TreeHouse completes common stock offering to Fund Flagstone Foods acquisition

TreeHouse Foods, Inc. (NYSE: THS) announced today that it has closed the underwritten public offering for an aggregate of 4,950,331 shares of TreeHouse common stock, which includes an additional 645,695 shares that were sold pursuant to an option granted to the underwriters.

TreeHouse intends to use the net proceeds of the offering to fund, in part, the previously announced acquisition of Flagstone Foods (“Flagstone”). TreeHouse expects to close the acquisition of Flagstone in the third quarter of 2014.  TreeHouse intends to finance the remaining portion of the acquisition of Flagstone through borrowings under its existing credit agreement.

J.P. Morgan Securities LLC, Wells Fargo Securities, LLC, and BofA Merrill Lynch acted as joint book-running managers for the common stock offering. BMO Capital Markets Corp. and SunTrust Robinson Humphrey, Inc. acted as lead managers for the common stock offering. Barclays Capital Inc., BB&T Capital Markets, a division of BB&T Securities, LLC, William Blair & Company, L.L.C. and Stephens Inc. acted as co-managers for the common stock offering. This offering was made pursuant to an effective shelf registration statement filed with the SEC on November 20, 2013, and a prospectus supplement filed with the SEC on July 15, 2014, copies of which may be obtained from J.P. Morgan Securities LLC, Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by telephone (866) 803-9204, Wells Fargo Securities, LLC Attention: Equity Syndicate Department, 375 Park Avenue, New York, New York 10152, telephone: (800) 326-5897 or via email at [email protected], BofA Merrill Lynch, 222 Broadway, New York, NY 10038, Attention: Prospectus Department, Email: [email protected], BMO Capital Markets Corp., Attention: Prospectus Department, 3 Times Square, New York, NY 10036, by calling (800) 414-3627 or by email at [email protected] and SunTrust Robinson Humphrey, Inc. collect at (404) 926-5463 or through the SEC website at www.sec.gov.  Before you invest, you should read the prospectus in the registration statement and other documents TreeHouse has filed with the SEC for more complete information about TreeHouse and the offering.

This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities of TreeHouse, nor will there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification.