INVESTMENTS IN JOINT VENTURES

12 Months Ended

May. 31, 2015

Equity Method Investments and Joint Ventures [Abstract]

On May 29, 2014, the Company, Cargill, and CHS, completed the formation of Ardent Mills. In connection with the formation, we contributed all of the assets of ConAgra Mills, our milling operations, including $49.0 million of cash, to Ardent Mills, we received a 44% ownership interest in Ardent Mills, and Ardent Mills distributed $391.4 million in cash to us as a return of capital. The contribution of the assets of ConAgra Mills in exchange for a non-controlling interest in the newly formed joint venture is required to be accounted for at fair value, and accordingly, we recognized a gain of $625.6 million ($379.6 million after-tax) in fiscal 2015 in income from discontinued operations, to reflect the excess of the fair value of our interest over its carrying value at the time of the transfer. As part of the formation of Ardent Mills, in the fourth quarter of fiscal 2014, pursuant to an agreement with the U.S. Department of Justice, we sold three flour milling facilities to Miller Milling Company LLC for $163.0 million. We received the cash proceeds from the sale of these flour milling facilities in the first quarter of fiscal 2015. In the first quarter of fiscal 2015, we used the net cash proceeds from the Ardent Mills transaction to repay debt. The business results were previously reflected in the Commercial Foods segment. The operating results of our legacy milling business, including the disposition of three mills aforementioned, are included as discontinued operations within our Consolidated Statement of Operations. The related assets and liabilities have been reclassified as assets and liabilities held for sale within our Consolidated Balance Sheet for the period presented prior to divestiture.

We recognized the 44% ownership interest in Ardent Mills at fair value, as of the date of the formation of the joint venture. We now recognize our proportionate share of the earnings of Ardent Mills under the equity method of accounting within results of continuing operations. Due to differences in fiscal reporting periods, we recognized the equity method earnings on a lag of approximately one month; and as a result, we recognizd only 11 months of earnings from Ardent Mills in fiscal 2015.

We also have potato joint ventures in our Commercial Foods segment and other equity method investments in our Consumer Foods segment. The carrying value of our equity method investments at the end of fiscal 2015 and 2014 was $853.0 million and $131.2 million, respectively. These amounts are included in Other assets.

In fiscal 2015, we had sales to and purchases from our equity method investments of $9.5 million and $142.2 million, respectively. Total dividends received from equity method investments in fiscal 2015 were $91.3 million.

We entered into transition services agreements in connection with the Ardent Mills formation and recognized $14.1 million of income for the performance of transition services during fiscal 2015, classified within Selling, general and administrative expenses.

Summarized combined financial information for our equity method investments on a 100% basis is as follows:



	2015
Net Sales:
Ardent Mills	$	3,299.2
Potato joint ventures	885.4
Others	167.3
Total net sales	$	4,351.9
Gross margin	553.7
Earnings after income taxes	$	279.0



	May 31, 2015
Current assets	$	1,422.6
Noncurrent assets	1,887.7
Current liabilities	603.9
Noncurrent liabilities	691.3