Hillshire Brands

Hillshire Brands was an American food company headquartered in Chicago, Illinois. It emerged in 2012 from the restructuring of Sara Lee Corporation, which separated its international coffee and tea operations from its remaining food businesses. The retained food businesses were renamed Hillshire Brands, and the new company began trading on the New York Stock Exchange on June 29, 2012 under the ticker HSH. The company operated primarily in packaged foods, with a portfolio spanning refrigerated and packaged meats, frozen bakery products, and related foodservice offerings. Its brands included Jimmy Dean, Ball Park, Hillshire Farm, Kahn's, State Fair, Sara Lee, Chef Pierre, Aidells, Gallo Salame, and Golden Island Premium Jerky. These brands gave Hillshire exposure to breakfast foods, hot dogs and sausages, deli and lunch meats, frozen bakery products, salami, and jerky. The company sold through both retail and foodservice channels; in fiscal 2013, retail represented the larger portion of its business, while foodservice remained a significant secondary channel. Hillshire's short independent history was marked by portfolio development and strategic consolidation. In May 2014, it agreed to acquire Pinnacle Foods in a cash-and-stock transaction. Pinnacle owned a broad collection of packaged and frozen-food brands, including Birds Eye, Duncan Hines, Hungry-Man, and Swanson. Before that transaction could close, Hillshire became the target of competing acquisition proposals. Pilgrim's Pride made an unsolicited offer, followed by Tyson Foods' cash proposal. Tyson subsequently increased its offer, while Pilgrim's Pride withdrew from the contest. The proposed Pinnacle transaction was abandoned in June 2014 so that Hillshire could proceed with Tyson's acquisition. Pinnacle received a breakup payment under the termination arrangement. Tyson's acquisition ended Hillshire's existence as an independent publicly traded company and placed its brand portfolio within Tyson Foods. The Hillshire name and many of its consumer brands continued to be used within Tyson's broader prepared-foods business, but Hillshire Brands ceased operating as a standalone corporate entity.

Hillshire Brands was created during the breakup and reorganization of Sara Lee Corporation. Sara Lee had operated across food and beverage categories, but its restructuring separated the international coffee and tea business from the remaining food operations. The retained businesses were renamed Hillshire Brands, establishing a new publicly traded company focused on branded packaged foods. Hillshire began independent operations on June 29, 2012, when its shares started trading on the New York Stock Exchange under the symbol HSH. The separation also involved a reverse stock split for former Sara Lee shareholders, who received Hillshire shares in adjusted proportions. The transaction was intended to give the food operations a more focused identity and allow management and investors to evaluate the business independently from the coffee and tea operations. The new company combined several recognizable food brands. Its portfolio included Hillshire Farm, Jimmy Dean, Ball Park, Kahn's, State Fair, Sara Lee, Chef Pierre, Aidells, Gallo Salame, and Golden Island Premium Jerky. The portfolio covered refrigerated meats, breakfast foods, hot dogs and sausages, frozen bakery products, salami, and jerky. Hillshire served both grocery retailers and foodservice customers. Retail was its principal channel, although foodservice represented an important part of the business and broadened the company's customer base beyond household consumers. In 2013, the company received external recognition for the quality of the Sara Lee separation, when Fortune included the transaction among notable Fortune 500 spinoffs. Hillshire's independent period was nevertheless brief. Seeking to expand its packaged-food portfolio, the company announced in May 2014 that it would acquire Pinnacle Foods. Pinnacle's brands included Birds Eye, Duncan Hines, Hungry-Man, and Swanson, among others. The proposed deal would have created a larger multi-category packaged-food company with stronger exposure to frozen foods and pantry products. The Pinnacle agreement triggered competing interest in Hillshire itself. Pilgrim's Pride announced a higher unsolicited proposal, and Tyson Foods then entered the contest with a cash offer. Tyson later increased its proposal, making it the preferred strategic path for Hillshire. Pilgrim's Pride withdrew, and Hillshire and Pinnacle ended their proposed combination. The termination arrangement provided for a breakup payment to Pinnacle and related one-time costs. Hillshire ultimately accepted Tyson Foods' acquisition. The deal was announced in June 2014 after the Pinnacle transaction had been abandoned. Tyson's purchase brought Hillshire's brands into one of the largest American meat and prepared-food companies and ended Hillshire Brands as an independent listed company. The Hillshire corporate structure was absorbed into Tyson, while many individual consumer brands remained active under Tyson's ownership. As a result, Hillshire Brands is best understood today as a former standalone food company and a historic corporate platform whose brand portfolio became part of Tyson's prepared-foods operations.

• 2014

  Pinnacle Foods acquisition announced

  [1]Hillshire Brandsen.wikipedia.org

  Hillshire announces an agreement to acquire Pinnacle Foods in a proposed cash-and-stock transaction.

• 2014

  Tyson Foods completes the takeover path

  [1]Hillshire Brandsen.wikipedia.org

  After the Pinnacle agreement is terminated and competing bids are resolved, Hillshire proceeds toward acquisition by Tyson Foods.

• 2013

  Sara Lee spinoff receives recognition

  [1]Hillshire Brandsen.wikipedia.org

  Fortune identifies the separation that created Hillshire among notable Fortune 500 spinoffs.

• 2012

  Hillshire Brands is established

  [1]Hillshire Brandsen.wikipedia.org

  Sara Lee Corporation separates its international coffee and tea operations and renames the remaining food businesses Hillshire Brands.

• 2012

  Public-market debut

  [1]Hillshire Brandsen.wikipedia.org

  Hillshire Brands begins trading on the New York Stock Exchange under the ticker HSH.

A diversified packaged-food company centered on branded meats, breakfast products, frozen bakery goods, and foodservice offerings. Its portfolio combined established consumer names with specialty meat brands and was positioned across everyday retail food occasions and institutional or commercial foodservice.

• Packaged meats

  Hillshire Farm

  A core Hillshire portfolio brand associated with packaged and refrigerated meats, including products sold for everyday household meal and sandwich occasions.

• Breakfast meats

  Jimmy Dean

  A well-known breakfast-food brand in Hillshire's portfolio, centered on packaged breakfast meats and convenient morning-meal products.

• Hot dogs and sausages

  Ball Park

  A packaged-meat brand focused on hot dogs and related sausage products for retail consumption.

• Frozen foods

  State Fair

  A Hillshire portfolio brand associated with convenient frozen food products, extending the company's offering beyond refrigerated meats.

• Frozen bakery

  Sara Lee

  The Sara Lee food brand remained part of the businesses retained after the corporate separation and covered branded food products, including frozen bakery offerings.

• Frozen bakery

  Chef Pierre

  A frozen bakery and pie brand serving retail and foodservice needs within Hillshire's broader prepared-food portfolio.

• Specialty sausages

  Aidells

  A specialty meat brand in Hillshire's portfolio, associated with differentiated sausage and prepared-meat products.

• Salami

  Gallo Salame

  A salami brand that gave Hillshire a presence in specialty cured and deli meats.

• Jerky

  Golden Island Premium Jerky

  A premium jerky brand within Hillshire's packaged-meat portfolio, extending the company's reach into shelf-stable meat snacks.

• 2014

  Pursue the acquisition of Pinnacle FoodsM&A

  Background

  Hillshire sought to broaden its packaged-food portfolio through a combination with Pinnacle Foods and its frozen and pantry-food brands.

  Action taken

  Hillshire announced a proposed cash-and-stock acquisition of Pinnacle Foods.

  Aftermath

  The transaction was terminated after Tyson Foods made a competing acquisition proposal for Hillshire. Pinnacle received a contractual breakup payment.

  • Tyson Foods — Tyson Foods made competing cash proposals to acquire Hillshire, ultimately becoming the successful acquirer.
  • Pilgrim's Pride — Pilgrim's Pride also bid for Hillshire but later withdrew from the contest.

  Source

• 2014

  Accept acquisition by Tyson FoodsM&A

  Background

  Competing takeover proposals made a sale of Hillshire more attractive than completing its planned acquisition of Pinnacle Foods.

  Action taken

  Hillshire abandoned the Pinnacle transaction and proceeded with Tyson Foods' acquisition.

  Aftermath

  Hillshire ceased to exist as an independent publicly traded company, and its brands became part of Tyson Foods.

  Source

• 2012

  Separate the food business from Sara Lee's international coffee and tea operationsStrategy

  Background

  Sara Lee reorganized its operations to create a more focused standalone packaged-food company.

  Action taken

  The retained food businesses were renamed Hillshire Brands and listed independently on the New York Stock Exchange.

  Aftermath

  Hillshire operated as an independent public company until its acquisition by Tyson Foods in 2014.

  Source

• 2014

  Hillshire Brands agrees to acquire Pinnacle Foods[1]Hillshire Brandsen.wikipedia.org

  M&A

  Hillshire announced a proposed cash-and-stock acquisition of Pinnacle Foods, expanding the potential combination into a much broader packaged and frozen-food portfolio.

• 2014

  Hillshire becomes the subject of competing takeover bids[1]Hillshire Brandsen.wikipedia.org

  M&A

  Pilgrim's Pride and Tyson Foods made competing approaches for Hillshire. Tyson later submitted an increased offer, while Pilgrim's Pride withdrew its bid.

• 2014

  Tyson Foods acquires Hillshire Brands[1]Hillshire Brandsen.wikipedia.org

  M&A

  The planned Pinnacle Foods combination was terminated, enabling Hillshire to be acquired by Tyson Foods. The transaction ended Hillshire's independent corporate and stock-market existence.

• 2013

  Fortune recognizes Hillshire's corporate separation[1]Hillshire Brandsen.wikipedia.org

  Other

  The Sara Lee separation that created Hillshire Brands was cited by Fortune among notable Fortune 500 company spinoffs.

• 2012

  Hillshire Brands begins trading after Sara Lee separation[1]Hillshire Brandsen.wikipedia.org

  Other

  The company debuted as an independent publicly traded food business after Sara Lee Corporation separated its international coffee and tea operations and renamed its remaining businesses Hillshire Brands.

1. 1Hillshire Brandsen.wikipedia.org