On February
10, 2026,
the
Joint
Panel on
Multidistrict
Litigation
issued a
Transfer
Order,
consolidating
the above
actions and
transferring
them to the Western
District of Wisconsin
for pre-trial proceedings.
An initial judicial
management
conference took
place
on May
8,
2026,
where
the court
entered
an
initial
case
management
order, setting
forth
deadlines
for
the
consolidated
complaints
and initial
briefing
to be filed.
No discovery
has taken
place in any of
the actions.
The Company
disputes plaintiffs\u2019
allegations
in each
of these
actions
and
intends to
vigorously defend
itself in these actions.
Civil Investigative
Demand
In March
2025,
the Company
received a
Civil Investigative
Demand
(\u201cCID\u201d) from
the
U.S. Department
of
Justice
(\u201cDOJ\u201d) in
connection
with
an
antitrust
investigation
to
determine
whether
there
was
a
violation
of
the
antitrust
laws
through
alleged
anticompetitive
conduct
by and among egg producers.
In August 2025,
the Company
received a subpoena
from the State of New
York
requesting information
and documents
related to its investigation
of anticompetitive
conduct
and
high egg
prices in the egg
industry,
and in
March 2026, the
Company
received a similar subpoena
from the State of Washington
related
to its investigation
of anticompetitive
conduct
and high egg prices
in the egg
industry.
Additionally,
various
states\u2019
attorneys
general sought
to join
the DOJ\u2019s
investigation
or requested
access
to the
confidential
disclosures by the
Company
to the
DOJ.
On or about
June 25, 2026,
the Company
entered into an
agreement
with the DOJ
and 17
states\u2019 attorneys
general to resolve
the
investigation,
subject to applicable
court approvals
and procedures.
The Company
denied all wrongdoing or violations of law and
no fines
or penalties
were assessed
against
the Company.
In connection
with
the agreement,
the Company
agreed to implement
certain
antitrust
compliance
and
reporting
measures,
to donate
30
million eggs
to food
banks
and
non-profits,
and
to pay
$
1.5
million to
the settling
states
to resolve the
matter.
The
State
of Washington
did not
join
in
this settlement
and
the Company
continues to
comply
with the
State
of Washington\u2019s
subpoena
and cooperate
with
its investigations.
Management
cannot predict the eventual
scope, duration or outcome
of the State
of Washington\u2019s
investigation
and
is unable to
estimate
the amount
or range of
potential
losses, if any,
at
this time.
Kraft Foods
Global, Inc.
et al. v.
United Egg
Producers,
Inc. et al.
On September
25,
2008,
the
Company
was named
as one
of several
defendants
in numerous
antitrust
cases
involving the
U.S.
shell
egg
industry.
The
Company
settled all
of
these
cases,
except
for
the
claims
of certain
plaintiffs
who
sought
substantia
l
damages
allegedly arising from the purchase
of egg products (as opposed to shell eggs). These remaining
plaintiffs are Kraft Food
Global,
Inc.,
General
Mills, Inc.,
and
Nestle
USA,
Inc. (the
\u201cEgg Products
Plaintiffs\u201d)
and,
until
a subsequent
settlement
was
reached
as described
below, The Kellogg
Company.
On September
13, 2019, the case with
the Egg Products
Plaintiffs was remanded
from
a multi
-district litigation proceeding in the
United States District
Court for the Eastern
District of Pennsylvania,
In re Processed Egg Products
Antitrust Litigation,
MDL
No.
2002,
to
the
United
States
District
Court
for
the
Northern
District
of
Illinois,
Kraft
Foods
Global,
Inc.
et
al.
v.
United
Egg
Producers, Inc. et al., Case No. 1:11
-cv-8808, for trial.
The Egg Products Plaintiffs
alleged that
the Company
and other defendants
violated
Section
1 of the
Sherman
Act, by
agreeing
to limit
the production
of eggs
and
thereby
illegally to
raise the
prices
that
plaintiffs
paid
for processed
egg products.
In particular,
the Egg
Products Plaintiffs
attacked
certain
features
of the
United
Egg
Producers
animal
-welfare guidelines and
program
used by
the Company
and
many
other egg producers.
On October
24,
2019, the
Company
entered into a confidential
settlement
agreement
with The Kellogg
Company
dismissing all
claims
against the
Company
for an amount
that did not
have a
material impact
on
the Company\u2019s
financial
condition
or results
of
operations.
On
November
11,
2019,
a
stipulation
for
dismissal
was
filed
with
the
court,
and
on March
28,
2022,
the
court
dismissed
the Company
with prejudice.
The trial
of this case
began on
October 17,
2023. On
December
1, 2023,
the jury
returned
a decision
awarding
the Egg
Products
17.8
million
in damages.
On November
6, 2024,
the court
entered
a final
judgement
against the
Company
and other
defendants,
jointly and severally, totaling $
43.6
million after trebling. On December 4, 2024, the Company
filed a renewed
motion
for judgment
as a matter
of law or for a new trial, and
a motion to alter or amend
the judgment. On December
13, 2024, the
court
granted
defendants\u2019
November
20, 2024
motion to
stay enforcement
of the
judgment
and
entered
an
agreed order
requiring the
defendants
to post security during
post-judgment
proceedings
and appeal,
and stayed
proceedings to
enforce
the judgment
until
the disposition
of the
post-judgment
motions
and
ultimate
appeals. On
December
17, 2024,
the Company
posted
a bond
in the
23.9
million, representing
a portion
of the
total
bond
required
to preserve
the
right to
appeal
the trial
court\u2019s
decision. Another defendant
posted a bond for the remaining amount.
On November 19, 2025, the plaintiffs filed
a motion
to lift stay of proceedings on
attorney\u2019s
fees and costs, and on December
5, 2025, the defendants
filed their
response in opposition
to such motion. The court has
not ruled on this motion. The Company
intends to continue to vigorously defend
the claims asserted
by the
Egg Products Plaintiffs.