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KRAFT FOODS INC. (Exact Name of Registrant As Specified in Its Charter)

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KRAFT FOODS INC. (Exact Name of Registrant As Specified in Its Charter) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2009 KRAFT FOODS INC. (Exact name of registrant as specified in its charter) Virginia 1-16483 52-2284372 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) Three Lakes Drive, Northfield, Illinois 60093-2753 (Address of Principal executive offices) (Zip Code) Registrant’s Telephone number, including area code: (847) 646-2000 Not Applicable (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 7.01. Regulation FD Disclosure. On September 7, 2009, Kraft Foods issued an announcement (the “Announcement”) pursuant to Rule 2.4 of the U.K. City Code on Takeovers and Mergers disclosing that it approached the Board of Cadbury plc with a proposal to combine the two companies. A copy of the Announcement is attached hereto as Exhibit 99.1 and is incorporated by reference into this Item 7.01. On September 7, 2009 and following the Announcement, Kraft Foods posted the following items regarding the proposed combination on its website at www.kraftfoodscompany.com and/or on the website that is being maintained at www.transactioninfo.com/kraftfoods in connection with Kraft Foods’ proposal to combine with Cadbury: • a message to stakeholders, a copy of which is attached hereto as Exhibit 99.2 and is incorporated by reference into this Item 7.01; • a video interview with Ms. Irene Rosenfeld, Chairman and CEO of Kraft Foods, a transcript of which is attached hereto as Exhibit 99.3 and is incorporated by reference into this Item 7.01; and • a combined company fact sheet, a copy of which is attached hereto as Exhibit 99.4 and is incorporated by reference into this Item 7.01. In addition, on September 7, 2009 and following the Announcement, Kraft Foods made the following items regarding the proposed combination available to its employees: • a message to Kraft Foods employees, a copy of which is attached hereto as Exhibit 99.5 and is incorporated by reference into this Item 7.01; • a video interview with Ms. Irene Rosenfeld, Chairman and CEO of Kraft Foods, a transcript of which is attached hereto as Exhibit 99.6 and is incorporated by reference into this Item 7.01; and • Frequently Asked Questions for Kraft Foods employees, a copy of which is attached hereto as Exhibit 99.7 and is incorporated by reference into this Item 7.01. On September 7, 2009, Kraft Foods issued a press release announcing an analyst and investor conference call and webcast at 8 a.m. BST on September 7, 2009 for European investors and at 8 a.m. ET on September 8, 2009 for U.S. investors, each discussing the Announcement and the proposed combination with Cadbury. A copy of this press release is attached hereto as Exhibit 99.8 and is incorporated by reference into this Item 7.01. On September 7, 2009, Kraft Foods made available to its investors a slide presentation relating to the analyst and investor conference calls and webcasts to be held on September 7, 2009 and September 8, 2009, discussing the Announcement and the proposed combination with Cadbury. A copy of this slide presentation is attached hereto as Exhibit 99.9 and is incorporated by reference into this Item 7.01. On September 7, a U.K.-specific fact sheet in relation to the proposed combination with Cadbury was made available to certain members of the media. A copy of this fact sheet is attached hereto as Exhibit 99.10 and is incorporated by reference into this Item 7.01. Pursuant to General Instruction B.2. to Form 8-K, the information set forth in this Item 7.01 (except insofar as such information is also set forth under Item 8.01 below) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Item 8.01. Other Information. As described in Item 7.01 above, on September 7, 2009, Kraft Foods issued the Announcement disclosing that it approached the Board of Cadbury with a proposal to combine the two companies. A copy of the Announcement is attached hereto as Exhibit 99.1 and is incorporated by reference into this Item 8.01. Item 9.01. Financial Statements and Exhibits. (d) The following exhibit is being furnished with this Current Report on Form 8-K. Exhibit Number Description 99.1 Rule 2.4 Announcement. 99.2 Message to Stakeholders. 99.3 Transcript of the video interview with Ms. Irene Rosenfeld, Chairman and CEO of Kraft Foods, made available on September 7, 2009. 99.4 Combined company fact sheet. 99.5 Message to Kraft Foods employees. 99.6 Transcript of the video interview with Ms. Irene Rosenfeld, Chairman and CEO of Kraft Foods, made available to Kraft Foods’ employees on September 7, 2009. 99.7 Frequently Asked Questions for Kraft Foods employees, available on the Kraft Foods intranet. 99.8 Press release announcing the investor conference calls and webcasts to be held on September 7, 2009 and September 8, 2009. 99.9 Slide presentation relating to the analyst and investor conference calls and webcasts to be held on September 7, 2009 and September 8, 2009. 99.10 U.K.-specific fact sheet. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. KRAFT FOODS INC. Date: September 8, 2009 By: /s/ Carol J. Ward Carol J. Ward Vice President and Corporate Secretary Exhibit 99.1 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION This announcement does not constitute an announcement of a firm intention to make an offer under Rule 2.5 of the Takeover Code 7 September 2009 KRAFT FOODS INC. PROPOSES COMBINATION WITH CADBURY PLC, BUILDING ON A GLOBAL POWERHOUSE IN SNACKS, CONFECTIONERY AND QUICK MEALS Kraft Foods Inc. (“Kraft Foods”) today announces that it has made a proposal to the Board of Cadbury plc (“Cadbury”) to combine the two companies. The Board of Cadbury has rejected this proposal. Kraft Foods is committed to working toward a recommended transaction and to maintaining a constructive dialogue and is announcing this proposal as a means to encourage and further that process. Included in Appendix I are two letters to the Chairman of Cadbury which set out the strong strategic rationale for the proposed combination and the attractive premium and compelling value proposition for Cadbury’s shareholders. Kraft Foods is proposing an offer for Cadbury (the “Possible Offer”) of 300 pence in cash and 0.2589 new Kraft Foods shares per Cadbury share. This values each Cadbury share at 745 pence (based on the closing price of $28.10 for a Kraft Foods share on 4 September 2009 and an exchange rate of 1.6346 $/£) and values the entire issued share capital of Cadbury at £10.2 billion. The combination would build on Kraft Foods’ position as a global powerhouse in snacks, confectionery and quick meals with a rich portfolio of iconic brands. The Possible Offer represents a premium of: • 42% over Cadbury’s share price of 524 pence on 3 July 2009, prior to recent analyst suggestions regarding potential sector consolidation; • 34% over Cadbury’s 90-day average share price of 555 pence in the period up to 4 September 2009, the last business day preceding this announcement; and • 31% over Cadbury’s closing share price of 568 pence on 4 September 2009, the last business day preceding this announcement. 1 Kraft Foods would also offer a mix and match facility under which Cadbury shareholders could elect, subject to availability, to vary the proportions in which they would receive cash and new Kraft Foods shares. Kraft Foods reserves the right to change the terms of the Possible Offer and the consideration mix in the future as explained in the Important Notice below. Financing would be on the basis that Kraft Foods would maintain an investment-grade credit rating. Kraft Foods believes that the strategic and financial rationale for the transaction is compelling. The transaction would create: • a company with approximately $50 billion in revenues; • a global powerhouse in snacks, confectionery and quick meals, with an exceptional portfolio of leading brands around the world; • a geographically diversified combined business, with leading positions and significant scale in key developing markets including India, Mexico, Brazil, China and Russia; • a strong presence in instant consumption channels in both developed and developing markets, expanding the reach and margin potential of the combined business;* and • the potential for meaningful revenue synergies over time from investments in distribution, marketing and product development.
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