Fairness Opinion

Kroll Advised the Special Committee of the Board of Directors of Seaboard Corporation in Connection with Seaboard's Share Repurchase Transaction and Provided a Fairness Opinion to the Special Committee and the Board

Kroll Advised the Special Committee of the Board of Directors of Seaboard Corporation in Connection with Seaboard's Share Repurchase Transaction and Provided a Fairness Opinion to the Special Committee and the Board

On October 9th, 2023, Seaboard Corporation announced its agreement to repurchase 189,724 shares of its common stock, $1.00 par value per share, at a purchase price of $3,162.50 per share, a 15.7% discount to the 180-day volume weighted average trading price of the common stock as of October 6, 2023. The common stock will be repurchased for an aggregate purchase price of $600,002,150 from entities affiliated with Ellen S. Bresky, the chairwoman of the board of directors of Seaboard, and other members of the Bresky family (the Bresky Group), in a privately negotiated transaction. The repurchased shares will be retired.

The repurchase was negotiated and approved by a special committee of the board of directors of Seaboard, comprised solely of disinterested, independent directors, including Seaboard's lead independent director. Morris, Nichols, Arsht & Tunnell LLP served as the legal advisor to the Special Committee of Seaboard in connection with the transaction.

Kroll, LLC served as financial advisor to the Special Committee of the board of directors of Seaboard Corporation and provided a fairness opinion.

About Seaboard Corporation

Seaboard Corporation is a diversified international agribusiness and transportation company, primarily engaged in domestic pork production and processing and cargo shipping. Overseas, Seaboard is primarily engaged in commodity merchandising, flour and feed milling, produce farming, sugar production and electric power generation.



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