General Merchandise/HBC

Kraft Foods Recommends Shareholders Reject TRC Capital Mini-Tender Offer

Price is below closing price of Kraft's common stock on Dec. 13

NORTHFIELD, Ill. -- Kraft Foods Group Inc. has been notified of an unsolicited mini-tender offer by TRC Capital Corp. to purchase up to two million shares of Kraft common stock, representing 0.34% of Kraft's shares of common stock outstanding. TRC's offer price of $44 per share is 4.37% below the closing price of Kraft's common stock on Dec. 13, 2012, the last full trading day prior to the offer.

Kraft said that it does not endorse TRC's unsolicited mini-tender offer and recommends that shareholders do not tender their shares in response to it. The company is not associated with TRC, the unsolicited offer or the offer documentation, it said.

Kraft urged shareholders to obtain current market quotes for their shares; review the conditions to TRC's offer; consult with their financial advisors; and exercise caution with respect to this offer, which is below the current market price for Kraft shares.

Also, the company recommended that shareholders who have not responded to TRC's offer take no action. Shareholders who already have tendered their shares may withdraw them at any time prior to 12:01 a.m. Eastern time on Jan. 16, 2013, by providing the written notice described in the TRC offering documents, it said.

Northfield, Ill.-based Kraft Foods Group is North America's fourth largest consumer packaged food and beverage company, with revenues of approximately $19 billion in 2011. Launched as a public and independent company on Oct. 1, 2012, the new Kraft has a portfolio of products in the beverages, cheese, convenient meals and grocery categories. Its iconic brands include Kraft, Maxwell House, Oscar Mayer, Planters and JELL-O.

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