UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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):
January 29, 2015
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New Jersey |
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Commission File Number |
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21-0419870 |
State of Incorporation |
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1-3822 |
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I.R.S. Employer Identification No. |
One Campbell Place
Camden, New Jersey 08103-1799
Principal Executive
Offices
Telephone Number: (856) 342-4800
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-(c))
Item 8.01 Other Events.
On January 29, 2015, Campbell Soup Company announced plans to implement a new enterprise structure. A copy of the press release announcing the plans is attached as Exhibit 99.1 to this Current Report on Form
8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
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99.1 |
Release dated January 29, 2015 announcing plans to implement a new enterprise structure. |
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 hereunto duly authorized.
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CAMPBELL SOUP COMPANY |
(Registrant) |
Date: January 29, 2015
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By: |
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/s/ Anthony P. DiSilvestro |
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Anthony P. DiSilvestro |
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Senior Vice President Chief Financial Officer |
EXHIBIT INDEX
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Exhibit No. |
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Description |
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99.1 |
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Release dated January 29, 2015 announcing plans to implement a new enterprise structure. |
Exhibit 99.1
FOR IMMEDIATE RELEASE
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CONTACTS: |
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Carla Burigatto (Media) |
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(856) 342-3737 |
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carla_burigatto@campbellsoup.com |
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Jennifer Driscoll (Analysts) |
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(856) 342-6081 |
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jennifer_driscoll@campbellsoup.com |
CAMPBELL ANNOUNCES PLANS FOR A REORGANIZATION OF ITS BUSINESS OPERATIONS AND APPOINTS THE PRESIDENTS OF ITS THREE NEW
BUSINESS DIVISIONS
CAMDEN, NJ, Jan. 29, 2015 Campbell Soup Company (NYSE: CPB) today announced plans to implement a new enterprise structure that
will align the organization of the companys business operations with its core growth strategies. Under the new design, Campbells businesses will be organized and managed in three divisions structured principally by product categories
rather than by geographies or brand groups. Each division will have meaningful scale, a clearly defined portfolio role and targets for growth that are tied to its role in the enterprise and the scope of its marketplace opportunities. The
companys management structure will be simplified and streamlined.
The adoption of our new enterprise structure will be an important milestone for
Campbell, said Denise Morrison, President and Chief Executive Officer. This reorganization will help unlock the value of our brands and the growth potential of our business. It will drive focused investment on our largest growth
opportunities. It is the logical next step in our ongoing effort to shift our companys center of gravity, accelerate our growth trajectory and maximize value for our shareholders.
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The company also announced appointments of the executives who will lead the three new divisions, each of whom will report
directly to Morrison. These appointments will take effect on Feb. 1, 2015.
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Mark Alexander, 50, who now serves as President Campbell North America, will become President Americas Simple Meals and Beverages. This new division will include Campbells current U.S.
Retail and foodservice businesses, Plum Organics, and the companys simple meals and shelf-stable beverage businesses in Canada, Mexico and Latin America. Aggregate net sales of the business operations that will comprise Americas Simple Meals
and Beverages were approximately $4.5 billion in fiscal 2014. Consistent with its role as a vital economic engine for the enterprise, this division will be expected to deliver moderate top-line growth and significant margin expansion, with focused
investment in scale platforms for brand-building, innovation and expanded distribution. |
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Luca Mignini, 52, currently President Campbell International, will assume the role of President Global Biscuits and Snacks, a new division that will unify the companys Pepperidge Farm,
Arnotts and Kelsen businesses into a fully integrated global biscuits and snacks portfolio. With approximately $2.8 billion in fiscal 2014 net sales, this division will focus on driving the companys growth in biscuits and snacks in its
current developed markets and expanding its presence in developing markets, leveraging the full range of Campbells assets and capabilities in these categories and spearheading the development of significant multinational brands. The
companys simple meals and beverage businesses in Asia Pacific and Asia, including its soup and broth business in Hong Kong and China, as well as its Pepperidge Farm U.S. bakery business, will also be operated and managed within this division.
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Jeffrey Dunn, 57, now President Bolthouse Farms, will become President Packaged Fresh, a new division that will focus on building
the companys scale and accelerating its growth in the rapidly expanding packaged fresh segments and categories across the retail perimeter. The Packaged Fresh division will include Bolthouse Farms portfolio of
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fresh carrots, super-premium beverages and salad dressings and Campbells retail refrigerated soup business, which collectively accounted for approximately $1 billion of net sales in fiscal
2014. |
In the coming months, Alexander, Mignini and Dunn will work with Morrison and the members of the Campbell Leadership Team to develop
specific plans for organizing the three new divisions and for appointments to key leadership roles. In coordination with this process, work will also proceed on a reorganization of Campbells corporate functions to deliver agile and effective
support to the business divisions, and on a major project to re-examine and redesign the companys cost structure.
In connection with the reorganization,
Irene Chang Britt, President Pepperidge Farm and Senior Vice President Global Baking and Snacking, has announced her decision to leave the company. Ive had the privilege of working with Irene for more than a
decade, said Morrison, first at Nabisco and then at Campbell. She has made many important contributions to our company. I thank her for her dedicated and dynamic leadership, and wish her the very best in the years ahead.
About Campbell Soup Company
Campbell (NYSE:CPB) is driven and inspired by
our Purpose, Real food that matters for lifes moments. The Company makes a range of products from high-quality soups and simple meals to snacks and healthy beverages. For generations, people have trusted Campbell to provide
authentic, flavorful and readily available foods and beverages that connect them to each other, to warm memories, and to whats important today. Led by its iconic Campbells brand, the companys portfolio includes
Pepperidge Farm, Goldfish, Bolthouse Farms, V8, Swanson, Prego, Pace, Plum Organics, Arnotts, Tim Tam, Royal Dansk and Kjeldsens. Founded in 1869, Campbell has
a heritage of giving back and acting as a good steward of the planets natural resources. The company is a member of the Standard & Poors 500 and the Dow Jones Sustainability Indexes. For more information, visit www.campbellsoupcompany.com or follow company news on Twitter via @CampbellSoupCo.
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Forward-Looking Statements
This release contains forward-looking statements that reflect the companys current expectations about the impact of its future plans and performance
on the companys business or financial results. These forward-looking statements, including the statements made regarding the companys new enterprise and management structure, rely on a number of assumptions and estimates that could be
inaccurate and which are subject to risks and uncertainties. The factors that could cause the companys actual results to vary materially from those anticipated or expressed in any forward-looking statement include (1) the companys
ability to manage organizational change effectively; (2) the companys ability to realize projected benefits and cost savings from the new structure; (3) the impact of strong competitive responses to the companys efforts to
leverage its brand power in the market; (4) the impact of changes in consumer demand for the companys products; (5) the risks associated with trade and consumer acceptance of the companys initiatives, including its trade and
promotional programs; (6) the practices and increased significance of certain of the companys key trade customers; (7) the impact of fluctuations in the supply or costs of energy and raw and packaging materials; (8) the impact
of portfolio changes; (9) the uncertainties of litigation; (10) the impact of changes in currency exchange rates, tax rates, interest rates, debt and equity markets, inflation rates, economic conditions and other external factors;
(11) the impact of unforeseen business disruptions in one or more of the companys markets due to political instability, civil disobedience, armed hostilities, natural disasters or other calamities; and (12) other factors described in
the companys most recent Form 10-K and subsequent Securities and Exchange Commission filings. The company disclaims any obligation or intent to update the forward-looking statements in order to reflect events or circumstances after the date of
this release.
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