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Campbell Issues Statement on Third Point Director Nominees

CAMDEN, N.J.–(BUSINESS WIRE)–Sep. 7, 2018–
Campbell Soup Company (NYSE: CPB) today confirmed receipt of
Third Point LLC’s nomination of a slate of 12 director candidates to
stand for election at the Company’s 2018 Annual Meeting of Shareholders.

Commenting on the actions interim President and CEO Keith McLoughlin
said: “On August 30th, Campbell announced the results of a
comprehensive Board-led strategy and portfolio review to stabilize the
company, improve performance and drive shareholder value. As part of the
review process, the Board, together with outside advisors, considered a
full slate of strategic options and determined that the best path
forward to maximize shareholder value, at this time, is to optimize the
company’s portfolio, divest certain businesses and pay down debt, and
further reduce costs.

“The company is currently focused on implementing that plan and setting
the foundation for sustainable, profitable growth in fiscal 2020 and
beyond. The Board remains open and committed to evaluating all strategic
options to enhance value in the future.”

Consistent with its normal practice, the Campbell Board will review the
Director nominees proposed by Third Point and present the Board’s
recommended slate of director nominees in Campbell’s proxy materials to
be filed with the United States Securities and Exchange Commission in
connection with the Company’s 2018 Annual Meeting of Shareholders.
Campbell shareholders are not required to take any action at this time.

About Campbell Soup Company

Campbell (NYSE: CPB) is driven and inspired by our Purpose, “Real food
that matters for life’s moments.” For generations, people have trusted
Campbell to provide authentic, flavorful and affordable snacks, soups
and simple meals, and beverages. Founded in 1869, Campbell has a
heritage of giving back and acting as a good steward of the planet’s
natural resources. The company is a member of the Standard and Poor’s
500 and the Dow Jones Sustainability Indexes. For more information,
visit www.campbellsoupcompany.com
or follow company news on Twitter via @CampbellSoupCo. To learn more
about how we make our food and the choices behind the ingredients we
use, visit www.whatsinmyfood.com.

Forward-Looking Statements

This release contains “forward-looking statements” that reflect the
company’s current expectations about the impact of its future plans and
performance on the company’s business or financial results. These
forward-looking statements 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 company’s actual results
to vary materially from those anticipated or expressed in any
forward-looking statement include: (1) the company’s ability to execute
on and realize the expected benefits from the actions it intends to take
as a result of its recent strategy and portfolio review, (2) the ability
to differentiate its products and protect its category leading
positions, especially in soup; (3) the ability to complete and to
realize the projected benefits of planned divestitures and other
business portfolio changes; (4) the ability to realize the projected
benefits, including cost synergies, from the recent acquisitions of
Snyder’s-Lance and Pacific Foods; (5) the ability to realize projected
cost savings and benefits from its efficiency and/or restructuring
initiatives; (6) the company’s indebtedness and ability to pay such
indebtedness; (7) disruptions to the company’s supply chain, including
fluctuations in the supply of and inflation in energy and raw and
packaging materials cost; (8) the company’s ability to manage changes to
its organizational structure and/or business processes, including
selling, distribution, manufacturing and information management systems
or processes; (9) the impact of strong competitive responses to the
company’s efforts to leverage its brand power with product innovation,
promotional programs and new advertising; (10) the risks associated with
trade and consumer acceptance of product improvements, shelving
initiatives, new products and pricing and promotional strategies; (11)
changes in consumer demand for the company’s products and favorable
perception of the company’s brands; (12) changing inventory management
practices by certain of the company’s key customers; (13) a changing
customer landscape, with value and e-commerce retailers expanding their
market presence, while certain of the company’s key customers maintain
significance to the company’s business; (14) product quality and safety
issues, including recalls and product liabilities; (15) the costs,
disruption and diversion of management’s attention associated with
campaigns commenced by activist investors; (16) the uncertainties of
litigation and regulatory actions against the company; (17) the possible
disruption to the independent contractor distribution models used by
certain of the company’s businesses, including as a result of litigation
or regulatory actions affecting their independent contractor
classification; (18) the impact of non-U.S. operations, including trade
restrictions, public corruption and compliance with foreign laws and
regulations; (19) impairment to goodwill or other intangible assets;
(20) the company’s ability to protect its intellectual property rights;
(21) increased liabilities and costs related to the company’s defined
benefit pension plans; (22) a material failure in or breach of the
company’s information technology systems; (23) the company’s ability to
attract and retain key talent; (24) changes in currency exchange rates,
tax rates, interest rates, debt and equity markets, inflation rates,
economic conditions, law, regulation and other external factors; (25)
unforeseen business disruptions in one or more of the company’s markets
due to political instability, civil disobedience, terrorism, armed
hostilities, extreme weather conditions, natural disasters or other
calamities; and (26) other factors described in the company’s 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.

Important Additional Information and Where to Find It

Campbell intends to file a proxy statement on Schedule 14A and other
relevant documents with the United States Securities and Exchange
Commission (the “SEC”) in connection with the solicitation of proxies
for its 2018 Annual Meeting of Shareholders (the “2018 Annual Meeting”).
SHAREHOLDERS ARE STRONGLY ADVISED TO READ THE COMPANY’S 2018 PROXY
STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY
OTHER DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE
THEY WILL CONTAIN IMPORTANT INFORMATION. Shareholders may obtain a free
copy of the 2018 proxy statement, any amendments or supplements to the
proxy statement and other documents that Campbell files with the SEC
from the SEC’s website at www.sec.gov
or Campbell’s website at www.investor.campbellsoupcompany.com
as soon as reasonably practicable after such materials are
electronically filed with, or furnished to, the SEC.

Certain Information Regarding Participants in Solicitation

Campbell, its directors, its executive officers and its nominees for
election as director may be deemed participants in the solicitation of
proxies from shareholders in connection with the matters to be
considered at the 2018 Annual Meeting. Information regarding the persons
who may, under the rules of the SEC, be considered participants in the
solicitation of shareholders in connection with the 2018 Annual Meeting,
and their direct or indirect interests, by security holdings or
otherwise, which may be different from those of the company’s
shareholders generally, will be set forth in the company’s definitive
proxy statement for the 2018 Annual Meeting and the other relevant
documents to be filed with the SEC.

Source: Campbell Soup Company

Campbell Soup Company
INVESTOR CONTACT:
Ken
Gosnell, 856-342-6081
ken_gosnell@campbellsoup.com
or
MEDIA
CONTACT:
Thomas Hushen, 856-342-5227
thomas_hushen@campbellsoup.com