SEC Comment Letter for CONAGRA BRANDS INC. (CAG) (CIK 0000023217) (CAG) — Nov 20, 2015
CONAGRA BRANDS INC. (CAG) (CIK 0000023217)
Date: Nov. 20, 2015 · CIK: 0000023217 · Accession: 0000000000-15-054898
AI Filing Summary & Sentiment
Reasoning
Letter
Mail Stop 4628 November 20 , 2015 Via E -mail John F. Gehring Chief Financial Officer Conagra Foods, Inc. One Conagra Drive Omaha, NE 68102
Re: Conagra Foods, Inc. Form 10-K for Fiscal Year Ended May 31, 2015 Response Dated October 9, 2015 File No. 001 -07275
Dear Mr. Gehring :
We have reviewed your October 9, 2015 response to our comment letter and have the following comments. In some of our comments , we may ask you to provide us with information so we may better understand your disclosure.
Please respond to these comments within ten busine ss days by providing the requested information or advis e us as soon as possible when you will respond. If you do not believe our comments a pply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our September 25 , 2015 letter .
Form 10 -K for Fiscal Year Ended May 31, 2015
Management's Discussion and Analysis of Financial Condition and Results of Operations, page
Liquidity and Capital Resources, page 28
Sources of Liquidity and Capital, page 28
1. Your response to prior comment 1 refers to the statement in your Form 10 -K that management believes that existing sources of liquidity will be sufficient to meet your working capital needs, planned capital expenditures, and payment of anticipated dividends for at least the next twelve months. However, it does not appear that you have
John F. Gehring Conagra F oods, Inc. November 20 , 2015 Page 2
provided sufficient detail to enable a financial statement user to understand your basis for this statement. Please revise your disclosure to provide additional detail addressing your ability to meet upcoming cash requirements over both the short and long term. Refer to section IV of SEC Release No. 33 -8350.
Notes to Consolidated Financial Statements
Note 7 – Investments in Joint Ventures, page 58
2. Your response to prior comment 5 states that the contribution of your milling operations to the Ardent Mills joint venture was a strategic shift that will have a major impact on your operations and financial results. Please provide us with a detailed analysis supporting your conclusion that the disposal of your grain milling operation meets the requirements for discontinued operations presentation pursuant to ASU 2014 -08.
You may contact Sandy Eisen at (202) 551 -3864 if you have questions regarding comments on the financial statements and related matters. Please contact me at (202) 551 -3311 with any other questions.
Sincerely,
/s/ Ethan Horowitz
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Mail Stop 4628 November 20 , 2015 Via E -mail John F. Gehring Chief Financial Officer Conagra Foods, Inc. One Conagra Drive Omaha, NE 68102 Re: Conagra Foods, Inc. Form 10-K for Fiscal Year Ended May 31, 2015 Response Dated October 9, 2015 File No. 001 -07275 Dear Mr. Gehring : We have reviewed your October 9, 2015 response to our comment letter and have the following comments. In some of our comments , we may ask you to provide us with information so we may better understand your disclosure. Please respond to these comments within ten busine ss days by providing the requested information or advis e us as soon as possible when you will respond. If you do not believe our comments a pply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our September 25 , 2015 letter . Form 10 -K for Fiscal Year Ended May 31, 2015 Management's Discussion and Analysis of Financial Condition and Results of Operations, page 17 Liquidity and Capital Resources, page 28 Sources of Liquidity and Capital, page 28 1. Your response to prior comment 1 refers to the statement in your Form 10 -K that management believes that existing sources of liquidity will be sufficient to meet your working capital needs, planned capital expenditures, and payment of anticipated dividends for at least the next twelve months. However, it does not appear that you have John F. Gehring Conagra F oods, Inc. November 20 , 2015 Page 2 provided sufficient detail to enable a financial statement user to understand your basis for this statement. Please revise your disclosure to provide additional detail addressing your ability to meet upcoming cash requirements over both the short and long term. Refer to section IV of SEC Release No. 33 -8350. Notes to Consolidated Financial Statements Note 7 – Investments in Joint Ventures, page 58 2. Your response to prior comment 5 states that the contribution of your milling operations to the Ardent Mills joint venture was a strategic shift that will have a major impact on your operations and financial results. Please provide us with a detailed analysis supporting your conclusion that the disposal of your grain milling operation meets the requirements for discontinued operations presentation pursuant to ASU 2014 -08. You may contact Sandy Eisen at (202) 551 -3864 if you have questions regarding comments on the financial statements and related matters. Please contact me at (202) 551 -3311 with any other questions. Sincerely, /s/ Ethan Horowitz Ethan Horowitz Branch Chief Office of Natural Resources