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Actionable news in DMND: Diamond Foods, Inc.,

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Filed by Diamond Foods, Inc.

Pursuant to Rule 425 under the Securities Act of 1933

and deemed filed pursuant to Rule 14a-12

under the Securities Exchange Act of 1934

Subject Company: Diamond Food s, Inc.

Commission File No.: 000-51439

Message from Linda to all ADMIN US Regarding Employee Severance Policy:

I realize that you may have some questions relating to last weeks announcement of the agreement of Diamond Foods to merge with Snyders-Lance. Diamond Foods employees are critical to our success and, accordingly, we have agreed with Snyders-Lance to provide certain benefits and protections for Diamond Foods employees.


As Brian assured in his earlier announcement, Diamond Foods employees currently eligible for a bonus will continue to be eligible in FY16 although it may be pro-rated depending upon the timing of close and integration plans.

Termination Before Closing.

Diamond Foods will provide cash severance benefits in the event of an employees termination (other than for cause) by Diamond Foods before closing.

In general, cash severance benefits range from 6 weeks to 26 weeks, depending on employee level and length of service, and include base salary continuation and company paid COBRA premiums. In addition, outplacement services are offered. In the event of severance, the employee will be provided further details on eligibility and terms.

Base Compensation and Benefits following the Closing.

If you remain an employee of Snyders-Lance following the closing, Snyders-Lance has agreed that each continuing employees target total cash compensation (base salary and target bonus opportunity) will remain at least the same for 12 months.

Snyders-Lance plans to honor each employees service at Diamond Foods for its benefit plans going forward (excluding equity compensation). As to enrollment in go-forward benefit plans, Snyders-Lance will also attempt to credit deductibles, waive preexisting condition limitations, waive participation periods, and continue in-network treatment wherever practicable.

Termination at or following the Closing.

If, following the closing of the acquisition, you are terminated without cause by Snyders-Lance within 12 months of the closing, you will receive the greater of the cash severance benefits described above or the severance arrangements Snyders-Lance has put into place for similarly-situated employees.

It is important that we all remain focused and conduct business-as-usual, and I understand that can be hard...