reshape portfolio for better growth and margins Strengthen the brands we own Add new brands to make us stronger Divest brands that don’t fit


Slide 48

Instilling "The Conagra Way" Relentlessly principle-based Enabled by differentiated capabilities Disciplined portfolio management Repeatable & scalable processes


Slide 49

Relentlessly Principle-Based You can’t cut your way to prosperity Growth is essential Not all growth is created equal; consumer pull is what counts Iconic brands + modern attributes = superior velocities Innovation capability counts… you can’t fake it Lean enables agility


Slide 50

Our Capabilities Are Built to Serve Timeless Data-Centric Maxims… Growth pockets exist Household Penetration matters more than buying rate Successful innovation must: Feature modern attributes Understand the “job to be done” Mental and physical availability are paramount


Slide 51

… And Emerging Growth Levers Demand Science Precision Marketing Omni-commerce


Slide 52

A Consumer-First, Brand-Second Approach to Portfolio Management Flexible Assets 100+ BRANDS Consumer Demand Landscape BROAD MACRO BEHAVIOR INDIVIDUAL JOBS


Slide 53

Fully Competitive Contemporizing existing products Are We? Reinvent New premium products in current categories Can We? Expand New premium products into new categories Can We? Our Processes Are Repeatable & Scalable EXAMPLE: How we build superior products


Slide 54

Innovation Council Video


Slide 55

What I Will Cover The Path Forward How We Got Here The Conagra Way to Profitable Growth Introduction to the New Conagra Brands


Slide 56

Our Company Vision Has Not Changed Conagra has the most-energized, highest-impact culture in food. Our people persistently challenge and disrupt marketplace/business conventions and we are respected for our great brands, great food, great margins and consistent results.


Slide 57

Mission Strengthen Conagra’s portfolio, capabilities and culture to accelerate growth, improve margins, generate strong cash flow and maximize value creation.


Slide 58

Our Timeless Values Leadership Simplifying, making decisions, inspiring others, and acting like an owner External Focus Centering on the consumer, customer, competitor and investor Agility Converting insights into action with the speed of an entrepreneur Integrity Doing the right things and doing things right Broad-Mindedness Rejecting silos and embracing disciplined curiosity Results Leveraging a “refuse-to-lose” obsession with impact and value creation


Slide 59

Leadership Sean Connolly Chief Executive Officer Colleen Batcheler Executive Vice President, General Counsel and Corporate Secretary Dave Biegger Executive Vice President and Chief Supply Chain Officer Charisse Brock Executive Vice President and Chief Human Resources Officer Derek De La Mater Executive Vice President and President, Sales Jon Harris Senior Vice President and Chief Communications Officer Dave Marberger Executive Vice President and Chief Financial Officer Tom McGough Executive Vice President and Co-Chief Operating Officer Darren Serrao Executive Vice President and Co-Chief Operating Officer Mindy Simon Senior Vice President and Chief Information Officer


Slide 60

Priorities for Maximizing Shareholder Value Maintain momentum on Legacy Conagra brands Return Pinnacle’s “Big Three” to growth Deliver increased synergies Develop and engage our people Deliver on our financial commitments


Slide 61

Maintain Momentum on Legacy Conagra Brands Note: Packaging under development; subject to change


Slide 62

Current Pinnacle Challenges Executional, not structural


Slide 63

Return Pinnacle’s “Big Three” to Growth Note: Packaging under development; subject to change


Slide 64

Significant Synergy Opportunities $215MM $285MM Increased Value Capture from Synergies Costs to Achieve $355MM $320MM


Slide 65

Develop and Engage our People


Slide 66

Outlook Summary1,2 Note: Assumes no additional acquisitions or divestitures. The inability to predict the amount and timing of future items makes a detailed reconciliation of these forward-looking financial measures impracticable “Adjusted” financial measures and organic net sales (excl. Trenton) are non-GAAP financial measures Organic net sales growth (excl. Trenton) excludes the impact of foreign exchange, the Trenton facility sale, and divested businesses, as well as acquisitions (until the anniversary date of the acquisitions) Approx. +1% Approx. +1% +1% to +2% (3 YR CAGR ending FY22) $2.03 to $2.08 $2.10 to $2.20 $2.70 to $2.80 Organic Net Sales Growth3 Adj. Diluted EPS from Cont. Ops. FY19 FY20 FY22 Committed to Solid Investment Grade Credit Rating


Slide 67

Go Forward Capital Allocation Policy Priority De-lever to 3.6x to 3.5x by FY21 Solid Investment Grade credit rating Debt Maintain current annualized dividend Modest increases subject to Board of Directors approval Dividend Acquisitions only if ahead of de-leveraging targets Divestitures are a potential de-leveraging accelerator M&A Only if ahead of de-leveraging targets Share Repurchase


Slide 1

DARREN SERRAO CO-CHIEF OPERATING OFFICER


Slide 2

What I Will Cover Modern Brand Building Frozen Path Forward


Slide 3

What I Will Cover Modern Brand Building Frozen Path Forward


Slide 4

Key Messages We have a unique data-centric, behavior-based approach to brand building Maintaining generational relevance requires constant product modernization and contemporization Communication, when personalized, increases effectiveness and efficiency E-Commerce has significant runway for growth 1 2 3 4


Slide 5

Building Strong Brands Is Critical to Business Health Superior Products Widely Distributed Communicated Effectively Pricing Power Stronger Margins EPS & Multiple Expansion Brand Building Business Impact


Slide 6

Brand Building Requires Greater Sophistication & Granularity Superior Products Widely Distributed Communicated Effectively Pricing Power Stronger Margins EPS & Multiple Expansion Brand Building Business Impact


Slide 7

A Brand Building Model for Today WHAT: HOW: Superior Products 1 Modern, Provocative & Perpetual Communicated Effectively 2 Personalized Advertising at Scale Widely Distributed 3 Omni-Commerce


Slide 8

Superior Products Are The Foundation of Great Brands Superior Products Modern, Provocative & Perpetual Brand size and age do not determine growth potential Brands with an outdated product portfolio will struggle to remain relevant Brand relevance is achieved by perpetually modernizing products in line with evolving consumer preferences Superior products attract new buyers and drive growth and share WHAT: HOW: 1 Did You Know…


Slide 9

Research relies on what people “say” This is rarely reflective of actual behavior Data analytics offers unprecedented insight into real behaviors, values and beliefs We Focus On What Consumers “Do” Not What They “Say” This is the foundation for our Innovation and Communication disciplines


Slide 10

We Abandoned Slow and Unreliable Research Techniques From Behavioral Data Purchase & Consumption Exploration Multidimensional, Unstructured Data Foresight Adoption Cycles & Emergent Behavior Data Science Data Integration & Predictive Analytics To Attitude & Usage Heavy Reliance on Memory, Feelings Validation Testing Idea, Concept, Messaging Traditional Research Single Use Studies, Focus Groups, Surveys $15MM in A&P Cost Savings in the Past 4 Years


Slide 11

Sophisticated Data Analyses Identify Granular Demand Consumer Interests Behavioral Data Data Integration


Slide 12

Data Provides Clear Path to Designing Superior Products Traditional Value Drivers Evolving Value Drivers Modern Nutrition Distinctive Flavors Authenticity Contemporary Forms Price Taste Convenience


Slide 13

Data Identifies The Right Modern Nutrition Attributes Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Note: Growth/Emerging, Mainstream, Tablestakes defined by IRI attributes; Tablestakes also includes all UPCs without identified attributes Not Exhaustive Emerging E.g., Organic, Non-GMO, Dairy Free, Vegan/Vegetarian Mainstream E.g., No Preservatives, Natural Ingredients, No/Low/Less Calories, No Hormones Tablestakes E.g., Low Fat, Calcium, Low Sodium, Multigrain Frozen Meals & Sides Snacks & Sweet Treats Grocery +13% +16% +7% +5% +1% (1)% (1)% +3% 0% Growth Rates by Domain (% Change vs. YA)


Slide 14

Source: Datassential’s MenuTrends, Growth In Menu Penetration, Data ending December 2018 UBIQUITY CONAGRA ENTRY Data Informs Emerging Flavors and Ideal Market Entry +46% 4 YR Growth PAD THAI RAMEN +15% 4 YR Growth INCEPTION FINE DINING, MIXOLOGY ADOPTION TRENDY RESTAURANTS, SPECIALTY GROCERS PROLIFERATION CHAIN RESTAURANTS, MAINSTREAM GROCERY


Slide 15

Source: Label Insights & IRI POS, MULO+C, L52 week ending February 24, 2019 Animal Welfare $15B +2%, +2% Social Responsibility $2B, +9%, +13% Local Sourcing / Provenance $6B, +3%, +8% (Dollar Sales, % Change vs. YA, 3 YR CAGR) Data Can Also Guide Sustainability Strategies Sustainable Packaging $57B, +1%, +1%


Slide 16

New Product Forms and Packages Enhance Experiences Source: 1IRI POS, MULO+C, L52 weeks ending February 24, 2019; 2Numerator, Past 12 months ending February 28, 2018; 3The NPD Group/CREST® year ending December 2018, Coffee and Tea Subchannel traffic eaten at home Bowls Are the New Plate +54%1 Familiar Forms Reinvented +39%2 Away from Home at Home +14%3 (% Change vs. YA)


Slide 17

This Repeatable Process Builds Superior Products EXPAND FULLY COMPETITIVE RE-INVENT BETTER Within Existing Shelf Set Contemporize Existing Products BEST Within Existing Shelf Set Create New Premium Products NEW New Shelf Sets New Products into New Categories Are we? Can we? Can we?


Slide 18

Healthy Choice Was Viewed As an Outdated Brand Declining Dollar Sales: Declining Penetration: Heavily Discounted: Perception that this was a brand only for Boomers Modernizing the brand required more contemporary food -9% 2 YR CAGR CY 13-15 Source: 1IRI POS, MULO, CY 13-15; 2IRI Panel, All Outlets, FY 13-15 +7 pts Above Category Average, CY 13-15 -4.4 pts FY13-15 1 1 2


Slide 19

We Made Healthy Choice Fully Competitive New Growth Attributes Higher Quality Contemporary Design


Slide 20

Then We Reinvented Healthy Choice Form, Flavor & Nutrition Provocative Flavor Form, Flavor & Nutrition Sustainable Bowl


Slide 21

And Expanded Into New Dayparts and Lifestyles Expanded Dayparts Expanded Lifestyles BREAKFAST VEGETARIAN LOW CARB


Slide 22

Modernizing Big Brands Drives Outsized Growth Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Note: Top Legacy Brands Defined as Largest Non-Conagra Brands in Frozen SSM (Stouffers, Lean Cuisine, Smart Ones, Michelina’s, Boston Market); Top Emerging Brands Defined as Fastest Growing Non-Conagra Brands >$10M in Frozen SSM (Sweet Earth, Devour, Tai Pei, Zatarain’s, Amy’s) Healthy Choice vs Top 5 Legacy Brands (Frozen Single Serve Meals, Absolute Dollar Change vs. YA) Healthy Choice vs Top 5 Emerging Brands (Frozen Single Serve Meals, Absolute Dollar Change vs. YA) +$83MM ($71MM) +$83MM +$43MM ~2x Healthy Choice Top 5 Competitive Legacy


Slide 23

Source: 1GfK MRI “The Survey of the American Consumer®”; 2IRI Panel, All Outlets, L52 week ending February 24, 2019 Note: Emerging Brands includes Sweet Earth, Devour, Tai Pei, Zatarain’s, Amy’s, Eating Well, Innovasian, Night Hawk, Saffron Road, EVOL WHAT PEOPLE SAY… WHAT PEOPLE DO… Constant Contemporization Drives Generational Relevance ‘I Rarely Eat Frozen Dinners’1 (% of Millennial Respondents Agreeing Completely) Dollar Growth Among Millennials2 (Frozen Single Serve Meals, Absolute Dollar Change vs. YA) +$42MM +$21MM Top 10 Emerging Brands 2x


Slide 24

Continue to Apply Process Across Our Legacy Brands


Slide 25

A Brand Building Model for Today Communicated Effectively Personalized Advertising at Scale WHAT: HOW: 2 Did You Know… Digital media combined with advanced technology enables personalized advertising at scale Personalized advertising “selected just for you” increases relevance while reducing waste Conagra Connect is a repeatable, scalable system for communicating effectively today Resulting efficiencies can be invested in superior products and omni-channel distribution


Slide 26

Brand Building Today Requires a Shift from Past Practices What Emerging Brands Are Doing What Conagra Is Doing What Legacy CPG Is Doing EMERGING BRANDS LEGACY BRANDS MODERN MARKETING TRADITIONAL MARKETING


Slide 27

REACH RELEVANCE DEMOGRAPHICS INTERESTS Mass Advertising Was The Primary Lever to Build Brands


Slide 28

Forces Are Creating a Culture of Personalization Mobility & Connectivity Media/Device Diversification Explosion of Content Social Networking Power of Search


Slide 29

Millennials Are Increasingly Demanding Personalization Source: “The Millennial Mind: How Content Drives Brand Loyalty,” NewsCred. 2014 64% 62% 55% 53% What Millennials Want from Brands Millennials respond positively when: Tailored to their CULTURAL INTERESTS USEFUL Tailored to their LOCATION Tailored to their AGE


Slide 30

Industry Spending Is Shifting Away from Mass to Digital US Total Media Ad Spending Growth (2018 vs. 2019 Estimated % Change) Source: eMarketer “US Total and Digital Media Ad Spending Growth”, by Format/Media, 2018 & 2019; Data from December 2018 Magna Global report “Global Advertising Revenue Forecasts” Print Local TV Desktop National TV Search Video Mobile Social Mass Digital


Slide 31

But, CPG Efforts Fall Short on Personalizing Advertising Source: “Crawl, Walk, Run: Define Your Visions, Strategy and Roadmap for Personalization”, Gartner, January 2019 CPG recognizing the need to shift from mass to digital media But, many are still using outdated demographic targeting methods “One to One” personalizes advertising to individual interests Personalization increases relevance and reduces waste Current Personalization Efforts (% of Surveyed Marketing Leaders) 80% Demographic Focused 16% One to One 4% Other


Slide 32

Personalized Advertising Can Unlock Value Source: McKinsey Personalization Practice uplift potential in revenue & retention more efficient marketing and cost savings increased customer acquisition higher satisfaction & engagement 10-30% 10-20% 3-5% 5-10% Up-lift potential in revenue & retention More efficient marketing and cost savings Increased customer acquisition Higher satisfaction & engagement


Slide 33

Shift media investment from mass to digital Build the right team and technical capabilities Develop personalized advertising at scale Conagra Migration to a Personalization Practice


Slide 34

Conagra Has Increasingly Shifted Media Spend to Digital Source: Conagra Internal Data Conagra Media Spend Mass vs Digital Share (FY15 vs. FY19E)


Slide 35

A Repeatable, Scalable Way to Personalize Advertising MARKETING TECHNOLOGY STACK Measure, Analyze, Optimize & Retarget Data Science Consumer Interests Content Strategy Media Delivery Connection to Commerce Powered By HOW WE DO IT SUPPORTING TECHNOLOGY


Slide 36

We Have Invested in Enabling Technologies Customer Relationship Marketing (CRM) Social Listening Data Access & Integration Real Time Marketing Digital Analytics Automation Supporting Technology Powered By


Slide 1

Salesforce Video


Slide 38

And a Highly Specialized Cross-Functional Team Agile Scrum Methodology Data Architects Data Scientists Digital Analysts Data Visualization Specialists Business Intelligence Leads Demand Based Media Strategists E-Commerce Media Specialists Digital Video Specialists Social Media Specialists SEM / Programmatic Specialists


Slide 39

Personalized Advertising Using Behavioral Data TOTALLY VEGAN 26g OF PROTEIN NUTRIENT-DENSE INGREDIENTS NON-DAIRY KOREAN-INSPIRED BEEF POWER BOWL Low-Carb Plant-Based Protein Free-From AI Technology Enabled to Produce at Scale Signals Interests Advertisement PERFECT FIT FOR A LOW CARB LIFESTYLE POWER BOWLS


Slide 40

Personalized Ads Are More Effective and Efficient Reach Relevance Reach Similar Number of People as Mass Match Message to Individual Needs 2x More Often than Mass Results in 50% Fewer Wasted Impressions Benefits of Personalized Advertising


Slide 41

Advertising Production Cost Savings $30M In the Past 4 Years Simultaneously Reduced Non-Working A&P Expense


Slide 42

Redeploying A&P Savings to Other Brand Building Levers SUPERIOR PRODUCTS WIDELY DISTRIBUTED Higher Food Quality Modern Ingredients Clean Labels Sustainable Packaging Shelf-Ready Packaging Graphics Contemporization Omni-Channel Distribution Retailer Data Access Online Merchandising In-Store & Online Activation Retailer Media Services


Slide 7

Personalized Advertising via Retailer Owned Platforms Data Source Demand Pocket Customer Media Vehicles Consumer Identifier Social Paid & Organic Search Lunch Box Personalized Emails Text Message Retailer E-Commerce Shopper Card / Loyalty Data Party Snacks Road Trip Streaming Services Retailer Social Feeds


Slide 44

A Brand Building Model for Today Superior Products 1 Modern, Provocative & Perpetual Communicated Effectively 2 Personalized Advertising at Scale Widely Distributed 3 Omni-Commerce WHAT: HOW:


Slide 45

Omni-Commerce Universe Represents Significant Opportunity Brick & Mortar Door Delivery Click & Collect Home Shipment E-Commerce Famous Accounts Omni Commerce Emerging Platforms Non-Commercial


Slide 46

Food & Beverage: Annual Spending Online (Dollar Sales, % Share) Food E-Commerce Underdeveloped but Growing Rapidly Source: IRI POS and IRI eMarket Insights Panel, Actuals CY 17-18, Forecast CY 19-22 IRI Market Advantage and IRI eMarket Insights. Food & Beverage, Year ending data Online Share of Total F&B Spending Online


Slide 47

Several Challenges Have Tempered Food Growth Online Limited temperature controlled infrastructure Low value to weight ratio of food Traditional retailers focused on brick & mortar Manufacturers slow to adapt Consumers’ initial resistance to buy food online ALL OF THIS IS QUICKLY CHANGING


Slide 48

Source: IRI 2018 projections based on IRI POS, Numerator, Kantar, and IRI eCommerce Modeling services; Conagra Internal Analysis E-Commerce Food Models Are Rapidly Adapting Pure Play Brick & Mortar Pure Play E-Commerce In-Store $719B, +1.4% Door Delivery $2.8B, +49% Home Shipment $3.4B, +14% Click & Collect $2.0B, +99% (Dollar Sales, % Change vs. YA)


Slide 49

Conagra Model for Continued Omni-Commerce Success Data Access & Integration Dedicated Resources Customer Relationships Technology Infrastructure Supply Chain Excellence Capabilities Show Up & Stand Out Convert to Purchase


Slide 50

Show Up and Stand Out Provocative Sights & Sounds Search Is the New Shelf First Position & Above Fold From Advertisement to Purchase


Slide 51

Convert Interest to Purchase & Reorder Initial Purchase Upselling & Cross Selling Make the Minimum Auto-Add from Recipe Reorder Reminders Add to the List Subscription Extend Retargeting Recommendations Bundling Solutions


Slide 52

Conagra E-Commerce Well Developed and Accelerating Source: IRI EMI 3.0 CY16-CY18 Total eCommerce RMA Total F&B +39% +53% Conagra E-Commerce Sales (% Change vs. YA) Conagra E-Commerce vs. Category Peer Set (% Share of Dollar Sales)


Slide 53

Conagra Will More than Double E-Commerce Share By 2021 E-Commerce Will Be As Big As One Of Our Largest Brands Source: Conagra Internal Data Conagra E-Commerce Share of Sales (% Share of Total Dollar Sales) 2x


Slide 54

Wrap-Up We have a unique data-centric, behavior-based approach to brand building Maintaining generational relevance requires constant product modernization and contemporization Communication, when personalized, increases effectiveness and efficiency E-Commerce has significant runway for growth 1 2 3 4


Slide 55

What I Will Cover Modern Brand Building Frozen Path Forward


Slide 56

Wide Range of Perceptions Regarding Frozen Frozen food growth under pressure from fresh Millennials reject the idea of frozen food Pricing power of frozen is limited Frozen facing a myriad of headwinds to growth These headwinds are structural to frozen food overall


Slide 57

Frozen Perceptions Are Not the Reality Frozen historical challenges are a result of Gen X pressure and outdated food Today, frozen is a vibrant area, driving total store sales​ There is a long runway to growth in frozen Millennials, as they form families, rely more heavily on frozen​ Value makes frozen advantaged over away from home and fresh


Slide 58

Frozen Growing Faster than Any Other Department Department Performance (Dollar % Change vs. YA) Source: IRI POS, MULO+C, L52 week ending February 24, 2019


Slide 59

Historically, Meals Were a Drag on Frozen CY12 CY13 CY14 Total Frozen Department vs Frozen Meals Performance (Dollar % Change vs. YA) Total Frozen Frozen Meals Source: IRI Consulting Analysis Historical Analysis, CY 12-14


Slide 60

Failure to Modernize the Food Left Frozen in the Cold Failure to Contemporize Anchored in the past Institutional appearance Irrelevant form & flavor Nutritionally unsophisticated


Slide 61

In 2015, We Began Reinventing Frozen Meals for Growth Category Reinvention Value over Volume Tail SKU rationalization Identified pockets of growth Invested in growing attributes New forms Contemporized packages


Slide 62

Growth in Frozen Meals Has Accelerated $57B +2.5% $53B +1.3% CY12 CY13 CY14 CY15 CY16 CY17 CY18 TTL Frozen Frozen Meals Source: IRI Consulting Analysis Historical Analysis, CY 12-18 Total Frozen Department vs Frozen Meals Category Performance (Dollar Sales, % Change vs. YA) CY 12 CY 18


Slide 63

Category xConagra Category Our Efforts Are Fueling Category Growth Category vs. Conagra (Dollar % Change vs. YA) Total Frozen Meals Dinners/Entrees, Pizza, Breakfast, Pot Pies & Sides Single Serve Meals Dinners/Entrees Category Category xConagra Source: IRI POS, MULO+C, L52 week ending February 24, 2019


Slide 64

Higher Prices and Lower Promotional Intensity Dollars Sold on Promotion Price per Unit Legacy Conagra – Frozen Single Serve Meals (Dollar % Change vs. YA) Source: IRI POS, MULO+C, L52 week ending February 24, 2019


Slide 65

Driving Outsized Growth Among Millennials Share of Frozen Single Serve Meal Buyer Growth2 (Generation Contribution to Growth) Change in Eating Occasions for Frozen Single Serve Meals1 (2015 – 2018) Source: 1The NPD Group, National Eating Trends® 2015-2018; 2IRI Panel, All Outlets, L52 week ending December 2, 2018, NBD Volume


Slide 66

Looking Ahead We See Tailwinds for Frozen Value Redefined Demographic Shifts Hyper-Convenience Culinary Skills


Slide 67

Looking Ahead We See Tailwinds for Frozen Value Redefined Demographic Shifts Hyper-Convenience Culinary Skills


Slide 68

Family Formation Is Key to Growth in Frozen Frozen Foods Annual Eatings per Capita (21-36 without Kids vs. 21-36 with Kids) Boomers1 Gen Xers1 Millennials2 Source: The NPD Group / 1Historical National Eating Trend (1985-2014), 2National Eating Trends® (2015-2018)


Slide 69

Millennials Are a Tailwind for Frozen Source: US Census Change in Population Change by Age 2000 – 2005 and 2014-2019


Slide 70

Millennials Are Now in the Early Stages of Family Formation 32% Kids 6+ 16% Kids <6 52% No Kids Millennials Household Composition (Age & Presence of Children) +26% +25% Annual Frozen Eating Occasions (% Change of Occasions by Household Composition) Source: The NPD Group, National Eating Trends®; 2 YR ending August 2017; Filtered IH/CFH; Pew Research Center, US Census Data


Slide 71

Millennial Frozen Spending is Just Getting Started Millennial Population is 30% larger than the previous generation Millennial Families with kids over six have 12% more frozen eating occasions than the previous generation Half of Millennials are still without kids Consumption will step up annually for the foreseeable future 1 2 3 4


Slide 72

Looking Ahead We See Tailwinds for Frozen Value Redefined Demographic Shifts Hyper-Convenience Culinary Skills


Slide 2

Parenting Today Leaves Less Time for Cooking Hours Spent on Child Centered Activities 3x 2x % of Meals Prepared in 30 Minutes or More 2x Source: “The Relentlessness of Modern Parenting,” The New York Times, December 2018 | The NPD Group, National Eating Trends®; 2 YR ending February 2018


Slide 74

High Culinary Interest but Limited Cooking Experience Average Number of Years Cooking Millennials Boomers 12 Years of Cooking Experience of Cooking Experience 44 Years Source: Instagram, US Census Median Generation Age, Conagra Internal Analysis


Slide 75

Frozen Provides "Assisted Scratch" Cooking Frozen is a convenient time-saving solution Providing shortcuts to fill the skill gap Empowering to achieve culinary aspirations


Slide 76

Looking Ahead We See Tailwinds for Frozen Value Redefined Demographic Shifts Hyper-Convenience Culinary Skills


Slide 77

The Total Value Equation for Frozen Has Been Redefined Contemporary Expectations of Value Consumers are paying more for superior products Fresh food is perishable Frozen better value than other meal solutions Frozen better maintains nutritional value


Slide 78

Consumers Are Willing to Pay for Superior Products Premium $17.4B Value $8.4B Mainstream $31.2B Frozen Category Segmentation by Pricing Tier (Dollar Sales) Frozen Category Pricing Tier Growth (Dollar % Change vs. YA, 3 YR CAGR) Value Mainstream Premium YA 3Yr CAGR YA 3Yr CAGR YA 3Yr CAGR Source: IRI POS, MULO+C, L52 week ending February 24, 2019


Slide 8

Frozen Has Pricing Advantages to Other Meal Options From Scratch3 $2-15 Dining Out4 $16-37 Frozen Meals1 $3-$10 Subscription Meal Kits2 $14-$38 Meal for 2 Cost Sources:; 1IRI POS, MULO+C, L52 week ending February 24, 2019; 2Datassential Menu Trends Insider March 18, 2019; 3Wellio (Cooking from Scratch Price WFM) 4The NPD Group/CREST 2 YR ending January 2019


Slide 80

Nutritional Value Perception of Fresh & Frozen Is Inaccurate Fresh Stored vs Frozen Nutrient Analyses 2 YR Peer Reviewed Scientific Analysis (2017) Disproved perception that fresh produce has a higher nutritional value than frozen Fresh produce lost nutrients over time during refrigerated storage Frozen fruits & vegetables maintained nutrients better than fresh stored


Slide 81

High Perishability of Fresh Food Generates Waste USDA Estimates of Food Waste (Consumer % Loss) Source: National Resourced Defense Council Report, Wasted: How America is Losing Up to 40% of Its Food From Farm to Fork to Landfill, 2012 2018 Estimate from USDA maintains “food waste is estimated at between 30-40 percent of the food supply”


Slide 11

Millennial Frozen Video


Slide 83

Frozen Perceptions Are Not the Reality Frozen historical challenges are a result of Gen X pressure and outdated food Today, frozen is a vibrant area, driving total store sales​ There is a long runway to growth in frozen Millennials, as they form families, rely more heavily on frozen​ Value makes frozen advantaged over away from home and fresh


Slide 84

$5 Billion Frozen Portfolio Source: IRI POS, MULO+C, L52 week ending February 24, 2019


Slide 85

Total Frozen $57B | +2.1% We Compete in Four Main Categories Conagra Frozen $5B | +3.4% 33% Meals $18.8B +3.4% YA 11% Veg & Fruit $6.4B +2.5% YA 6% All Other $3.6B +1.7% YA 26% Meat & Alt. $14.8B +1.3% YA 23% Desserts $13.4B +1.2% YA 62% Meals $3.2B +3.5% YA 22% Veg & Fruit $1.1B +5.4% YA 1% AO* 26% Meat & Alt. $517MM +2.7% YA 4% Desserts $214MM -7.0% YA Source: IRI POS, MULO+C, L52 week ending February 24, 2019 *1%, All Other, $60MM | +6.3% YA (Dollar Sales, % Change vs. YA) (Dollar Sales, % Change vs. YA)


Slide 86

We Have a Growing, Scaled Frozen Business Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Frozen Parent Companies & Growth Rate (Dollar Sales, % Change vs. YA)


Slide 87

Strong Portfolio of Brands with Further Growth Potential >$1B Brands +2% | +5% >$500MM Brands +14% | +1% >$100MM Brands +1% | +2% Source: IRI POS, MULO+C, L52 week ending February 24, 2019 (Dollar % Change vs. YA, 2 YR CAGR)


Slide 88

62% Meals $3.2B +3.5% Within Frozen, Conagra Meals Business Is $3.2B, +3.5% Pizza $66MM Breakfast $164MM Pot Pies $552MM 10% Meat & Alt. $517MM +2.7% 22% Veg & Fruit $1.1B +5.4% 4% Desserts $214MM -7.0% Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Conagra Frozen Categories (Conagra Portfolio Frozen Share, Dollar Sales, % Change vs. YA) Conagra Frozen Meals (Dollar Sales, % Change vs. YA) (Share, Dollar Sales, % Change vs. YA )


Slide 89

Conagra Is a Leader in Meals Frozen Meals Parent Companies Size & Growth Rates (Dollar Sales, % Change vs. YA) -5.7% $165MM In Absolute Dollar Growth Source: IRI POS, MULO+C, L52 week ending February 24, 2019


Slide 90

American Comfort $2.7B | +3% Modern Wellness $2.1B | +2% International Cuisines $3.6B | +1% Frozen Meal Brands Compete in Large Demand Pockets (Dollar Sales, % Change vs. YA) Source: IRI POS, MULO+C, L52 week ending February 24, 2019


Slide 20

CONTEMPORARY COMFORT BRAND REVITALIZATION +8% VELOCITY GROWTH MIGRATED TO BOWLS Source: IRI POS, MULO+C, L52 week ending February 24, 2019


Slide 21

PREMIUMIZING FORM PUB STYLE POT PIES CULINARY INSPIRED Note:  Packaging under development; subject to change


Slide 22

CONTEMPORARY COMFORT SHEPHERD’S PIE FAMOUS LAYERED DISHES Note:  Packaging under development; subject to change


Slide 23

QSR INSPIRED NUGGETS & STRIPS BIG BOLD FLAVORS


Slide 24

PORTABLE HANDHELD MEGA STUFFED LOADED WITH CHEESE & MEAT Note:  Packaging under development; subject to change


Slide 25

NEVER LEAVE THE TABLE HUNGRY XL CHICKEN HIGH PROTEIN | BONE-IN CHICKEN Note:  Packaging under development; subject to change


Slide 26

PLANT BASED LIFESTYLE POWER BOWLS VEGETARIAN | VEGAN


Slide 27

LOW CARB LIFESTYLE CAULIFLOWER POWER BOWL GRAIN FREE | GLUTEN FREE Note:  Packaging under development; subject to change


Slide 28

BFY HANDHELDS POWER WRAP GRAIN FREE | HIGH PROTEIN Note:  Packaging under development; subject to change


Slide 29

KETO + PALEO MEALS MEALS evol-UTION LOW CARB | HIGH PROTEIN HEALTHY FATS Note:  Packaging under development; subject to change


Slide 1

BFY KID FRIENDLY PLATFORM EVOL KIDS ABF MEATS | VEGGIE-MADE PASTA Note:  Packaging under development; subject to change


Slide 31

MODERN COASTAL ITALIAN PREMIUM PASTA MEALS MEATLESS | AL DENTE | STUFFED Note:  Packaging under development; subject to change


Slide 32

CONTEMPORARY PAN-ASIAN BRAND REVITALIZATION +75% PRICING ABOVE CATEGORY AVG. Source: IRI POS, MULO+C, L52 week ending February 24, 2019


Slide 33


Slide 1

AUTHENTIC RESTAURANT-STYLE RAMEN +46% 4 YR MENU GROWTH Source: Datassential 2018 Note:  Packaging under development; subject to change


Slide 35

FREE-FROM LIFESTYLE VEGETARIAN PIZZA SWEET POTATO CRUST GRAIN FREE | SOY FREE Note:  Packaging under development; subject to change


Slide 107

Conagra’s Vegetables Business Is $1.1 Billion, +5.4% 10% Meat & Alt. $517MM +2.7% 22% Veg & Fruit $1.1B +5.4% 62% Meals $3.2B +3.5% 4% Desserts $214MM -7.0% Value Added Veg & Veg Sides $380MM +14% Plain Veg $739MM +2% Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Conagra Frozen Vegetables & Fruit (Dollar Sales, % Change vs. YA) (Share, Dollar Sales, % Change vs. YA ) Conagra Frozen Categories (Conagra Portfolio Share, Dollar Sales, % Change vs. YA)


Slide 108

Conagra’s #1 Branded Player in Frozen Vegetables +4% +12% -5% Frozen Vegetables Parent Companies (Dollar Sales, % Change vs. YA) $1.1B $528MM $281MM Source: IRI POS, MULO+C, L52 week ending February 24, 2019


Slide 3

Simplified Architecture Clear Communication Hierarchy Contemporary Graphic Design Brand Contemporization H2 | FY20 Note:  Packaging under development; subject to change


Slide 4

CONTEMPORARY FORM ROASTED VEGGIES SEASONED, CUT & READY TO ROAST H1 | FY20 Note:  Packaging under development; subject to change


Slide 5

STARCH REPLACEMENT SHREDDED VEGETABLES HIGHLY FLEXIBLE | SIDE DISH OR SOLO H1 | FY20 Note:  Packaging under development; subject to change


Slide 6

STARCH REPLACEMENT SPIRALIZED VEGETABLES LOW CARB PASTA SUBSTITUTE H2 | FY20 Note:  Packaging under development; subject to change


Slide 113

Moving Birds Eye to Modern Wellness Meals Modern Wellness $2.0B | +2.1% Reframe CASSEROLES BOWLS Source: IRI POS, MULO+C, L52 week ending February 24, 2019 (Dollar Sales, % Change vs. YA)


Slide 8

EAT MORE VEGGIES PASTA BAKE ZUCCHINI & LENTIL PASTA H1 | FY20 Note:  Packaging under development; subject to change


Slide 9

LOW CARB LIFESTYLE PASTA BOWL HIGH PROTEIN | RICED CAULIFLOWER H1 | FY20 Note:  Packaging under development; subject to change


Slide 116

Conagra’s Meat & Alternatives Business Is $517MM, +2.7% Fish $130MM -2% Meat Alternatives $107MM +14% Sausage $156MM +3% Poultry $123MM -1% 10% Meat & Alt. $517MM +2.7% 22% Veg & Fruit $1.1B +5.4% 62% Meals $3.2B +3.5% 4% Desserts $214MM -7.0% Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Conagra Meat & Alternatives (Dollar Sales, % Change vs. YA) (Share, Dollar Sales, % Chg vs. YA ) Conagra Frozen Categories (Conagra Portfolio Share, Dollar Sales, % Change vs. YA)


Slide 117

Over $400MM Animal Protein Platform Sausage $461MM, +2% $156MM, +3% Fish $2.2B, -1% $130MM, -2% Poultry $7.3B, Flat $123MM, -1% Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Category Performance & Conagra Performance within Category (Dollar Sales, % Change vs. YA) Category (Dollar Sales, % Change vs. YA )


Slide 118

Frozen/RFG Meat Alternatives Accelerating Growth Frozen/RFG Meat Alternatives1 (Dollar Sales, % Chg vs. YA) % Consumers Choosing Meat Alternatives2 Vegan Vegetarian Lessitarian People who reduce their meat consumption $107MM, +14% $38MM +101% $31MM +19% Source: 1IRI POS, MULO+C, L52 week ending February 24, 2019; 2IRI Growth Consulting Analysis 2018 $683MM +12% All Other $124MM +18%


Slide 13

MEAT MEAT REPLACEMENT PLATFORM BREAKFAST BOWL VEGAN | DAIRY FREE | PLANT BASED Note:  Packaging under development; subject to change


Slide 14

MEAT REPLACEMENT PLATFORM BEEFLESS BURGER VEGAN | DAIRY FREE | PLANT BASED Note:  Packaging under development; subject to change


Slide 15

MEAT REPLACEMENT PLATFORM WINGS VEGAN | DAIRY FREE | PLANT BASED Note:  Packaging under development; subject to change


Slide 16

MEAT REPLACEMENT PLATFORM DINNER SAUS’AGE VEGAN | DAIRY FREE | PLANT BASED Note:  Packaging under development; subject to change


Slide 17

MEAT REPLACEMENT PLATFORM BREAKFAST SAUS’AGE VEGAN | DAIRY FREE | PLANT BASED Note:  Packaging under development; subject to change


Slide 18

B MEAT REPLACEMENT PLATFORM BA’CON VEGAN | DAIRY FREE | PLANT BASED Note:  Packaging under development; subject to change


Slide 125

Conagra Frozen Desserts Business Is $214MM, -7% Pies & Crusts $196MM -8% 10% Meat & Alt. $517MM +2.7% 22% Veg & Fruit $1.1B +5.4% 62% Meals $3.2B +3.5% 4% Desserts $214MM -7.0% Novelties & Sweet Goods $17MM +12% Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Conagra Frozen Desserts (Dollar Sales, % Change vs. YA) (Share, Dollar Sales, % Change vs. YA ) Conagra Frozen Categories (Conagra Portfolio Share, Dollar Sales, % Change vs. YA)


Slide 126

Reframing Unlocks Significant, Growing Demand Spaces Frozen Novelties $5.7B | +5% REFRAME COOKIES BARS Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Spoon-able Treats includes: SS Pudding, SS Gel, Mug Cakes, Single Serve Oats, Rfg. Pudding/Mousse/Gels/Parfaits, Single Serve SS Fruit (Dollar Sales, % Change vs. YA)


Slide 21

FROZEN SWEET TREATS GOOEY COOKIES PREMIUM | INDULGENT Note:  Packaging under development; subject to change H2 | FY20


Slide 22

FROZEN SWEET TREATS BOOM CHICKA POPS PREMIUM | INDULGENT Note:  Packaging under development; subject to change


Slide 23

INFUSING POWER & POSITIVITY POWER POPS NOVELTIES WITH NONE OF THE GUILT Note:  Packaging under development; subject to change


Slide 130

$1 Billion Refrigerated Portfolio Source: IRI POS, MULO+C L52 week ending February 24, 2019


Slide 131

Diverse Portfolio of Brands Across Refrigerated Whipped Topping $483MM, +6% $302MM, +1% Hot Dogs $2.4B, Flat $170MM, -3% Liquid Eggs $281MM, -5% $78MM, -15% Table Spreads $1.3B, -3% $391MM, -6% Category Performance & Conagra Performance within Category (Dollar Sales, % Change vs. YA) Category Source: IRI POS, MULO+C L52 week ending February 24, 2019 (Dollar Sales, % Change vs. YA )


Slide 26

CONTEMPORIZING BRAND REVITALIZATION WE BEAT ‘EM YOU EAT ‘EM Note:  Packaging under development; subject to change


Slide 27

CONTEMPORIZING & EXPANDING BRAND REVITALIZATION WHOLE EGGS Note:  Packaging under development; subject to change


Slide 28

BRAND REVITALIZATION PREMIUM MEAT CUTS Note:  Packaging under development; subject to change


Slide 135

Source: IRI POS, MULO+C, CY14-18 Earth Balance, a Trusted Name in Vegan Total Earth Balance Portfolio (Dollar Sales, 4 YR CAGR) +11% 4 YR CAGR


Slide 30

PLANT-BASED VEGAN WHIPPED TOPPING AND VEGAN EGG NON-DAIRY | NON-GMO Note:  Packaging under development; subject to change


Slide 31

PLANT-BASED SPREADS SPECIALTY OIL SPREADS PREMIUM PRESSED OIL Note:  Packaging under development; subject to change


Slide 32

CONTEMPORIZING & EXPANDING BRAND REVITALIZATION REAL CREAM | NON DAIRY


Slide 33


Slide 34

AWAY FROM HOME AT HOME BARISTA SERIES NITRO INFUSED | SWEET FOAM Note:  Packaging under development; subject to change


Slide 141

Wrap-Up Scaled and growing frozen business with leadership in all key categories We have leveraged The Conagra Way to contemporize and premiumize our portfolio including the newly acquired brands We see structural tailwinds that will lead to a long runway of continued growth


Slide 1

TOM MCGOUGH CO-CHIEF OPERATING OFFICER


Slide 2

Key Messages Large Snacks business with long runway of growth Highly profitable Grocery business – objectives are to reliably contribute & capitalize on growth pockets We know how to master portfolio breadth & complexity through strategy, structure, process & capabilities and will apply to Pinnacle portfolio


Slide 3

Snacks Mastering Portfolio Breadth & Complexity Grocery What I Will Cover


Slide 4

What I Will Cover Snacks Mastering Portfolio Breadth & Complexity Grocery


Slide 5

How We View Snacks Fastest growing occasion in food Expandable consumption Addresses desire for immediate access Low private brand presence Differentiated channel access


Slide 6

Conagra Has a $2 Billion Snacking Portfolio Source: IRI POS, MULO+C, L52 week ending February 24, 2019


Slide 7

Conagra Is a Top 10 Snacking Company… $17.4 Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Snacking Universe consists of: Snacks, Candy, Cookies & Crackers Aisles & Bakery Snacks, Pastry/Doughnuts, Pudding/Gelatin, Rfg Desserts, Rfg – Lunch Kits Categories Snacking Dollar Sales (Dollars Sales Billions)


Slide 8

…and One of the Fastest Growing Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Snacking Universe consists of: Snacks, Candy, Cookies & Crackers Aisles & Bakery Snacks, Pastry/Doughnuts, Pudding/Gelatin, Rfg Desserts, Rfg – Lunch Kits Categories Snacking Universe – Top Manufacturer Overview (Dollar % Change vs. YA)


Slide 9

Supply Chain Efficiency Advantaged Balance Sheet Enhanced Margins We Like the Warehouse Snacks Model


Slide 10

Strong Portfolio of Leading Brands in Attractive Spaces Meat Snacks Popcorn Seeds Sweet Treats Specialty ~75% of sales from brands that are #1 or #2 in their respective categories Source: IRI POS, MULO+C, L52 week ending February 24, 2019


Slide 11

Our Categories Are Growing Faster than Snacks Overall Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Conagra’s competitive categories include: Prepared Pudding/Gelatin & Mixes, Dried Meat Snacks, Sunflower/Pumpkin Seeds, Total Popcorn/Popcorn Oil, Salty Snacks  Industry Industry Conagra Categories Conagra Categories % Change vs. YA 3 YR CAGR Snacking Category Performance (Dollar 3 YR CAGR & % Change vs. YA, Industry vs. Conagra Categories)


Slide 12

We Are Building a Snacking Culture Lack of Marketing Ubiquity Slow Innovation Cycles Under-leveraged Merchandising Opportunities Limited Product Offerings and Sizes FROM “Baton-pass” Approach to Customer Selling X X X X X Marketing with Purpose Faster Innovation Driving Impulse Consumption Mastering Price/Pack Architecture TO Customer/Channel Intimacy


Slide 13

Acquisitions Infused Entrepreneurial Snacking Culture ANGIE BASTIAN JUSTIN “DUKE” HAVLICK


Slide 14

As a Result, Our Sales Momentum Has Accelerated Legacy Conagra Snacks (Dollar % Change vs. YA) LEFT Source: IRI MULO, quarterly data through February 24, 2019 RIGHT Source: IRI POS, Dollar % Change vs. YA, L13 week ending February 24, 2019, MULO & MULO+C (for Meat Snacks and Seeds Only) Popcorn +9% Meat Snacks +7% Sweet Treats +4% Seeds +3%


Slide 15

Animal Based Protein Plant Based Nutrition/Protein Permissible Indulgence Categories Are Supported by Strong Consumer Trends


Slide 16

Animal Based Protein Plant Based Nutrition/Protein Permissible Indulgence Categories Are Supported by Strong Consumer Trends


Slide 17

Conagra’s Meat Snacks Have Achieved Great Growth 43% All Other 21% ConAgra Brands 22% Private Label 6% 3% Old Trapper 5% +6.5% 5 YR CAGR $497MM $679MM 1 Source: IRI POS, MULO+C, L52 week ending February 24, 2019  2 Source: IRI POS, MULO+C, CY 13-18 Meat Snack Category1 (Dollar Share – $3.2 Billion) Conagra Meat Snack Performance2 (Dollar Sales, 5 YR CAGR)  CY13 CY18


Slide 18

STICKS % CHG. VS. YA % CHG. VS. YA CAGR CAGR 23% All Other 16% 57% Private Label 2% 1% 1% Kippered Nuggets/Bites Pickled We Lead in Faster Growing Meat Sticks Segment Source: IRI POS, MULO+C, L52 week ending February 24, 2019  Sticks $1.1B +9.9% Vs. YA +6.0% 3 Yr CAGR Jerky $1.7B +3.8% Vs. YA +4.3% 3 Yr CAGR Meat Snack Segments (Dollar Sales, % Change vs. YA, 3 YR CAGR) Meat Snack Parent Companies (Dollar Share)


Slide 19

We Have a Strong Portfolio of Leading Stick Brands #1 MEAT STICK BRAND #1 #1 PREMIUM MEAT STICK BRAND* #1 #1 PICKLED SAUSAGE BRAND #1 Source: IRI POS, MULO+C, L52 week ending February 24, 2019  *Premium Meat Stick Brand: Top Brands in Meat Snacks $ Sales with Premium Meat Sticks Premium Price Tier: >120 Index Price/Vol in MULO for Meat Sticks  


Slide 20

ICONIC SNAP BOLD, SPICY HEAT COMPLEX FLAVOR Slim Jim - #1 Meat Stick $584MM Source: IRI POS, MULO+C, L52 week ending February 24, 2019 


Slide 21

6g PROTEIN PER STICK 11g PROTEIN PER STICK 18g PROTEIN PER STICK +6% GROWTH VS. YA Source: IRI POS, MULO, L52 week ending February 24, 2019  Note:  Packaging under development; subject to change


Slide 22

RETAILER MARKETING BREAKTHROUGH DISPLAYS Note:  Packaging under development; subject to change


Slide 23

Duke’s - #1 Premium Meat Stick Brand *Premium Meat Stick Brand: Top Brands in Meat Snacks $ Sales with Premium Meat Sticks Premium Price Tier: >120 Index Price/Vol in MULO for Meat Sticks  


Slide 24

DUKE VIDEO PROCESS


Slide 25

Duke’s Is The Fastest Growing Premium Stick Brand Duke’s Brand Performance1 (Dollar Sales (Millions), 3 YR CAGR) Crafted Emerging Meat Snack Brands2 (Absolute Dollar Sales (Millions) Change vs. YA) 1 Source: IRI POS, MULO+C, CY 15-18 2 Source: IRI POS, MULO+C, L52 week ending February 24, 2019, Crafted Emerging Brands: Top Brands in Meat Snacks $ Sales with Premium Meat Sticks Price Tier Premium: >120 Index Price/Vol in MULO for Meat Sticks    +31% 3 YR CAGR


Slide 26

FRESHLY CRAFTED SMOKED MEATS SMALL BATCH | NO HORMONES* *No Hormones Added Note:  Packaging under development; subject to change


Slide 27

Big Mama - #1 Pickled Sausage in the US #1 LARGEST PICKLED MEAT SNACK #1 STRONGEST MEAT SNACK IN THE SOUTH1 +13% GROWTH  VS. YA* #1 VELOCITY IN MEAT SNACKS2 *Source: IRI POS, MULO, L52 week ending February 24, 2019 1Product Development Index in Mid South and Southeast regions with $ Sales >$5,000,000 2Minimum Average weekly Total Points of Distribution > 5


Slide 28

Animal Based Protein Plant Based Nutrition/Protein Permissible Indulgence Categories Are Supported by Strong Consumer Trends


Slide 29

The Power of Seeds! Source: Information above based on single 30g serving of DAVID Sunflower Seeds Original *Excellent source of Magnesium, which offers these benefits **Good Source of Zinc, which offers these benefits, Plant based data 9 GRAMS OF PROTEIN PALEO LIFESTYLE COMPATIBLE VITAMIN E, ANTIOXIDANT NUTRIENT DENSE SUSTAIN-ABLE 55% LESS WATER


Slide 30

Conagra Leads Seed Category with David and BIGS Seed Brand #1 Fastest Growing Seed Brand #1 Source: IRI POS, MULO+C, L52 week ending February 24, 2019


Slide 31

WE DON’T DO SMALL BIGGEST & BOLDEST FLAVORS IMAGINABLE QSR INSPIRED Note:  Packaging under development; subject to change


Slide 32

RETAILER MARKETING BREAKTHOUGH MERCHANDISING POP, CRACK, SPIT, REPEAT


Slide 33

Bigger Opportunity in $13B Plant Based Protein Snacks PLANT BASED PROTEIN SNACKS $13B | +1% REFRAME HEALTHY LIFESTYLE PERMISSIBLE INDULGENCE NUTRIENT DENSE Source: IRI POS, MULO+C, Dollar Sales, % Change vs. YA, L52 week ending February 24, 2019


Slide 34

PORTABLE SNACKS BFY ENERGY MIXES HIGH PROTEIN | LOW SUGAR Note:  Packaging under development; subject to change


Slide 1

BFY POPPABLE SNACKING SEED & FRUIT CLUSTERS 6G PROTEIN | HIGH ENERGY Note:  Packaging under development; subject to change


Slide 36

Total Popcorn Category vs. Conagra (Dollar Sales, % Change  vs. YA) Popcorn Category Is Large and Growing Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Popcorn Categories include: Microwave, Ready to Eat, Kernel, Popcorn Oil Conagra Brands Category Meat Snack Category Dollar Share – $2.8 Billion1 Popcorn Category Segments (Dollar Sales – $2.3 Billion) 4X FASTER


Slide 37

Conagra Has a Strong Portfolio Across All Segments FASTEST GROWING MWPC BRAND #1 #1 FASTEST GROWING RTE BRAND #1 BRAND IN MICROWAVE, KERNEL & POPCORN OIL #1 #1 SWEET POPCORN BRAND #1 #1 GROWTH FYTD +17% #1 NOVELTY POPCORN BRAND #1 Source: IRI POS, MULO, FYTD & L52 week ending February 24, 2019


Slide 38

Conagra Is Leading Microwave Popcorn Growth Source: IRI POS, MULO, L52 week ending February 24, 2019 Top 5 Branded Players Microwave Popcorn (% Dollar Change. vs. YA)


Slide 39

Angie’s BOOMCHICKAPOP Is a Leader in RTE Popcorn Source: IRI POS, MULO, L52 week ending February 24, 2019 #1 LARGEST GROWING RTE POPCORN REAL & AUTHENTIC HUGELY FLAVORFUL AND FUN


Slide 40

Angie’s Crush It Video ANGIE’S VIDEO CRUSH IT


Slide 41

Angie’s Is the Largest Growing RTE Popcorn Brand $2.4B $2.2B Source: IRI POS, MULO, L52 week ending February 24, 2019 RTE Popcorn – Manufacturers (Absolute Dollar Sales (Millions) Change vs. YA)


Slide 42

Angie’s Broadly Competes in Growing BFY Snacking BFY SNACKING $2.4B | +13% REFRAME BFY PUFFS BFY CHIPS & CRISPS BFY POPPED GRAINS 3 YR CAGR Source: IRI POS, MULO+C, L52 week ending February 24, 2019 BFY Snacking includes: Cheese Snacks, Corn Snacks, Other Salted Snacks, Pork Rinds, Potato Chips, Pretzels, RTE Popcorn & Tortilla/Tostada Chips with key Health & Wellness Claims (Non GMO, Whole Grain, Organic, Vegan, Heart Claim, Protein Claim, Low Calorie) (Dollar Sales, 3 YR CAGR)


Slide 43

Note:  Packaging under development; subject to change


Slide 44

Conagra Leads in Sweet RTE Popcorn 27% CATEGORY SHARE 1.5X DOLLAR VELOCITY INDEX VS. CATEGORY +2% GROWTH VS. YA* CRUNCH ‘N MUNCH #1 BRAND IN THE CATEGORY Source: IRI POS, MULO, L52 week ending February 24, 2019 *Source: IRI POS, MULO, L13 week ending February 24, 2019; Unit % Change vs. YA 


Slide 45

INDULGENT POPPABLE SNACKS RTE SWEET POPCORN FAMOUS SNACK FLAVORS Note:  Packaging under development; subject to change


Slide 46

Animal Based Protein Plant Based Nutrition/Protein Permissible Indulgence Categories Are Supported by Strong Consumer Trends


Slide 47

Sweet Treat Brands Were Confined to Legacy Formats HOT COCOA MIX $355MM | -1.5% PUDDING & GELS $268MM | +0.6% CAKE MIXES $1.5B | -2.4% Source: IRI POS, MULO, L52 week ending February 24, 2019 (Dollar Sales, Dollar % Change vs. YA)


Slide 48

Reframing Unlocks Significant, Growing Demand Spaces SWEET TREATS $50.8B | +1.3% REFRAME EXPERIENTIAL PERMISSIBLE INDULGENCE Source: Conagra Brands Sweet Treat Landscape, IRI POS, MULO+C, 52 week ending October 21, 2018 3 YR CAGR (Dollar Sales, 3 YR CAGR)


Slide 49

TRENDING KID THEMES BRAND REVITALIZATION +3% GROWTH | TOP TIER VELOCITY Source: IRI POS, MULO, Dollar % Change vs. YA, L13 week ending February 24, 2019 Note:  Packaging under development; subject to change


Slide 50

NEW DAYPARTS CAFE BLENDS COCOA POWERED BY ESPRESSO Note:  Packaging under development; subject to change


Slide 1

Source: IRI POS, MULO, L26 week ending February 24, 2019 +9% SALES & +4 PT SHARE GROWTH BRAND RENOVATION +25% VELOCITY & -13% TPDs


Slide 52

Duncan Hines Innovated into Broader Snacking 1Source: IRI POS, MULO+C, L52 week ending February 24, 2019 2Source: Conagra Internal Reporting & IRI Introsource The Pinterest Phenomenon Invention Of A Category Duncan Hines Perfect Size For 1 $46MM YEAR 1 SALES1 ~50% INCREMENTAL VOLUME TO THE BRAND2


Slide 53

However, Execution Was Subpar BRANDING SIZE IMPRESSION PRODUCT PRODUCT RANGE PERFECT SIZE FOR 1 NO FROSTING SMALLER 34 SKUS MUG TREAT FROSTING LARGER 8 SKUS


Slide 54

Restaging Duncan Hines Mug Cakes to Be Competitive SIMPLIFIED BRANDING LARGER SIZE IMPRESSION UPGRADED PRODUCT WITH FROSTING OPTIMIZED SKU RANGE Note:  Packaging under development; subject to change H2 | FY20


Slide 5

FUN & NOVEL MUG CAKES KID THEMED H2 | FY20 Note:  Packaging under development; subject to change


Slide 6

FAMOUS SNACK FLAVORS CUP CAKES PORTABLE | NO MESS H2 | FY20 Note:  Packaging under development; subject to change


Slide 7

BETTER FOR YOU UDI’S MUG CAKES GLUTEN FREE | NEW DAYPARTS


Slide 8

NEW SNACKING PLATFORMS COOKIES | RFG. DESSERTS PREMIUM | INDULGENT H2 | FY20 Note:  Packaging under development; subject to change


Slide 9

Simplified Architecture Communication Hierarchy Contemporary Graphic Design Brand Contemporization H1 | FY20 Note:  Packaging under development; subject to change


Slide 10

Simplified Architecture Communication Hierarchy Contemporary Graphic Design Brand Contemporization H1 | FY20 Note:  Packaging under development; subject to change


Slide 61

Innovating into “Neglected Coves” Source: IRI POS, MULO+C, L52 week ending February 24, 2019 1 Other Salted Snacks (no nuts) 2 Shelf Stable & Refrigerated Fries $377MM, +8% Pork Rinds $539MM, +16% Pretzels & Mixes $2.4B, +0.4% Puffs1 $4.7B, +7% Pickles2 $1.1B, +6% (Dollars Sales, Dollar % Change. Vs. YA)


Slide 12

EVERYBODY LOVES FRIES FIRE FRIES SPICY | ICONIC SNAP | BOLD FLAVORS Note:  Packaging under development; subject to change


Slide 13

BIGGEST AND BOLDEST FLAVOR CRISPY FRIES 100% REAL POTATOES Note:  Packaging under development; subject to change


Slide 14

MODERN HOLIDAYS HOT MUNCHIES +7% GROWTH Source: IRI POS, MULO+C, L52 week ending February 24, 2019 


Slide 15

PALEO PIG OUT PORK RINDS HIGH PROTEIN | LOW CARB | SPICY Note:  Packaging under development; subject to change


Slide 16

BFY SNACK PLATFORM TRAIL MIX & PUFFS NON-GMO | NOTHING FAKE Note:  Packaging under development; subject to change


Slide 17

BFY ON-THE-GO SNACKABLE PICKLES FERMENTED | LOW CARB Note:  Packaging under development; subject to change


Slide 18

NON-TRADITIONAL CHANNELS We Have a Long Runway of Distribution Growth TRADITIONAL CHANNELS Specialty + Dollar Foodservice Grocery Mass C-Store Travel + Leisure Non-Commercial Club Online Drug


Slide 19

Developing Right Price/Pack Architecture… MASS GROCERY CLUB C-STORE


Slide 20

…And Merchandising Vehicles Across Channels MASS GROCERY CLUB C-STORE


Slide 21

SPRING SUMMER FALL WINTER SEASONAL & GIFTING CATEGORY $4.3B | +2.5% CAGR Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Note:  Packaging under development; subject to change


Slide 72

E-Comm Is Huge for Snacks - We Are Outpacing Growth Source: Amazon Data & IRI Total E-Commerce RMA $1.6B SNACKS 2.4% E-Commerce 2.4% Brick & Mortar E-Comm $ Sales % Change All Manufacturers (L52 weeks) E-Comm is a big space CAG sales on par Outpacing competition Total Snacking E-Comm $ Sales (All Manufacturers) Of Total Company Sales


Slide 73

What I Will Cover Snacks Mastering Portfolio Breadth & Complexity Grocery


Slide 74

How We Think about Center Store Products that enhance, make meals turn-out great Dinner largest in-home occasion Condiments, Sauces, and Enhancers – growth driver Meals and Sides - reliable contributor Higher margin, strong cash generators Drives retailer trips, basket ring


Slide 25

$4 Billion Grocery Portfolio Source: IRI POS, MULO, L52 week ending February 24, 2019


Slide 76

Center Store Not Dying - Occasions and Sales Stable 1 Source: The NPD Group/National Eating Trends®, data trends for one year ending February 2018  2 Source: IRI POS, MULO, CY14-18, Center of Store = General Food Dept. excluding Snacks Categories Annual Eatings Per Capita1 (Total Occasions) Center of Store Frozen Perimeter of Store 44% 8% +1% 4 YR CAGR Center of Store Performance2 (Dollar Sales, 4 YR CAGR) 48% YE13 YE15 YE16 YE17 YE18 YE14


Slide 77

However, Not All Center Store Categories Are Equal Source: IRI POS, MULO, CY18 Conagra Brands Logo indicates where Conagra has $20MM+ sales Center of Store Categories % of Loss/Gain 20% 19% 13% 8% - - - - 5% 6% 8% 11% (contributes 1% or less of sales gains/losses) DECLINING STABLE GROWING


Slide 78

Center Store Still Plays Starring Role in the Kitchen Source: The NPD Group/CREST®  Eating Patterns in America 2018  Readily Available Widespread Use Limited Food Waste 69% OF MAIN MEALS Prepared in home use center store ingredients


Slide 79

Millennials Are a Center Store Sales Growth Tailwind Family Formation Need for Convenience Financially Constrained Contemporary Food Values Quick Assembly


Slide 80

Millennial Family Formation Will Be a Positive Catalyst 5 years later Than prior generations* *Source: CDC; The average age for Millennials at first birth vs. Boomers **Source: The NPD Group/National Eating Trends®, data for two years ending November 2018, Grocery excl. Snacks annual eatings per capita  +11% Increase in annual grocery consumption** 20+ years Millennials will still be having and raising kids Which will continue for years to come Millennials are finally growing their families And will grow their center store purchases


Slide 81

Demand for Convenience Is Timeless Truth +9 points Source: Pew Research Center, Comparing 2017 to 1967 +76% Increase in hours per week +159 Increase in hours per year More time spent working More households with both parents working More time spent  with children


Slide 82

Affordability Key - Millennials Financially Constrained Source: Pew Research Center; Federal Reserve Bank of St. Louis 20% less ‘Real wages’ earned for Millennials vs. Boomers at the same life stage 7% more Debt carried by Millennials vs. Gen X at the same life stage + Struggling with debt A different economic reality


Slide 83

Source: IRI POS, MULO, L52 week ending February 24, 2019 Center of Store = General Food Dept. excluding Snacks Categories Bold Flavors = Hot & Spicy, Chili/Chile, Nacho Cheese, Salsa, Barbeque, Teriyaki, AO Asian, Maple, Ranch, Dark Chocolate, Chocolate Peanut Butter Mintel; Understanding the Research on Millennial Shopping Behaviors Millennials Influenced by Contemporary Food Values 2X Millennials are twice as likely as Gen X to try new brands 36% Of kids enjoy eating international foods Dollar % Change vs. YA Global Tastes Bold Flavors Cultural Curiosity


Slide 84

For Millennials, Assembling Components = Cooking Source: The NPD Group/National Eating Trends®, data trends for one year ending February 2018  2 out of 3 In-home and carried dinner occasions include a center store item One "scratch" step = "homemade" meal Simplifying   cooking process Convenient and easy  can still be authentic


Slide 85

Center Store Products Must Evolve to Be Salient Traditional Center Store Modern Center Store


Slide 86

Conagra Is the 3rd Largest in Condiments and Sauces Source: IRI POS, MULO, L52 week ending February 24, 2019 Condiments & Sauces Universe, based on IRI Landscape definition (excluding Private Label): Nut Butters, Jams/Jelly/Honey, BBQ Sauce, Pickles/Peppers/Relish/Olives, Tartar Sauce, Ketchup/Mustard, Mayo, Salad Dressing, Steak/Worcestershire Sauce, Vinegar, Meat Sauce/Marinade, Chili/Hot Dog Sauce, Cocktail Sauce, Dairy Sauce, Hollandaise/Bearnaise/Dill Sauce, Garlic Spread, Soy Sauce, AO Asian Sauce, Salsa, Picante Sauce, Taco Sauce, AO Mexican Sauce, Pasta Sauce, Hot/Cajun Sauce, Pizza Sauce, Sloppy Joe Sauce, Prep Chili, Seafood Sauce, Chutney, Marinated Veg/Fruit, Cooking Sherry/Wine Condiments & Sauces - Manufacturers (Dollar Sales)


Slide 87

Conagra Has a ~$1 Billion Condiments & Sauces Portfolio Source: IRI POS, MULO, L52 week ending February 24, 2019


Slide 13

THICKEST & RICHEST HUNT’S BEST EVER KETCHUP 100% NATURAL | NON-GMO | NO HFCS Note:  Packaging under development; subject to change


Slide 14

Our Thickest & Richest  Ketchup Ever Ketchup Strainer Video​ HUNT’S KETCHUP STRAINER


Slide 15

Patrick Mahomes Loves Hunts!  


Slide 16

SMOKEHOUSE FLAVORS BBQ SAUCE NO HIGH FRUCTOSE CORN SYRUP Note:  Packaging under development; subject to change


Slide 17

KICK UP YOUR MEALS ROTEL HOT SAUCE HATCH CHILE | CAYENNE | JALAPEÑO Note:  Packaging under development; subject to change


Slide 18

CARRY-OUT COMES HOME ASIAN SAUCES NO ARTIFICAL PRESERVATIVES | GLUTEN FREE Note:  Packaging under development; subject to change


Slide 19

PREMIUM MEXICAN SALSAS & SAUCES FIRE ROASTED AUTHENTIC FLAVORS Note:  Packaging under development; subject to change


Slide 20

BOLD FLAVOR MUSTARD NON-GMO | ORGANIC INGREDIENTS Note:  Packaging under development; subject to change


Slide 21

Source: IRI POS, MULO, L26 week ending February 24, 2019 IMPROVED RECIPE & GRAPHICS BRAND RENOVATION +7% SALES


Slide 97

Conagra Has a ~$2 Billion Enhancer Portfolio Source: IRI POS, MULO, L52 week ending February 24, 2019


Slide 23

PREMIUMIZING SPECIALTY OILS COLD PRESSED | EXPELLER PRESSED Note:  Packaging under development; subject to change


Slide 24

SPECIALTY VARIETIES SAN MARZANO 100% NATURAL | NON-GMO VERIFIED


Slide 25

Source: IRI POS, MULO, L52 week ending February 24, 2019 BRAND RENOVATION #1 DICED TOMATO +4% GROWTH


Slide 101

Salad Dressing Large, Stable Category; Wish-Bone Underperforming Pourable Salad Dressing Category Trends1 (Dollar Sales, 4 YR CAGR) 1Source: IRI POS, MULO, Shelf Stable & Rfg. Salad Dressing, CY14-18 2Source: IRI POS, MULO, Shelf Stable & Rfg. Salad Dressing, L52 week ending February 24, 2019 Pourable Salad Dressing2 (Dollar % Change vs. YA) FLAT 4 YR CAGR


Slide 102

Graphic Change Impaired Variety ID and Shop-ability Label Change Summer 2018 Old Label Poor Variety Identification At Point-of-Purchase


Slide 103

Sales Velocities Declined After Label Change Label Change Implementation Wishbone Performance (Base Sales Velocity % Change vs. YA) Source: IRI POS, MULO, Fiscal Periods data ending February 24, 2019


Slide 4

IMPROVED FLAVOR & GRAPHICS BRAND RENOVATION CLEAR VARIETY NAVIGATION H1 | FY20 Note:  Packaging under development; subject to change


Slide 5

ELEVATING THE FAVORITES LOVER’S LINE CHEESE | HEAT | VINAIGRETTE Note:  Packaging under development; subject to change H1 | FY21


Slide 6

DAIRY FREE DRESSINGS ALMOND MILK CREAMY VEGAN | GLUTEN FREE Note:  Packaging under development; subject to change H1 | FY21


Slide 107

Opportunity to Further Disrupt with Modern Attributes POCKETS OF GROWTH TO DISRUPT SALAD DRESSING Dairy-free Lifestyle Plant-Based


Slide 1

PLANT-BASED POWER DRESSING CLEAN INGREDIENTS | 50 CAL | VEGAN Note:  Packaging under development; subject to change


Slide 9

LIFESTYLE BASED KETO DRESSINGS VEGAN | WHOLE 30 | PALEO | NON-GMO Note:  Packaging under development; subject to change


Slide 110

Conagra Has a ~$2 Billion Shelf Stable Meals & Sides Portfolio Source: IRI POS, MULO, L52 week ending February 24, 2019


Slide 111

44% Frozen & Refrigerated Meals 19% Snacks & Sweet Treats 23% Condiments & Enhancers 13% Shelf Stable Meals & Sides Shelf Stable Meals & Sides 13% of Portfolio Source: IRI POS, MULO+C, L52 week ending February 24, 2019


Slide 112

Modern Health Premium Pockets of Growth in Shelf Stable Meals & Sides Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Shelf-Stable Meals/Sides: Beans, Breakfast Breads, Chili, Asian/Mexican Foods, Dry Meal/Side Mixes, Fresh Bread/Rolls, Hot/Cold Cereal, RTS Soup, SS Meat, SS MW Package Meals, Canned Pasta, SS Dinners/Entrees +10% vs. YA +10% vs. YA Protein Multi-Packs +4% vs. YA +7% vs. YA (Dollar % Change vs. YA)


Slide 113

Modern Health Premium Pockets of Growth in Shelf Stable Meals & Sides Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Shelf-Stable Meals/Sides: Beans, Breakfast Breads, Chili, Asian/Mexican Foods, Dry Meal/Side Mixes, Fresh Bread/Rolls, Hot/Cold Cereal, RTS Soup, SS Meat, SS MW Package Meals, Canned Pasta, SS Dinners/Entrees +10% vs. YA +10% vs. YA Protein Multi-Packs +4% vs. YA +7% vs. YA (Dollar % Change vs. YA)


Slide 14

Source: IRI IntroSource Panel, Chef Throwback 6 months post-launch, All Outlets, L26 week ending December 23, 2018 Category = Shelf-Stable Prepared Pasta PREMIUM QUALITY AND TASTE THROWBACK RECIPES 49% INCREMENTALITY TO THE CATEGORY


Slide 115

Powerhouse Brands in Regional Chili Category Source: IRI POS, MULO, L52 week ending February 24, 2019 Private Label #1 Share in South Central #2 Share in California #1 Share in West Region #2 Share in Mid-South Chili Category - Manufacturers (Dollar Share – $511 Million) All Other


Slide 16

Source: IRI POS, MULO+C, L52 week ending February 24, 2019 30% PRICE PREMIUM BLACK LABEL CHILI ANGUS BEEF | 29G PROTEIN Note:  Packaging under development; subject to change


Slide 117

Modern Health Premium Pockets of Growth in Shelf Stable Meals & Sides Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Shelf-Stable Meals/Sides: Beans, Breakfast Breads, Chili, Asian/Mexican Foods, Dry Meal/Side Mixes, Fresh Bread/Rolls, Hot/Cold Cereal, RTS Soup, SS Meat, SS MW Package Meals, Canned Pasta, SS Dinners/Entrees +10% vs. YA +10% vs. YA Protein Multi-Packs +4% vs. YA +7% vs. YA (Dollar % Change vs. YA)


Slide 18

Conagra Driving Growth in Affordable Protein #1 VIENNA SAUSAGE BRAND Fastest GROWING BRAND #2 BRAND IN TOTAL SS MEAT CATEGORY 3X GROWTH VS. CATEGORY Source: IRI POS, MULO, L52 week ending February 24, 2019 Canned Meat Category = SS Meat/Spreads + Corned Beef Hash; Manufacturers >= $20MM Canned Meat Category (Dollar Share – $1.2 Billion) Private Label All Other


Slide 119

Modern Health Premium Pockets of Growth in Shelf Stable Meals & Sides Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Shelf-Stable Meals/Sides: Beans, Breakfast Breads, Chili, Asian/Mexican Foods, Dry Meal/Side Mixes, Fresh Bread/Rolls, Hot/Cold Cereal, RTS Soup, SS Meat, SS MW Package Meals, Canned Pasta, SS Dinners/Entrees +10% vs. YA +10% vs. YA Protein Multi-Packs +4% vs. YA +7% vs. YA (Dollar % Change vs. YA)


Slide 1

Shelf Stable Multi-packs $2 Billion Segment, +9% CAGR Large Demand Space Successful Executions Sizable Opportunity +9% 4 YR CAGR Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Shelf-Stable Meals/Sides: Beans, Breakfast Breads, Chili, Asian/Mexican Foods, Dry Meal/Side Mixes, Fresh Bread/Rolls, Hot/Cold Cereal, RTS Soup, SS Meat, SS MW Package Meals, Canned Pasta, SS Dinners/Entrees (Dollar Sales, 4 YR CAGR)


Slide 121

Modern Health Premium Pockets of Growth in Shelf Stable Meals & Sides Source: IRI POS, MULO+C, L52 week ending February 24, 2019 Shelf-Stable Meals/Sides: Beans, Breakfast Breads, Chili, Asian/Mexican Foods, Dry Meal/Side Mixes, Fresh Bread/Rolls, Hot/Cold Cereal, RTS Soup, SS Meat, SS MW Package Meals, Canned Pasta, SS Dinners/Entrees +10% vs. YA +10% vs. YA Protein Multi-Packs +4% vs. YA +7% vs. YA (Dollar % Change vs. YA)


Slide 122

Modern Health Growth Drivers Breakfast on the Go Carb Replacements


Slide 1

ON-THE-GO BREAKFAST POWER CUPS LOW CARB | GRAIN-FREE | HIGH PROTEIN Note:  Packaging under development; subject to change


Slide 24

BFY/PLANT BASED VEGGIE MADE PASTA NO ARTIFICIAL ANYTHING Note:  Packaging under development; subject to change


Slide 25

BETTER FOR YOU VEGAN MAC & CHEESE NON-DAIRY | NON-GMO Note:  Packaging under development; subject to change


Slide 126

What I Will Cover Snacks Mastering Portfolio Breadth & Complexity Grocery


Slide 1

Conagra’s Portfolio WHAT YOU SEE WHAT WE SEE 100+ BRANDS 10 focused operating verticals Inherently hedged portfolio Tremendous brand assets + capabilities Ability to fully exploit large demand spaces


Slide 128

Manage Portfolio Through Repeatable/Scalable System Repeatable/Scalable System applicable to the Pinnacle portfolio Operating Verticals Consumer Demand Spaces Agile Ways of Working


Slide 129

Operating Verticals Consumer Demand Spaces Agile Ways of Working Manage Portfolio Through Repeatable/Scalable System


Slide 130

100+ Brands Managed through 10 Operating Verticals 10 OPERATING VERTICALS 100+ BRANDS 4 DOMAINS


Slide 31

Operating Verticals = Common Customer and Supply Chain OPERATING VERTICALS 10 OPERATING VERTICALS CUSTOMER SUPPLY CHAIN Brands that share the similar: Category and Competitive Set Brands that have common: Manufacturing and T&W Sweet Treats Frozen Snacks & Sweet Treats Frozen Meals Condiments & Sauces Frozen Veg & Sides Meat Snacks & Seeds Popcorn Enhancers Meals & Sides Refrigerated Meals & Enhancers


Slide 132

Operating Vertical: Frozen Meals OPERATING VERTICAL: FROZEN MEALS


Slide 133

Optimizing Operating Verticals through Proven Playbook DRIVING SALES GROWTH EXPANDING MARGIN MAXIMIZING ROI Product Price Channel Quality Package Design Region Digital COMPETITIVE EFFECTIVENESS MASTERING COMPLEXITY TRADE PROMOTION


Slide 134

Competitive Effectiveness = Driving Sales Growth DRIVING SALES GROWTH Product Price Channel Quality Package Design Region Digital COMPETITIVE EFFECTIVENESS Capture sales opportunities within existing category growth pockets Close competitive gaps in brand’s in-market execution Powered by advanced analytics


Slide 135

Competitive Effectiveness: Driving Brand Growth CHALLENGES DATED PACKAGING 3 1 ANCHORED AT $1 HEAVILY PROMOTED COMPETITIVE EFFECTIVENESS QSR INSPIRED, HIGHER QUALITY MEALS 2 MODERNIZED PACKAGING 3 1 +116% PRICE PREMIUM FOOD LACKING QUALITY & OUTDATED RECIPES 2 Source: IRI POS, MULO, L52 week ending February 24, 2019 Eroding Sales & Losing HH Penetration +22% Growth


Slide 136

EXPANDING MARGIN MASTERING COMPLEXITY Mastering Complexity = Expanding Margins DEMAND SUPPLY Assortment Optimization Price/Pack Architecture Promo/Demand Shaping Innovation Pipeline Margin By Design Supply Chain Optimization Understand demand & supply interdependencies Led by dedicated cross-functional teams


Slide 137

Mastering Complexity: Unlocking Trapped Margin CHALLENGES OVERDELIVERING ON SIZE 3 1 COMPLEX INGREDIENT PANTRY MASTERING COMPLEXITY OPTIMIZED SKUs - (7)% TPDS 2 MODERNIZED & RIGHT SIZED PRODUCT 3 1 SIMPLIFIED, HIGHER QUALITY INGREDIENTS LONG TAIL OF LOW VALUE SKUS 2 Growing Sales + Buyers But Margin Trapped in Product Design +300 bps Gross Margin +7% Velocity Source: Conagra Internal Data


Slide 138

MAXIMIZING ROI TRADE PROMOTION Trade Promotion = Improving ROI Improve trade ROI for mutual benefit Traditional trade promotional tactics increasingly less effective Reprogram investment to higher impact retailer marketing platforms Dedicated team utilizing advanced analytics and a disciplined process


Slide 139

Improved Trade Promotion Productivity LEAST PROMOTED SUBSIDIZING LESS HIGHER PRICE $100MM+ Gross Profit Improvement in 3 Years Source: IRI POS, MULO, Legacy Conagra, L52 week ending February 24, 2019 % Volume Any Merchandising % Subsidized Base Dollars Current 3 Years Ago Current 3 Years Ago Current 3 Years Ago Price per Unit


Slide 140

Conagra Is One of the Least Promotionally Reliant Companies Source: IRI POS, MULO, Legacy Conagra, L52 week ending February 24, 2019 -6.5 pts vs. 3 YA


Slide 141

Sales Driven by Non-promoted Sales and Higher Velocities Source: IRI POS, MULO, Legacy Conagra, nine 13 week periods ending February 24, 2019 Total Retail Sales (% Change vs. YA) Base Sales Velocity (% Change vs. YA) Base Dollar Sales (% Change vs. YA)


Slide 142

Operational Verticals Consumer Demand Spaces Agile Ways of Working Manage Portfolio Through Repeatable/Scalable System


Slide 143

Capturing Maximum Demand in High Growth Spaces CONSUMER DEMAND SPACES We manage consumer demand spaces horizontally across brands and temperature states to appeal to more consumers in more occasions. BETTER FOR YOU ANIMAL-BASED PROTEIN PLANT-BASED NUTRITION


Slide 144

Accelerating Growth through Proven Playbook DEMAND SCIENCE JOBS TO BE DONE LAWS OF GROWTH IDENTIFYING HIGH GROWTH DEMAND SPACES UNDERSTANDING CONSUMER SOLUTIONS GROWING CONSUMERS & OCCASSIONS


Slide 1

BETTER FOR YOU POWER PLATFORM Note:  Packaging under development; subject to change


Slide 46

PLANT-BASED NUTRITION PLATFORM Note:  Packaging under development; subject to change


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ANIMAL-BASED PROTEIN PLATFORM Note:  Packaging under development; subject to change


Slide 148

Category Verticals Consumer Demand Spaces Agile Ways of Working Manage Portfolio Through Repeatable/Scalable System


Slide 149

Working with the Speed of an Entrepreneur Agile Organization Contemporary and Collaborative Space Fewer layers and broader spans of control Silo free & collaborative Leaders who are operators Innovation Councils increase cycle time through rapid prototyping and iteration


Slide 1

Dave Biegger CHIEF SUPPLY CHAIN OFFICER


Slide 2

Key Messages Supply Chain will exceed our 2016 Investor Day commitments and deliver an additional $1.1B in value by end of FY22. We will continue to strengthen our capabilities to ensure successful delivery of our Innovation and Growth agenda. Our success is driven by our culture, highly engaged people, and proven, systemic approaches.


Slide 3

What I Will Cover Differentiated Culture Our Results What We Will Deliver


Slide 4

What I Will Cover Differentiated Culture Our Results What We Will Deliver


Slide 5

Differentiators Are People, Culture, and Our Approach Supply Chain Vision One team, defined by innovative solutions, differentiated by inspired people, delivering the unimaginable High Performance Organization (HPO)


Slide 6

Differentiators Are People, Culture, and Our Approach Supply Chain Vision One team, defined by innovative solutions, differentiated by inspired people, delivering the unimaginable High Performance Organization (HPO)


Slide 7

Pillars of Supply Chain Vision Our People We choose this for ourselves Our Organization We choose this culture Our Communities We choose to be socially responsible Our Commitments We choose these results


Slide 8

Power of Our Supply Chain Vision Development Process Involvement  Declaration - “One Team” Focus areas Volunteers - “Grass Roots” Commitment to make the Vision a reality


Slide 9

Differentiators Are People, Culture, and Our Approach Supply Chain Vision One team, defined by innovative solutions, differentiated by inspired people, delivering the unimaginable High Performance Organization (HPO)


Slide 10

Key Elements of HPO Engagement and ownership: careers rather than jobs Multi-skilled: leadership, operational, technical mastery Flexible teams that flow to the work Empowered, self-directed teams Pay for skills and contributions Fundamental Principles of HPO Respect for capability of all Principle-driven organization Total employee involvement Common objectives Continuous improvement Decision making occurs at all levels Building HPO Capabilities in Our Manufacturing Operations


Slide 11

The Power of HPO More capable and engaged hourly workforce Tapping into latent talent and capabilities Leadership and deep ownership at every level of Supply Chain Self-directed teams Differentiated Results Cost, Safety, Service and Quality HPO approach is repeatable and scalable 26% FY18 Manufacturing Labor Cost  (Reduction with HPO) Monthly labor cost


Slide 12


Slide 13

What I Will Cover Differentiated Culture Our Results What We Will Deliver


Slide 14

We Will Deliver on Commitments From 2016 Investor Day 2016 Commitments  $900MM Progress  $925MM Realized Productivity $500MM (3 years ending FY20) $500MM (3 years ending FY19F) Working Capital $400MM (3 years ending FY19) $425MM (3 years ending FY19F) Growth Improved innovation execution and speed-to-market Supply Chain a key enabler of growth


Slide 15

We Will Deliver on Commitments From 2016 Investor Day 2016 Commitments  $900MM Progress  $925MM Realized Productivity $500MM (3 years ending FY20) $500MM (3 years ending FY19F) Working Capital $400MM (3 years ending FY19) $425MM (3 years ending FY19F) Growth Improved innovation execution and speed-to-market Supply Chain a key enabler of growth


Slide 16

Manufacturing Materials Network Optimization Key Drivers to Deliver $500MM in Realized Productivity


Slide 17

Key Drivers to Deliver $500MM in Realized Productivity Manufacturing Materials Network Optimization


Slide 18

Conagra Performance System (CPS) Legacy Conagra Frozen Efficiency What Is CPS? How It Has Driven Value +6.5% $100MM per year in savings Reliability TPM HPO Integrated Systemic Approach TPM = Total Productive Maintenance


Slide 19

Manufacturing Materials Network Optimization Key Drivers to Deliver $500MM in Realized Productivity


Slide 20

Mastering Complexity Introduced 2016 Investor Day Mastering Complexity Margin By Design Innovation Pipeline Supply Chain Optimization Price Pack Architecture Assortment Optimization Promo/Demand Shaping


Slide 21

“Margin By Design” Approach to Material Savings Mastering Complexity Margin By Design Contemporizes ingredient pantry Designed for scale Flexible recipes Enabled by technology platforms Margin By Design Innovation Pipeline Supply Chain Optimization Price Pack Architecture Assortment Optimization Promo/Demand Shaping Improves consumer experience at a lower cost


Slide 22

Margin By Design Examples Culinary at scale Creating sauces using fresh ingredients Reduces high cost flavors while improving product Contemporized recipe Simplified ingredients Cleaner label at lower cost Plastic to paper Improved consumer experience Lower cost Packaging Ingredients How We Make


Slide 23

New Approach Has Elevated Materials Savings Performance Mastering Complexity and Margin By Design ramp up $21MM $23MM $50MM +115% +11% Materials Design Savings


Slide 24

Driving Value Through Supplier Excellence Most critical suppliers Strategic versus transactional approach Joint business planning and reviews Balanced scorecard approach What Is Supplier Excellence? How It Drives Value Financial: Productivity and working capital Operational Excellence: Service and quality Innovation: Broadens source of ideas, reduces cycle time


Slide 25

Unlocking Value Through Supplier Excellence Supply risk mitigation for vanilla sourced from Madagascar Multi-functional Value Chain Loss Analysis completed with supplier Resulted in a new formulation Improved material reliability Reduced cost by ~$2MM Simplified the Supply Chain Maintained consumer experience


Slide 26

Results of Supplier Excellence Approach 70% of spend delivering 3%+ in annual productivity savings 75% of suppliers at payment term targets Multiple innovation improvement wins Year-over-year improvement in total scorecard metrics Win-win relationships with sustainable results


Slide 27

Manufacturing Key Drivers to Deliver $500MM in Realized Productivity Materials Network Optimization


Slide 28

Network Optimization Approach M&A synergies Outsource Build new capacity or capabilities Consolidate footprint Industry partnerships 1 3 4 5 1 2 4 5 Transformative Change 3


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M&A synergies Outsource Build new capacity or capabilities Consolidate footprint Industry partnerships 1 5 1 2 4 5 3 Transformative Change Network Optimization Approach 1,400 bps margin improvement Quality


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Network Optimization Approach M&A synergies Outsource Build new capacity or capabilities Consolidate footprint Industry partnerships 1 5 1 2 4 5 3 Transformative Change


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Network Optimization Approach 1,200 bps margin improvement Innovation capability M&A synergies Outsource Build new capacity or capabilities Consolidate footprint Industry partnerships 1 5 1 2 4 5 3 Transformative Change


Slide 32

Network Optimization Approach Modernizing acquisitions Average 480 bps margin improvement M&A synergies Outsource Build new capacity or capabilities Consolidate footprint Industry partnerships 1 5 1 2 4 5 3 Transformative Change


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Fiber Bowl Technology Network Optimization Approach M&A synergies Outsource Build new capacity or capabilities Consolidate footprint Industry partnerships 1 5 1 2 4 5 3 Transformative Change


Slide 34

Network Optimization Approach M&A synergies Outsource Build new capacity or capabilities Consolidate footprint Industry partnerships 1 3 4 5 1 2 4 5 Transformative Change 3


Slide 35

Key Drivers to Deliver $500MM in Realized Productivity Manufacturing Materials Network Optimization


Slide 36

We Will Deliver on Commitments From 2016 Investor Day 2016 Commitments $900MM Progress $925MM Realized Productivity $500MM (3 years ending FY20) $500MM (3 years ending FY19F) Working Capital $400MM (3 years ending FY19) $425MM (3 years ending FY19F) Growth Improved innovation execution and speed-to-market Supply Chain a key enabler of growth


Slide 37

On Track to Deliver $425MM Working Capital Improvement Key Drivers Disciplined ownership of Working Capital across entire organization Improvement across all levers 43% Working Capital1 Reduction 24 Day Cash Conversion Cycle Improvement $541 Notes: 1. Working capital defined as net accounts receivable plus inventory less accounts payable.  Balances have been adjusted to remove the balances of divested and exited businesses from the FY16 balances and the balances of acquired businesses from the FY19 estimate.  Where specific accounts receivable and accounts payable metrics were not available, the Company included its best estimates. 2. See the end of this presentation for a reconciliation to the most directly comparable GAAP measure 3. The inability to predict the amount and timing of future items makes a detailed reconciliation these forward-looking financial measures impracticable ~ 2 3


Slide 38

We Will Deliver on Commitments From 2016 Investor Day 2016 Commitments $900MM Progress $925MM Realized Productivity $500MM (3 years ending FY20) $500MM (3 years ending FY19F) Working Capital $400MM (3 years ending FY19) $425MM (3 years ending FY19F) Growth Improved innovation execution and speed-to-market Supply Chain a key enabler of growth


Slide 39

Key Drivers Organizational agility Cross-functional collaboration Clarity and alignment Leaner organization Disciplined SKU assortment Disciplined Performance to Upgrade Quality of Volume Base Note: Chart is Legacy Conagra only. Executed on 5,000+ SKUs in past 3 Years 1,400 Renovated 700 Innovated 900 Acquired 2,100 Discontinued


Slide 40

Disciplined Approach Has Led to Margin Improvement Implementing Value Over Volume Return to Profitable Growth Refrigerated & Frozen pivoted to profitable topline growth +40 bps Note: “Adjusted” financial measures and organic net sales are non-GAAP. See the end of this presentation for a reconciliation of these measures to the most directly comparable GAAP measures. Organic Net Sales excludes the impact of foreign exchange, the Trenton facility sale, and divested businesses, as well as acquisitions (until the anniversary date of the acquisitions). Adjusted operating margin excludes equity method investment earnings. 1 2


Slide 41

Results Delivered in a Dynamic Environment Changes in Operating Environment Increased customer requirements Higher inflation Multiple acquisitions and divestitures Leaner organization Enablers of Strong Results Our culture of engagement Disciplined processes Cross-functional alignment and collaboration Our approach is repeatable and scalable


Slide 42

What I Will Cover Differentiated Culture Our Results What We Will Deliver


Slide 43

$300MM $825MM Working Capital Realized Productivity Synergies $1.1 Billion by the end of FY22 Growth $706MM $119MM Will Apply Proven Playbook to Deliver New Commitments Note: Commitments are for FY’20-FY’22


Slide 44

Will Apply Proven Playbook to Deliver New Commitments $300MM $825MM Working Capital Realized Productivity Synergies Growth $706MM $119MM Note: Commitments are for FY’20-FY’22


Slide 45

Will Deliver $825MM in Savings by End of FY22 Productivity Approach Consolidate programs leveraging “best of best” Materials Margin By Design, Supplier Excellence Program CPS Implement in Pinnacle plants and continue in Legacy Conagra plants Network Optimization Execute plant network opportunities, increase focus on distribution Realized Productivity & Synergies


Slide 46

Will Deliver $825MM in Savings by End of FY22 Productivity Approach Consolidate programs leveraging “best of best” Materials Margin By Design, Supplier Excellence Program CPS Implement in Pinnacle plants and continue in Legacy Conagra plants Network Optimization Execute plant network opportunities, increase focus on distribution Realized Productivity & Synergies


Slide 47

Merging Complimentary Productivity Programs Fully cross-functional team Mastering Complexity playbook Margin By Design Supplier engagement Competitive analysis Maximizing Value through Productivity “Saving is everyone’s job” culture Robust productivity governance Productivity linked with Integrated Business Planning Pinnacle MVP Conagra Brands We will combine strong capabilities with strong processes


Slide 48

Realized Productivity Is Better Metric than Gross Productivity Realized Productivity Net of Productivity projects and operational offsets Uses actual market inflation Gross Productivity Reflects only positive impact of projects Reconciliation to P&L leads to “backing into” inflation Productivity & Inflation results overestimated, but net out on P&L Benefits of Realized Productivity Accurate inflation view supports pricing discussions with customers Clear bottom line impact to P&L Drives more accountability to deliver positive actions and minimize issues


Slide 49

Will Deliver $825MM in Savings by End of FY22 Productivity Approach Consolidate programs leveraging “best of best” Materials Margin By Design, Supplier Excellence Program CPS Implement in Pinnacle plants and continue in Legacy Conagra plants Network Optimization Execute plant network opportunities, increase focus on distribution Realized Productivity & Synergies


Slide 50

Materials is Largest COGS Spend and Savings Pool ~$7.8 Billion Combined Annual COGS Spend ~$5 Billion Materials Basket Materials 64% Manufacturing 20% Other 2% Logistics 14% Margin By Design and Supplier Excellence will deliver more than half of the $825MM target


Slide 51

Will Deliver $825MM in Savings by End of FY22 Productivity Approach Consolidate programs leveraging “best of best” Materials Margin By Design, Supplier Excellence Program CPS Implement in Pinnacle plants and continue in Legacy Conagra plants Network Optimization Execute plant network opportunities, increase focus on distribution Realized Productivity & Synergies


Slide 52

CPS Will Be Applied to Legacy Pinnacle Plants + 10% + 26% 250 bps margin increase Frozen Vegetable Lines Efficiency Gluten-free Line Throughput CPS Initial wins have come quickly and been impactful Reliability TPM HPO TPM = Total Productive Maintenance Base 30 Days Base 30 Days


Slide 53

Will Deliver $825MM in Savings by End of FY22 Productivity Approach Consolidate programs leveraging “best of best” Materials Margin By Design, Supplier Excellence Program CPS Implement in Pinnacle plants and continue in Legacy Conagra plants Network Optimization Execute plant network opportunities, increase focus on distribution Realized Productivity & Synergies


Slide 54

Will Continue to Use Same Network Optimization Approach M&A synergies Outsource Build new capacity or capabilities Consolidate footprint Industry partnerships 1 3 4 5 1 2 4 5 Transformative Change 3


Slide 55

Consolidation Approach Over Past Seven Years Generated over $250MM per year in ongoing savings Guiding Principles for Plant Consolidation: Complimentary and underutilized assets Major non-ROI infrastructure capital spending is imminent Structural operating and/or overhead costs better solved Raw material or customer demand geographical disadvantages eliminated Existing plant floorspace available (or low cost to add)


Slide 56

Perception That Major Consolidation Remains an Opportunity Pinnacle integration creates new major opportunities Many plants in same geography easily combined Plants in same categories easily combined Selective synergy opportunities Proximity not a factor Only if underutilized and complimentary assets Consolidation will continue to be an opportunity, but not large scale Reality Perception


Slide 57

Rapidly Changing Environment Requires New Solutions Strategic Focus: Distribution Network Customer Requirements Pinnacle Acquisition Transportation Channel Expansion Service expectations Speed and accuracy paradigm Weeks/days/ hours/minutes Evolving transportation industry Driver shortages Truck utilization Overlapping customers and geographies Redundancies in distribution centers Go-to-market capabilities


Slide 58

Focus on Serving Customers and Supporting Growth Tailored network that delivers improvements in: Cost Service Ability to serve multiple channels Optimize number of distribution centers Leverage technology Evolve planning systems and operating strategy Invest in channel capability Expected Outcomes What We Will Do


Slide 59

Productivity Approach Materials CPS Network Optimization Using These Levers Will Deliver $825MM by End of FY22 $706 $119 COGS Synergies Realized Productivity $825MM


Slide 60

Will Apply Proven Playbook to Deliver New Commitments $300MM $825MM Working Capital Realized Productivity Synergies Growth $706MM $119MM Note: Commitments are for FY’20-FY’22


Slide 61

Will Deliver Another 30% Reduction in Working Capital Three year commitment of $300MM reduction in Working Capital Terms Extension Continue Legacy Conagra Apply to Pinnacle Inventory Operating flexibility Network strategy


Slide 62

Will Deliver an Additional $1.1B by End of FY22 Working Capital Savings 2016 Investor Day 2019 Investor Day $900MM $925MM $1.1B Working Capital Savings


Slide 63

Will Apply Proven Playbook to Deliver New Commitments $300MM $825MM Working Capital Realized Productivity Synergies Growth $706MM $119MM Note: Commitments are for FY’20-FY’22


Slide 64

Implementing Culinary Capabilities in Manufacturing Contemporizing ingredients: Simplifying ingredient pantry Whole or minimally processed ingredients Sustainable sources Innovative culinary, engineering and manufacturing capabilities: Flavor development Late stage customization Provocative food presentation How We Source How We Make Kitchen of the Future


Slide 65

Methods of Product/Process Development (MOPD) 8. Transfer to Manufacturing 1. Possible Technologies 2. Evaluation 3. Product/ Process Learning 4. Process/ Product Definition 5. Basis for Scale-up 6. Technical Readiness 7. Production Capability Verification Learning Definition Readiness Start-up Transfer Mastering MOPD increases organizational capacity and agility Systematic, structured, multi-functional approach to deliver new product initiatives Predictable and efficient process Quality product introductions right the first time, and on time Efficient use of limited resources Why use MOPD? What is MOPD?


Slide 66

Vertical Start-Ups Traditional Approach Vertical Start-up Approach EFFICIENCY START UP COST GOAL $ START UP EFFICIENCY START UP COST GOAL $ START UP Goal: 50% Reduction Improves speed-to-market, reduces cost and increases technical skills


Slide 67

Wrap-Up Supply Chain will exceed our 2016 Investor Day commitments and deliver an additional $1.1B in value by end of FY22. We will continue to strengthen our capabilities to ensure successful delivery of our Innovation and Growth agenda. Our success is driven by our culture, highly engaged people, and proven, systemic approaches.


Slide 68


Slide 1


Slide 2

Dave Marberger CHIEF FINANCIAL OFFICER


Slide 3

Key Messages We have made significant progress reshaping Legacy Conagra over the last four years The acquisition of Pinnacle is the next step forward in our value creation playbook Our long-term targets and capital allocation policy create a compelling investment opportunity 1 2 3


Slide 4

What I Will Cover Our Journey Continuing the Transformation With Pinnacle The New Conagra Brands


Slide 5

What I Will Cover Our Journey Continuing the Transformation With Pinnacle The New Conagra Brands


Slide 6

Four Years Ago ConAgra Foods Was… A conglomerate Allocating resources to both branded businesses & private label Reporting weak margins Lagging peers across key metrics Struggling to grow profitably Pushing volume at the expense of profitability


Slide 7

As the Newly Minted Conagra Brands, We Committed to Transform the Business Investor Day 2016 Commitments Through FY201,2 Organic Net Sales4 (3 YR CAGR) +1% to +2% Adjusted Operating Margin3 (reflecting pension accounting changes) ~15.5% Adjusted EPS Growth (3 YR CAGR) +10% Working Capital Savings (3 YR CAGR ending FY19) $400MM Conagra Is On Track to Deliver Its Commitments Note: Assumes no additional acquisitions or divestitures. The inability to predict the amount and timing of future items makes a detailed reconciliation of these forward-looking financial measures impracticable “Adjusted” financial measures and organic net sales (excl. Trenton) are non-GAAP financial measures Adjusted operating margin excludes equity method investment earnings and has been restated for pension accounting Organic net sales growth (excl. Trenton) excludes the impact of foreign exchange, the Trenton facility sale, and divested businesses, as well as acquisitions (until the anniversary date of the acquisitions)


Slide 8

Heavy Lifting Led to a Higher-Quality Business Higher-quality net sales base Modernizing brands to meet consumer preferences Increased margins Effectively pulling our six margin levers Better growth prospects Investing meaningfully behind innovation Value Over Volume $200MM SG&A reduction program $100MM trade efficiency program Operational New Management New Vision, Mission, Values New Headquarters Cultural Lamb Weston Spicetec JM Swank Private Brands Trenton Del Monte Canada Wesson Oil Divestitures & Spin Frontera Thanasi Angie’s Sandwich Bros. Acquisitions


Slide 9

Our Actions Show in the Numbers Organic Net Sales Growth3 Adj. Operating Margin2 Adj. Diluted EPS from Cont. Ops. Note: “Adjusted” financial measures and organic net sales (excl. Trenton) are non-GAAP financial measures. The inability to predict the amount and timing of future items makes a detailed reconciliation of these forward-looking financial measures impracticable. Guidance assumes no additional acquisitions or divestitures. Adjusted operating margin excludes equity method investment earnings and has been restated for pension accounting Organic net sales growth (excl. Trenton) excludes the impact of foreign exchange, the Trenton facility sale, and divested businesses, as well as acquisitions (until the anniversary date of the acquisitions) 1


Slide 10

Cash Deployment over the Last Four Years Strategic Acquisitions CapEx Share Repurchases Dividends Cumulative Business Investment $1.7 billion Cumulative Shareholder Return $3.6 billion Note: Time period shown inclusive of FY15 through FY18 $1.0 billion $700 million $1.6 billion $2.0 billion


Slide 11

What I Will Cover Our Journey Continuing the Transformation With Pinnacle The New Conagra Brands


Slide 12

Pinnacle Is the next Step in Our Transformation Strategic Rationale Leading brands Complementary businesses Increased scale Enhanced frozen position Robust innovation platform Financial Rationale Attractive top-line prospects Significant synergies IRR > WACC EPS accretion Strong cash flow generation


Slide 13

Key Pinnacle Integration Milestones on Track Employees transition to Chicago & Omaha by FY20 Q1 Corporate SAP conversion FY20 Q1 Plant SAP conversions over the next two years Closed acquisition FY19 Q2 Re-confirmed strategic priorities post-close Majority of key milestones will be complete less than one year post-close


Slide 14

Cost Synergies Expected to Exceed Initial Targets SG&A + A&P COGS Trade Efficiency $285MM Updated Estimate Favorable $70MM vs. Previously Communicated Strong Synergies Compared to Past CPG Deals1 (Synergies as % of Target’s Net Sales) $215MM $285MM Expected Synergy Timing ~55% achieved by end of FY20 ~95% achieved by end of FY21 Synergy Update Trade Procurement Systems Contracts Headcount Real Estate Source: Company filings, press releases, news reports, investor presentations, wall street research $99MM $116MM $119MM $146MM $20MM


Slide 15

Cash Costs to Achieve Favorable to Original Expectations OpEx CapEx $320MM Updated Estimate Favorable $35MM vs. Previously Communicated Closures Systems Repatriation CapEx System integration Vendor transition Headcount OpEx ~65% by end of FY20 ~95% by end of FY21 Cash Costs Expected $355MM $320MM $142MM $213MM $85MM $235MM Eliminated lower-ROI network consolidation investments Additional OpEx drives additional synergies and supports systems conversion Costs to Achieve Update


Slide 16

Pinnacle Turnaround Cadence Synergy capture accelerates FY20 Q2 Introduction of innovation FY20 H2 Consumption & distribution declines moderate FY20 H2


Slide 17

What I Will Cover Our Journey Continuing the Transformation With Pinnacle The New Conagra Brands


Slide 18

FY18 Pro Forma Net Sales Key Brands ~$11.1B Net Sales Note: References to pro forma items include historical financial results for Pinnacle Foods prior to completion of the acquisition of Pinnacle Foods by the Company. These items have been adjusted to align with the Company’s fiscal calendar and accounting policies to the extent that is practicable. Comparison to pro forma results allows the Company to discuss and evaluate performance of the Pinnacle segment when a comparable period is not available due to the recency of the acquisition. Source: Net Sales figures provided in Registration Statement on Form S-4 as filed with the SEC on September 13, 2018


Slide 19

Reiterating FY19 Guidance1,2 Key Financial Metrics Latest FY19 Guidance  Organic Net Sales Growth4 (excl. Trenton impact)  Approx. +1% Adj. Gross Margin Below Range 29.3% to 29.6% Adj. Op Margin3 Above Range 14.9% to 15.2% Adj. Effective Tax Rate 24% to 25% Adj. Net Interest Expense Below Range $390MM to $395MM Avg. Diluted Shares ~446MM Adj. Diluted EPS from Cont. Ops. $2.03 to $2.08 FY19 Synergies Above $20MM FY19 Transaction-Related Amortization $17MM Total Conagra Key Financial Metrics Latest FY19 Guidance  Reported Net Sales $1.71B to $1.73B Adj. Op Margin3 Near High-End 14.6% to 14.9% Pinnacle (incl. Pinnacle-related corporate expense) Note: Assumes no additional acquisitions or divestitures. The inability to predict the amount and timing of future items makes a detailed reconciliation of these forward-looking financial measures impracticable “Adjusted” financial measures and organic net sales (excl. Trenton) are non-GAAP financial measures Adjusted operating margin excludes equity method investment earnings Organic net sales growth (excl. Trenton) excludes the impact of foreign exchange, the Trenton facility sale, and divested businesses, as well as acquisitions (until the anniversary date of the acquisitions)


Slide 20

Preliminary FY20 Outlook1,2 Note: Assumes no additional acquisitions or divestitures. The inability to predict the amount and timing of future items makes a detailed reconciliation of these forward-looking financial measures impracticable “Adjusted” financial measures and organic net sales (excl. Trenton) are non-GAAP financial measures Organic net sales growth (excl. Trenton) excludes the impact of foreign exchange, the Trenton facility sale, and divested businesses, as well as acquisitions (until the anniversary date of the acquisitions) Metric Preliminary FY20 Outlook Organic Net Sales Growth3 Approx. +1% Adj. Diluted EPS from Cont. Ops. $2.10 to $2.20


Slide 21

Financial Progress Accelerates Through FY221,2 Metric Target Organic Net Sales Growth4 (3 YR CAGR ending FY22) +1% to +2% FY22 Adj. Operating Margin3 18% to 19% FY22 Adj. Diluted EPS from Cont. Ops. $2.70 to $2.80 Free Cash Flow Conversion (% of Adj. Net Income; 3 YR avg. ending FY22) 95%+ Leverage Ratio (Net Debt to LTM Adj. EBITDA) 3.6x to 3.5x in FY21 Note: Assumes no additional acquisitions or divestitures. The inability to predict the amount and timing of future items makes a detailed reconciliation of these forward-looking financial measures impracticable “Adjusted” financial measures, organic net sales (excl. Trenton) and free cash flow are non-GAAP financial measures Adjusted operating margin excludes equity method investment earnings Organic net sales growth (excl. Trenton) excludes the impact of foreign exchange, the Trenton facility sale, and divested businesses, as well as acquisitions (until the anniversary date of the acquisitions)


Slide 22

Key Factors Driving Sales Growth1,2 Frozen growth above category Snacks growth in-line or above category Maintain share in lower growth categories Condiments and enhancers becoming fully competitive Trade efficiency synergies +1% to +2% Organic Net Sales3 CAGR Through FY22 (3 YR CAGR ending FY22) The inability to predict the amount and timing of future items makes a detailed reconciliation of these forward-looking financial measures impracticable “Adjusted” financial measures and organic net sales (excl. Trenton) are non-GAAP financial measures Organic net sales growth (excl. Trenton) excludes the impact of foreign exchange, the Trenton facility sale, and divested businesses, as well as acquisitions (until the anniversary date of the acquisitions)


Slide 23

Margin Expansion Attributable to Multiple Factors Sales Gross Margin COGS SG&A / A&P Innovation Realized Productivity Pricing/Trade Customer Investments Channel & Brand Mix Synergies Lean SG&A Brand Investments Synergies Inflation 18% - 19% Adj. Operating Margin1,2,3 (Full-year FY22) Product & Packaging Investments Sales & COGS Mix Synergies Note: Assumes no additional acquisitions or divestitures. The inability to predict the amount and timing of future items makes a detailed reconciliation of these forward-looking financial measures impracticable “Adjusted” financial measures and organic net sales (excl. Trenton) are non-GAAP financial measures Adjusted operating margin excludes equity method investment earnings


Slide 24

Key Drivers of EPS Growth Organic Net Sales Growth3 Synergies Margin Expansion Wesson Divestiture, Interest Expense & Share Count Tax Rate $2.03 to $2.08 $2.70 to $2.80 JV Income Note: Assumes no additional acquisitions or divestitures. The inability to predict the amount and timing of future items makes a detailed reconciliation of these forward-looking financial measures impracticable “Adjusted” financial measures and organic net sales (excl. Trenton) are non-GAAP financial measures Organic net sales growth (excl. Trenton) excludes the impact of foreign exchange, the Trenton facility sale, and divested businesses, as well as acquisitions (until the anniversary date of the acquisitions) 1,2 1,2 Full Year of Pinnacle


Slide 25

Free Cash Flow to Increase Rapidly Annual Free Cash Flow2,4 (Dollars in Millions) Key Drivers Adjusted earnings growth OpEx to achieve synergies: $235MM CapEx: 3% to 4% of net sales Incl. $85MM of CapEx to achieve synergies $300MM of working capital improvements 95%+ FCF2,4 Conversion (% of Adj. Net Income; 3 YR avg. ending FY22) Note: Assumes no additional acquisitions or divestitures. The inability to predict the amount and timing of future items makes a detailed reconciliation of these forward-looking financial measures impracticable “Adjusted” financial measures and Free Cash Flow (FCF) are non-GAAP financial measures. See the end of this presentation for a reconciliation of this measure to the most directly comparable GAAP measure. Free cash flow is calculated from net cash flow from operating activities from continuing operations less additions to property, plant and equipment. Cash flow contribution from discontinued operations would be incremental. Strong Free Cash Flow Supports Dividend and De-leveraging 1 1 1 3 1


Slide 26

Go Forward Capital Allocation Policy Priority Maintain current annualized dividend (~$400MM / year) Modest increases subject to Board of Directors approval Dividend De-lever to 3.6x to 3.5x by FY21 Solid investment grade credit rating Debt Acquisitions only if ahead of de-leveraging targets Divestitures are a potential de-leveraging accelerator M&A Only if ahead of de-leveraging targets Share Repurchase


Slide 27

Disciplined Approach to Acquisitions… Modernizing Acquisitions Tend to be smaller Consistent with emerging trends Provide platform for expansion Synergistic Acquisitions Tend to be larger Can enhance network and capabilities Can offer material economic benefit


Slide 28

…And Divestitures Limited coherence with portfolio objectives Disadvantaged category fundamentals Low priority for innovation or investment Divestiture logic immediately evident Strategic Fit Consistent business underperformance Lower-than-average returns Outside buyer offering value in excess of internal value Divestiture value creation potential immediately evident Financial Fit Accelerate de-leveraging path Balance EPS dilution with de-leveraging ~$2.8B gross (~$700MM net) tax asset expires at end of FY21 Other Considerations


Slide 29

Conclusion We have made significant progress reshaping Legacy Conagra over the last four years The acquisition of Pinnacle is the next step forward in our value creation playbook Our long-term targets and capital allocation policy create a compelling investment opportunity 1 2 3


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Appendix


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Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures (in millions) FY18   Gross profit   Selling, general and administrative expenses   Operating profit 1   Income from continuing operations before income taxes and equity method investment earnings   Income tax expense (benefit)   Income tax rate   Net income attributable to Conagra Brands, Inc.   Diluted EPS from income from continuing operations attributable to Conagra Brands, Inc common stockholders Reported   $ 2,351.5     $ 1,398.4     $ 953.1     $ 874.8     $ 174.6     18.0 %   $ 808.4     $ 1.95   % of Net Sales   29.6 %   17.6 %   12.0 %                       Restructuring plans   7.8     30.2     38.0     38.0     11.0         27.0     0.07     Acquisitions and divestitures   0.6     15.1     15.7     15.7     4.8         10.9     0.03     Corporate hedging losses (gains)   (6.2 )   —     (6.2 )   (6.2 )   (1.6 )       (4.6 )   (0.01 )   Pension settlement and valuation adjustment   —     —     —     5.4     1.7         3.7     0.01     Intangible impairment charges   —     4.8     4.8     4.8     1.1         3.7     0.01     Early exit of an unfavorable lease contract by purchasing the building   —     34.9     34.9     34.9     9.3         25.6     0.06     Gain on substantial liquidation of an international joint venture   —     —     —     —     (1.4 )       (2.9 )   (0.01 )   Advertising and promotion expenses 2   —     278.6     —     —     —         —     —     Legal matters   —     151.0     151.0     151.0     37.7         113.3     0.28     Wesson valuation allowance adjustment   —     —     —     —     (78.6 )       78.6     0.19     Tax reform adjustments   —     —     —     —     233.3         (233.3 )   (0.57 )   Unusual tax items   —     —     —     —     (42.1 )       42.1     0.10     Income from discontinued operations, net of noncontrolling interests   —     —     —     —     —         (14.3 )   —   Adjusted   $ 2,353.7     $ 883.8     $ 1,191.3     $ 1,118.4     $ 349.8     28.9 %   $ 858.2     $ 2.11   % of Net Sales   29.7 %   11.1 %   15.0 %                     FY18 vs FY15 % of net sales change - reported   419 bps   162 bps   257 bps                     FY18 vs FY15 % of net sales change - adjusted   373 bps   (58) bps   425 bps                     FY15 - FY18 CAGR – reported                               23.3 % FY15 - FY18 CAGR - adjusted                               20.0 % Operating profit is derived from taking Income from continuing operations before income taxes and equity method investment earnings, adding back Interest expense, net and removing Pension and postretirement non-service income. Advertising and promotion expense (A&P) has been removed from adjusted selling, general and administrative expense because this metric is used in reporting to management, and management believes this adjusted measure provides useful supplemental information to assess the Company’s operating performance. Please note that A&P is not removed from adjusted profit measures.


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Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures (in millions) Operating profit is derived from taking Income from continuing operations before income taxes and equity method investment earnings, adding back Interest expense, net and removing Pension and postretirement non-service income. Advertising and promotion expense (A&P) has been removed from adjusted selling, general and administrative expense because this metric is used in reporting to management, and management believes this adjusted measure provides useful supplemental information to assess the Company’s operating performance. Please note that A&P is not removed from adjusted profit measures. FY17   Gross profit   Selling, general and administrative expenses   Operating profit 1   Income from continuing operations before income taxes and equity method investment earnings   Income tax expense (benefit)   Income tax rate   Net income attributable to Conagra Brands, Inc.   Diluted EPS from income from continuing operations attributable to Conagra Brands, Inc common stockholders Reported   $ 2,343.8     $ 1,474.0     $ 869.8     $ 729.5     $ 254.7     31.8 %   $ 639.3     $ 1.25   % of Net Sales   29.9 %   18.8 %   11.8 %                       Gain on sale of Spicetec and J.M. Swank businesses   —     (197.4 )   (197.4 )   (197.4 )   (129.0 )       (68.4 )   (0.16 )   Restructuring plans   15.5     46.4     61.9     63.6     22.2         41.4     0.09     Acquisitions and divestitures   0.5     30.9     31.4     31.4     11.8         19.6     0.05     Corporate hedging losses (gains)   5.1     —     5.1     5.1     1.9         3.2     0.01     Goodwill and intangible impairment charges   —     304.2     304.2     304.2     46.5         257.7     0.59     Early extinguishment of debt   —     93.3     93.3     93.3     33.1         60.2     0.14     Salaried pension plan lump sum settlement   —     —     —     13.8     5.3         8.5     0.02     Advertising and promotion expenses 2   —     328.3     —     —     —         —     —     Legal matters   —     (5.7 )   (5.7 )   (5.7 )   (2.0 )       (3.7 )   (0.01 )   Tax adjustment of valuation allowance   —     —     —     —     91.3         (91.3 )   (0.21 )   Unusual tax items   —     —     —     —     14.6         (14.6 )   (0.03 )   Income from discontinued operations, net of noncontrolling interests   —     —     —     —     —         (95.2 )   —   Adjusted   $ 2,364.9     $ 874.0     $ 1,162.6     $ 1,037.8     $ 350.4     31.6 %   $ 756.7     $ 1.74   % of Net Sales   30.2 %   11.2 %   14.9 %                    


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Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures (in millions) Operating profit is derived from taking Income from continuing operations before income taxes and equity method investment earnings, adding back Interest expense, net and removing Pension and postretirement non-service income. Advertising and promotion expense (A&P) has been removed from adjusted selling, general and administrative expense because this metric is used in reporting to management, and management believes this adjusted measure provides useful supplemental information to assess the Company’s operating performance. Please note that A&P is not removed from adjusted profit measures. FY16   Gross profit   Selling, general and administrative expenses   Operating profit 1   Income from continuing operations before income taxes and equity method investment earnings   Income tax expense (benefit)   Income tax rate   Net income (loss) attributable to Conagra Brands, Inc.   Diluted EPS from income from continuing operations attributable to Conagra Brands, Inc common stockholders Reported   $ 2,429.2     $ 1,720.8     $ 708.4     $ 108.8     $ 46.4     26.5 %   $ (677.0 )   $ 0.29   % of Net Sales   28.0 %   19.9 %   8.2 %                       Restructuring plans   49.0     206.9     256.0     281.8     103.6         178.2     0.41     Acquisitions and divestitures   —     —     —     —     —         —     —     Corporate hedging losses (gains)   (16.4 )   —     (16.4 )   (16.4 )   (6.3 )       (10.1 )   (0.02 )   Pension valuation adjustment   —     —     —     348.5     133.4         215.1     0.49     Intangible impairment charges   —     50.1     50.1     50.1     18.5         31.6     0.07     Early extinguishment of debt   —     23.9     23.9     23.9     8.5         15.4     0.04     Advertising and promotion expenses 2   —     347.2     —     —     —         —     —     Legal matters   —     5.0     5.0     5.0     1.9         3.1     0.01     Unusual tax items   —     —     —     —     (11.0 )       11.0     0.03     Loss from discontinued operations, net of noncontrolling interests   —     —     —     —     —         803.6     —     Rounding   —     —     —     —     —         —     (0.02 ) Adjusted   $ 2,461.8     $ 1,087.7     $ 1,027.0     $ 801.7     $ 295.0     34.0 %   $ 570.9     $ 1.30   % of Net Sales   28.4 %   12.6 %   11.9 %                    


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Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures (in millions) Operating profit is derived from taking Income from continuing operations before income taxes and equity method investment earnings, adding back Interest expense, net and removing Pension and postretirement non-service income. Advertising and promotion expense (A&P) has been removed from adjusted selling, general and administrative expense because this metric is used in reporting to management, and management believes this adjusted measure provides useful supplemental information to assess the Company’s operating performance. Please note that A&P is not removed from adjusted profit measures. FY15   Gross profit   Selling, general and administrative expenses   Operating profit 1   Income from continuing operations before income taxes and equity method investment earnings   Income tax expense (benefit)   Income tax rate   Net income (loss) attributable to Conagra Brands, Inc.   Diluted EPS from income from continuing operations attributable to Conagra Brands, Inc common stockholders Reported   $ 2,297.7     $ 1,445.5     $ 852.2     $ 584.6     $ 212.7     32.0 %   $ (252.6 )   $ 1.04   % of Net Sales   25.4 %   16.0 %   9.4 %                       Restructuring plans   19.6     26.6     46.2     47.7     17.5         30.2     0.07     Corporate hedging losses (gains)   24.6     —     24.6     24.6     9.3         15.3     0.03     Pension valuation adjustment   —     —     —     6.9     2.7         4.2     0.01     Goodwill and intangible impairment charges   —     25.7     25.7     25.7     2.6         23.1     0.05     Early extinguishment of debt   —     24.6     24.6     24.6     9.5         15.1     0.04     Integration of former Ralcorp business   —     5.0     5.0     5.0     1.9         3.1     0.01     Advertising and promotion expenses 2   —     312.6     —     —     —         —         Legal matters   —     (7.0 )   (7.0 )   (7.0 )   —         (7.0 )   (0.02 )   Unusual tax items   —     —     —     —     5.2         (5.2 )   (0.01 )   Loss from discontinued operations, net of noncontrolling interests   —     —     —     —     —         701.4       Adjusted   $ 2,341.9     $ 1,058.0     $ 971.3     $ 712.1     $ 261.4     33.0 %   $ 527.6     $ 1.22   % of Net Sales   25.9 %   11.7 %   10.8 %                    


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Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures (in millions)   FY17 YTD Q4 FY18 Q3 FY19 YTD Trailing 4 Quarters (as of FY19 Q3) Net Sales $ 2,652.7   $ 690.7   $ 2,117.3   $ 2,808.0   Net sales from acquired businesses (5.8 ) (17.3 ) (25.7 ) (43.0 ) Organic Net Sales $ 2,646.9   $ 673.4   $ 2,091.6   $ 2,765.0             Year-over-year change - Net Sales (7.5 )% 7.9 % 2.7 % 3.9 % Net sales from acquired businesses (pp) 0.2   (2.7 ) (1.3 ) (1.6 ) Organic Net Sales Growth (7.7 )% 5.2 % 1.4 % 2.3 %             FY16 YTD Q4 FY17 Q3 FY18 YTD Trailing 4 Quarters (as of FY18 Q3) Net Sales $ 2,867.8   $ 640.2   $ 2,062.3   $ 2,702.5   Net sales from acquired businesses —   —   —   —   Organic Net Sales $ 2,867.8   $ 640.2   $ 2,062.3   $ 2,702.5               FY17 YTD Q4 FY18 Q3 FY19 YTD Trailing 4 Quarters (as of FY19 Q3) Operating Profit $ 445.8   $ 122.9   $ 365.0   $ 487.9   Restructuring plans 6.2   —   1.0   1.0   Adjusted Operating Profit $ 452.0   $ 122.9   $ 366.0   $ 488.9             Operating Profit Margin 16.8 % 17.8 % 17.2 % 17.4 % Adjusted Operating Profit Margin 17.0 % 17.8 % 17.3 % 17.4 % Reconciliation of Refrigerated & Frozen Organic Net Sales and Adjusted Operating Profit


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Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures (in millions)   FY18 FY17 Net Sales $ 7,938.3   $ 7,826.9   Impact of foreign exchange (27.9 ) 29.2   Net sales from acquired businesses (169.1 ) (36.5 ) Net sales from divested businesses (283.2 ) (370.0 ) Net sales from sold Trenton plant (79.1 ) (86.8 ) Organic Net Sales ex Trenton $ 7,379.0   $ 7,362.8         Year-over-year change - Net Sales 1.4 % (9.7 )% Impact of foreign exchange (pp) (0.4 ) 0.3   Net sales from acquired businesses (pp) (2.1 ) (0.6 ) Net sales from divested businesses (pp) 1.1   4.6   Net sales from sold Trenton plant (pp) 0.1   —   Organic Net Sales ex Trenton Growth 0.1 % (5.4 )%         FY17 FY16 Net Sales $ 7,826.9   $ 8,664.1   Net sales from divested businesses (370.0 ) (797.4 ) Net sales from sold Trenton plant (86.8 ) (86.1 ) Organic Net Sales ex Trenton $ 7,370.1   $ 7,780.6  


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Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures (in millions) May 29, 2016 Receivables, less allowance for doubtful accounts Inventories Accounts payable Working capital Reported 1 $ 650.1   $ 1,044.1   $ 706.7   $ 987.5   Divested businesses 2 (28.4 ) (12.2 ) (49.1 ) 8.5   Adjusted $ 621.7   $ 1,031.9   $ 657.6   $ 996.0     For the Fiscal Year Ended May 27, 2018 Net cash flows from operating activities - continuing operations $ 919.7   Additions to property, plant and equipment (251.6 ) Free cash flow $ 668.1   Reconciliation of Adjusted Working Capital Reconciliation of Free Cash Flow Balances are as reported in the Annual Report on Form 10-K for the fiscal year ended May 28, 2017. Balances related to divested businesses that were not reported as assets and liabilities held for sale in the Annual Report on Form 10-K for the fiscal year ended May 28, 2017.


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