DMND SEC Filings - Diamond Foods, Inc.- Annual Report, Proxy Statement, Prospectus

Basic Stats

CIK

1320947

SEC Filings

All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Diamond Foods, Inc.

SEC Filings (Chronological Order)

This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.

March 10, 2016	15-12G	Diamond Foods 2G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 000-51439 Diamond Foods, LLC (successor in interest to Diamond Foods, Inc.)
March 10, 2016	S-8 POS	Diamond Foods POS S-8 POS 1 c84308s8pos.htm As filed with the Securities and Exchange Commission on March 10, 2016 Registration No. 333-126743; 333-140066; 333- 153672; 333-162222; 333-169766; 333-177008; 333-185339; 333-191646; 333-201477 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO Form S-8 Registration Statement No. 333-126743 Form S-8 Registration Sta
March 10, 2016	S-8 POS	Diamond Foods POS S-8 POS 1 c84306s8pos.htm As filed with the Securities and Exchange Commission on March 10, 2016 Registration No. 333-126743; 333-140066; 333- 153672; 333-162222; 333-169766; 333-177008; 333-185339; 333-191646; 333-201477 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO Form S-8 Registration Statement No. 333-126743 Form S-8 Registration Sta
March 10, 2016	S-8 POS	Diamond Foods POS As filed with the Securities and Exchange Commission on March 10, 2016 Registration No.
March 10, 2016	S-8 POS	Diamond Foods POS As filed with the Securities and Exchange Commission on March 10, 2016 Registration No.
March 10, 2016	S-8 POS	Diamond Foods POS S-8 POS 1 c84310s8pos.htm As filed with the Securities and Exchange Commission on March 10, 2016 Registration No. 333-126743; 333-140066; 333- 153672; 333-162222; 333-169766; 333-177008; 333-185339; 333-191646; 333-201477 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO Form S-8 Registration Statement No. 333-126743 Form S-8 Registration Sta
March 10, 2016	S-8 POS	Diamond Foods POS S-8 POS 1 c84311s8pos.htm As filed with the Securities and Exchange Commission on March 10, 2016 Registration No. 333-126743; 333-140066; 333- 153672; 333-162222; 333-169766; 333-177008; 333-185339; 333-191646; 333-201477 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO Form S-8 Registration Statement No. 333-126743 Form S-8 Registration Sta
March 10, 2016	S-8 POS	Diamond Foods POS As filed with the Securities and Exchange Commission on March 10, 2016 Registration No.
March 10, 2016	S-8 POS	Diamond Foods POS As filed with the Securities and Exchange Commission on March 10, 2016 Registration No.
March 10, 2016	S-8 POS	Diamond Foods POS S-8 POS 1 c84313s8pos.htm As filed with the Securities and Exchange Commission on March 10, 2016 Registration No. 333-126743; 333-140066; 333- 153672; 333-162222; 333-169766; 333-177008; 333-185339; 333-191646; 333-201477 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO Form S-8 Registration Statement No. 333-126743 Form S-8 Registration Sta
March 10, 2016	POS AM	Diamond Foods AM As filed with the Securities and Exchange Commission on March 10, 2016 Registration No.
March 1, 2016	EX-3.2	DIAMOND FOODS, Inc. AMENDED AND RESTATED bylaws FEBRUARY 29, 2016 Table of Contents Exhibit 3.2 DIAMOND FOODS, Inc. AMENDED AND RESTATED bylaws FEBRUARY 29, 2016 Table of Contents Page Preamble 1 Article 1. Stockholders’ Meetings 1 1.1. Place of Meetings 1 1.2. Annual Meeting 1 1.3. Special Meetings 1 1.4. Remote Communications 1 1.5. Notice of Meetings 1 1.6. Quorum 2 1.7. Adjournment of Meetings 2 1.8. Voting List 2 1.9. Vote Required 3 1.10. Chairperson; Secretary 3 1.11. Rule
March 1, 2016	EX-3.1	CERTIFICATE OF MERGER SHARK ACQUISITION SUB I, INC., A DELAWARE CORPORATION DIAMOND FOODS, INC., A DELAWARE CORPORATION Pursuant to Section 251 of the General Corporation Law of the State of Delaware Exhibit 3.1 CERTIFICATE OF MERGER OF SHARK ACQUISITION SUB I, INC., A DELAWARE CORPORATION INTO DIAMOND FOODS, INC., A DELAWARE CORPORATION Pursuant to Section 251 of the General Corporation Law of the State of Delaware Diamond Foods, Inc., a Delaware corporation (“Diamond”), does hereby certify as follows: FIRST: Each of Diamond and Shark Acquisition Sub I, Inc. (“Merger Sub”) is a corporation du
March 1, 2016	8-K	Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets 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): February 29, 2016 DIAMOND FOODS, LLC (successor in interest to Diamond Foods, Inc.) (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Ju
February 26, 2016	8-K	Submission of Matters to a Vote of Security Holders 8-K 1 d150440d8k.htm FORM 8-K 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): February 26, 2016 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of In
February 11, 2016	SC 13G/A	DMND / Diamond Foods, Inc. / VANGUARD GROUP INC Passive Investment diamondfoodinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4 )* Name of issuer: Diamond Foods Inc Title of Class of Securities: Common Stock CUSIP Number: 252603105 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the appropriate box to
February 8, 2016	SC 13G/A	DMND / Diamond Foods, Inc. / PRUDENTIAL FINANCIAL INC Passive Investment 13G HTML File DOCUMENT TYPE SC 13G/A TEXT SECURITIES AND EXCHANGE COMMISSION Washington, D.
February 3, 2016	425	Diamond Foods 425 (Prospectus) 425 Filed by Diamond Foods, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Diamond Foods, Inc. (Commission File No. 000-51439) Below are FAQs used on or after February 3rd, 2016 in response to questions from Diamond Foods employees after announcement of the proposed acquisition of Diamond F
January 29, 2016	425	Snyders-Lance (Prospectus) Filed by Snyder's-Lance, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Diamond Foods, Inc. (Commission File No. 000-51439) THOMSON REUTERS STREETEVENTS EDITED TRANSCRIPT LNCE - Snyder's-Lance Inc to Discuss Preliminary Full Year 2015 Results and Transaction with Diamond Foods Inc EVENT DAT
January 28, 2016	DEFM14A	Diamond Foods 14A 3B2 EDGAR HTML - c83014preflight.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of th
January 11, 2016	425	Diamond Foods 425 (Prospectus) 425 Filed by Diamond Foods, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Diamond Foods, Inc. (Commission File No. 000-51439) Diamond Foods Announces Acquisition of a Minority Interest in Metcalfe?s skinny Ltd SAN FRANCISCO, January 11, 2016 (GLOBE NEWSWIRE) ? Diamond Foods, Inc. (NASDAQ:
December 16, 2015	425	Diamond Foods 425 (Prospectus) 425 Filed by Diamond Foods, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Diamond Foods, Inc. (Commission File No. 000-51439) Below are FAQs used on or after December 16th in response to questions from Diamond Foods employees after announcement of the proposed acquisition of Diamond Foods
December 14, 2015	425	Snyders-Lance (Prospectus) 425 1 c83267425.htm Filed by Snyder’s-Lance, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Diamond Foods, Inc. (Commission File No. 000-51439) From: Corporate Communications Sent: Friday, December 11, 2015 4:41 PM To: Everyone Exchange Subject: Snyder's-Lance & Diamond Combination Update F
December 14, 2015	425	Diamond Foods 425 (Prospectus) 425 Filed by Diamond Foods, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Diamond Foods, Inc. (Commission File No. 000-51439) Team, We are pleased to share that an important milestone in our progress toward closing our transaction with Snyder?s Lance has been met: We have fulfilled the wai
December 9, 2015	EX-31.02	Rule 13a-14(a) / 15d-14(a) Certification of Chief Financial Officer Exhibit 31.02 Rule 13a-14(a) / 15d-14(a) Certification of Chief Financial Officer I, Raymond P. Silcock, certify that: 1. I have reviewed this quarterly report on Form 10-Q for the quarter ended October 31, 2015 of Diamond Foods, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements mad
December 9, 2015	EX-99.1	Diamond Foods Reports First Quarter Fiscal 2016 Financial Results Reiterates Fiscal 2016 Guidance On Track to Complete Proposed Merger with Snyder’s-Lance Exhibit Exhibit 99.1 Diamond Foods Reports First Quarter Fiscal 2016 Financial Results Reiterates Fiscal 2016 Guidance On Track to Complete Proposed Merger with Snyder?s-Lance SAN FRANCISCO, December 9, 2015 (GLOBE NEWSWIRE) - Diamond Foods, Inc. (NASDAQ: DMND) ("Diamond" or the "Company") today reported financial results for its fiscal 2016 first quarter ended October 31, 2015 . First Quarter Fis
December 9, 2015	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 dmnd-201610318xk.htm FORM 8-K 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): December 9, 2015 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction
December 9, 2015	EX-10.13	Annual Incentive Plan As Amended December 9, 2015 Exhibit Exhibit 10.13 Annual Incentive Plan As Amended December 9, 2015 I. Purpose and Administration: The Annual Incentive Plan (? AIP ?) is designed to reward Diamond Foods, Inc. (the ? Company ? or ? Diamond ?) employees and employees of participating subsidiaries of the Company for their outstanding performance in support of Diamond?s business objectives and to align variable compensation with
December 9, 2015	EX-32.01	Certification by the President and Chief Executive Officer Pursuant to 18 U. S. C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 32.01 Certification by the President and Chief Executive Officer Pursuant to 18 U. S. C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 I, Brian J. Driscoll, President and Chief Executive Officer of Diamond Foods, Inc. (the “Company”), certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that: (1) the Quarterly Repo
December 9, 2015	EX-31.01	Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive Officer Exhibit 31.01 Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive Officer I, Brian J. Driscoll, certify that: 1. I have reviewed this quarterly report on Form 10-Q for the quarter ended October 31, 2015 of Diamond Foods, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made
December 9, 2015	EX-10.14	DIAMOND FOODS, INC. SENIOR EXECUTIVE INCENTIVE PLAN As Adopted by the Board of Directors on September 23, 2015 and Amended on December 9, 2015 Exhibit Exhibit 10.14 DIAMOND FOODS, INC. SENIOR EXECUTIVE INCENTIVE PLAN As Adopted by the Board of Directors on September 23, 2015 and Amended on December 9, 2015 1. Purposes The Diamond Foods, Inc. Senior Executive Incentive Plan is being adopted under the Diamond Foods, Inc. 2015 Equity Incentive Plan. The purposes of this Plan are to: (A) motivate senior executives by tying their compensation
December 9, 2015	10-Q	Diamond Foods FORM 10-Q (Quarterly Report) 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
November 24, 2015	EX-31.01	CERTIFICATION FOR FORM 10-K EX-31.01 Exhibit 31.01 CERTIFICATION FOR FORM 10-K I, Brian J. Driscoll, certify that: 1. I have reviewed this Amendment No. 1 to the annual report on Form 10-K of Diamond Foods, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such s
November 24, 2015	EX-10.27	Lloyd Johnson Offer Letter Second Amendment EX-10.27 Exhibit 10.27 Lloyd Johnson Offer Letter Second Amendment Dear Lloyd: This letter (the ?Agreement?) amends the employment offer letter from Diamond Foods, Inc. (the ?Company?) to you dated August 17, 2008 as amended December 2008 (the ?Offer Letter?), by replacing the severance provisions under the heading of ?Other Benefits.? The ?Severance upon Termination without Cause? provisions unde
November 24, 2015	EX-10.24	Brian J. Driscoll Offer Letter Amendment EX-10.24 Exhibit 10.24 Brian J. Driscoll Offer Letter Amendment Dear Brian: This letter (the ?Agreement?) amends the employment offer letter from Diamond Foods, Inc. (the ?Company?) to you dated May 4, 2012 (the ?Offer Letter?), by amending Section 9(b) of your Offer Letter provisions under the heading of ?Other Benefits.? Section 9(b) of your Offer Letter is deleted and replaced with the followin
November 24, 2015	EX-31.02	CERTIFICATION FOR FORM 10-K EX-31.02 Exhibit 31.02 CERTIFICATION FOR FORM 10-K I, Raymond P. Silcock, certify that: 1. I have reviewed this Amendment No. 1 to the annual report on Form 10-K of Diamond Foods, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such
November 24, 2015	EX-10.30	Dave Colo Offer Letter Amendment EX-10.30 Exhibit 10.30 Dave Colo Offer Letter Amendment Dear Dave: This letter (the ?Agreement?) amends the employment offer letter from Diamond Foods, Inc. (the ?Company?) to you dated November 21, 2012 (the ?Offer Letter?), by replacing the severance provisions under the heading of ?Other Benefits.? The ?Severance upon Termination without Cause? provisions under the heading of ?Other Benefits? i
November 24, 2015	10-K/A	Diamond Foods 10-K/A (Annual Report) 10-K/A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
November 9, 2015	425	Diamond Foods 425 (Prospectus) 425 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 Foods, 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 week?s announcement of the agr
November 9, 2015	425	Diamond Foods 425 (Prospectus) 425 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 Foods, Inc. Commission File No.: 000-51439 Frequently Asked Questions Relating to Change of Control and Employee Stock Diamond Foods acquisition by Snyder?s-Lance Q1: What protections does the Change of Co
November 9, 2015	425	Diamond Foods 425 (Prospectus) 425 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 Foods, Inc. Commission File No.: 000-51439 Below are FAQs used on or after November 9th in response to questions from Diamond Foods employees after announcement of the proposed acquisition of Diamond Foods
October 29, 2015	425	Snyders-Lance (Prospectus) Filed by Snyder?s-Lance, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Diamond Foods, Inc. (Commission File No. 000-51439) ANNOUNCEMENT TO DISTRIBUTORS On Wednesday, October 28, Snyder's-Lance announced that it has signed a definitive agreement to acquire Diamond Foods, Inc. an industry le
October 29, 2015	425	Snyders-Lance (Prospectus) Filed by Snyder?s-Lance, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Diamond Foods, Inc. (Commission File No. 000-51439) The following information was provided to employees of Snyder?s-Lance, Inc. To: All Associates From: Gail Sharps Myers Vice President, Chief General Counsel and Secret
October 29, 2015	425	Snyders-Lance (Prospectus) Filed by Snyder’s-Lance, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Diamond Foods, Inc. (Commission File No. 000-51439) CONFERENCE CALL TRANSCRIPT THOMSON REUTERS STREETEVENTS EDITED TRANSCRIPT LNCE - Q3 2015 Snyder's-Lance Inc Earnings Call and to Discuss Definitive Agreement to Acquir
October 28, 2015	EX-3.2	AMENDED AND RESTATED BYLAWS DIAMOND FOODS, INC. (A DELAWARE CORPORATION) (as amended through October 27, 2015) TABLE OF CONTENTS Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF DIAMOND FOODS, INC. (A DELAWARE CORPORATION) (as amended through October 27, 2015) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 4 Section 1.1 Annual Meetings 4 Section 1.2 Special Meetings 4 Section 1.3 Notice Of Meetings 4 Section 1.4 Adjournments 4 Section 1.5 Quorum 4 Section 1.6 Organization 4 Section 1.7 Voting; Proxies 5 Section 1.8 Fixing Date For
October 28, 2015	425	Diamond Foods 425 (Prospectus) 425 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 Foods, Inc. Commission File No.: 000-51439 This filing contains the following documents relating to the proposed acquisition (the ?Transaction?) of Diamond Foods, Inc., a Delaware corporation (?Diamond?),
October 28, 2015	EX-2.1	Agreement and Plan of Merger and Reorganization Snyder’s-Lance, Inc., a North Carolina corporation; Shark Acquisition Sub I, Inc., a Delaware corporation, Shark Acquisition Sub II, LLC, a Delaware limited liability company, and Diamond Foods, Inc., a Exhibit 2.1 Agreement and Plan of Merger and Reorganization among Snyder’s-Lance, Inc., a North Carolina corporation; Shark Acquisition Sub I, Inc., a Delaware corporation, Shark Acquisition Sub II, LLC, a Delaware limited liability company, and Diamond Foods, Inc., a Delaware corporation Dated as of October 27, 2015 Table of Contents Article 1 Description of Transaction 2 Section 1.1 The Mergers
October 28, 2015	EX-2.1	Agreement and Plan of Merger and Reorganization Snyder’s-Lance, Inc., a North Carolina corporation; Shark Acquisition Sub I, Inc., a Delaware corporation, Shark Acquisition Sub II, LLC, a Delaware limited liability company, and Diamond Foods, Inc., a Exhibit 2.1 Agreement and Plan of Merger and Reorganization among Snyder?s-Lance, Inc., a North Carolina corporation; Shark Acquisition Sub I, Inc., a Delaware corporation, Shark Acquisition Sub II, LLC, a Delaware limited liability company, and Diamond Foods, Inc., a Delaware corporation Dated as of October 27, 2015 Table of Contents Article 1 Description of Transaction 2 Section 1.1 The Mergers
October 28, 2015	EX-99.1	Snyder’s-Lance, Inc. Signs Definitive Agreement to Acquire Diamond Foods, Inc. Brings Together Two Highly Complementary Companies, with Iconic Snacking Brands Expected to be Accretive to Snyder’s-Lance 2016 Annualized Earnings per Share Estimated Ann Exhibit 99.1 IMMEDIATE RELEASE October 28, 2015 Snyder?s-Lance, Inc. Signs Definitive Agreement to Acquire Diamond Foods, Inc. Brings Together Two Highly Complementary Companies, with Iconic Snacking Brands Expected to be Accretive to Snyder?s-Lance 2016 Annualized Earnings per Share Estimated Annual Synergies of $75 Million Will Host Conference Call at 10:00am Eastern Time to Discuss Transaction
October 28, 2015	EX-3.2	AMENDED AND RESTATED BYLAWS DIAMOND FOODS, INC. (A DELAWARE CORPORATION) (as amended through October 27, 2015) TABLE OF CONTENTS Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF DIAMOND FOODS, INC. (A DELAWARE CORPORATION) (as amended through October 27, 2015) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 4 Section 1.1 Annual Meetings 4 Section 1.2 Special Meetings 4 Section 1.3 Notice Of Meetings 4 Section 1.4 Adjournments 4 Section 1.5 Quorum 4 Section 1.6 Organization 4 Section 1.7 Voting; Proxies 5 Section 1.8 Fixing Date For
October 28, 2015	8-K	Diamond Foods (Current Report/Significant Event) 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): October 27, 2015 DIAMOND FOODS, INC. (Exact name of Registrant as Specified in its Charter) Delaware (State or Other Jurisdiction of Incorporation) 000-51439 20-2556965 (Commission Fi
October 28, 2015	425	Diamond Foods (Prospectus) 425 1 c828678k.htm 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): October 27, 2015 DIAMOND FOODS, INC. (Exact name of Registrant as Specified in its Charter) Delaware (State or Other Jurisdiction of Incorporation) 000-51439 20-255
October 28, 2015	425	Snyders-Lance (Prospectus) Filed by Snyder?s-Lance, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Diamond Foods, Inc. (Commission File No. 000-51439) ANNOUNCEMENT TO ASSOCIATES To: All Associates From: Carl Lee Date: October 27, 2015 Subject: Agreement to acquire Diamond Foods I?m pleased to announce today that Snyd
October 28, 2015	425	Snyders-Lance (Prospectus) Filed by Snyder?s-Lance, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Diamond Foods, Inc. (Commission File No. 000-51439) ANNOUNCEMENT TO CUSTOMERS On Wednesday, October 28, Snyder's-Lance announced that it has signed a definitive agreement to acquire Diamond Foods, Inc. an industry leade
October 28, 2015	425	Snyders-Lance (Prospectus) Filed by Snyder?s-Lance, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Diamond Foods, Inc. (Commission File No. 000-51439) ANNOUNCEMENT TO SUPPLIERS On Wednesday, October 28, Snyder's-Lance announced that it has signed a definitive agreement to acquire Diamond Foods, Inc. an industry leade
October 28, 2015	EX-2.2	FORM OF PARENT STOCKHOLDER VOTING AGREEMENT Exhibit 2.2 FORM OF PARENT STOCKHOLDER VOTING AGREEMENT This Parent Stockholder Voting Agreement (this ?Agreement?), dated as of October [27], 2015, by and between Diamond Foods, Inc., a Delaware corporation (the ?Company?) and the stockholders listed on Exhibit A attached hereto (each, a ?Stockholder?). Capitalized terms used herein without definition shall have the respective meanings specified
October 28, 2015	EX-99.1	Snyder’s-Lance, Inc. Signs Definitive Agreement to Acquire Diamond Foods, Inc. Brings Together Two Highly Complementary Companies, with Iconic Snacking Brands Expected to be Accretive to Snyder’s-Lance 2016 Annualized Earnings per Share Estimated Ann Exhibit 99.1 IMMEDIATE RELEASE October 28, 2015 Snyder?s-Lance, Inc. Signs Definitive Agreement to Acquire Diamond Foods, Inc. Brings Together Two Highly Complementary Companies, with Iconic Snacking Brands Expected to be Accretive to Snyder?s-Lance 2016 Annualized Earnings per Share Estimated Annual Synergies of $75 Million Will Host Conference Call at 10:00am Eastern Time to Discuss Transaction
October 28, 2015	EX-2.2	FORM OF PARENT STOCKHOLDER VOTING AGREEMENT Exhibit 2.2 FORM OF PARENT STOCKHOLDER VOTING AGREEMENT This Parent Stockholder Voting Agreement (this ?Agreement?), dated as of October [27], 2015, by and between Diamond Foods, Inc., a Delaware corporation (the ?Company?) and the stockholders listed on Exhibit A attached hereto (each, a ?Stockholder?). Capitalized terms used herein without definition shall have the respective meanings specified
October 1, 2015	10-K	Diamond Foods FORM 10-K (Annual Report) 10-K 1 dmnd-201510k.htm FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to
September 29, 2015	8-K	Diamond Foods FORM 8-K (Current Report/Significant Event) 8-K 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 29, 2015 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission
September 29, 2015	EX-99.1	Diamond Foods Reports Fourth Quarter and Fiscal Year 2015 Financial Results Provides Fiscal Year 2016 Outlook Exhibit Exhibit 99.1 Diamond Foods Reports Fourth Quarter and Fiscal Year 2015 Financial Results Provides Fiscal Year 2016 Outlook SAN FRANCISCO, September 29, 2015 (GLOBE NEWSWIRE) - Diamond Foods, Inc. (NASDAQ: DMND) ("Diamond" or the "Company") today reported financial results for its fourth quarter and fiscal year ended July 31, 2015 . Fourth Quarter Fiscal 2015 Highlights ? Net sales were $20
June 19, 2015	8-K	Diamond Foods FORM 8-K (Current Report/Significant Event) 8-K Credit Agreement Amendment June 2015 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
June 19, 2015	EX-99.2	[Remainder of this page intentionally left blank] Exhibit 99.2 Exhibit 99.2 EXECUTION VERSION AMENDMENT NO. 1 dated as of June 18, 2015 (this ? Amendment ?), to the CREDIT AGREEMENT dated as of February 19, 2014, (the ? Credit Agreement ?), among DIAMOND FOODS, INC., a Delaware corporation (the ? Borrower ?), each lender from time to time party thereto (collectively, the ? Lenders ? and individually, a ? Lender ?) and CREDIT SUISSE AG, CAYMAN ISL
June 19, 2015	EX-99.1	AMENDMENT NO. 1 TO CREDIT AGREEMENT Exhibit 99.1 Exhibit 99.1 AMENDMENT NO. 1 TO CREDIT AGREEMENT THIS AMENDMENT NO. 1 TO CREDIT AGREEMENT (this " Amendment ") is entered into as of June 17, 2015, by and among the Lenders identified on the signature pages hereof (such Lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a " Lender " and collectively as the " Lende
June 4, 2015	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition 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): June 4, 2015 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission File Numbe
June 4, 2015	EX-99.1	Diamond Foods Reports Third Quarter Fiscal 2015 Financial Results Updates Fiscal Year 2015 Outlook Exhibit 99.1 Diamond Foods Reports Third Quarter Fiscal 2015 Financial Results Updates Fiscal Year 2015 Outlook SAN FRANCISCO, June 4, 2015 (GLOBE NEWSWIRE) - Diamond Foods, Inc. (NASDAQ: DMND) ("Diamond" or the "Company") today reported financial results for its fiscal 2015 third quarter and nine months ended April 30, 2015 . Third Quarter Fiscal 2015 Highlights • Net sales were $186.1 million ,
March 5, 2015	8-K	Diamond Foods 8-K (Current Report/Significant Event) DMND-2015.1.31 - 8-K 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): March 5, 2015 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation)
March 5, 2015	EX-99.1	Diamond Foods Reports Second Quarter Fiscal 2015 Financial Results Updates Fiscal Year 2015 Outlook EX-99.1 2 dmnd-20151x31xearningsrele.htm EXHIBIT 99.1 Exhibit 99.1 Diamond Foods Reports Second Quarter Fiscal 2015 Financial Results Updates Fiscal Year 2015 Outlook SAN FRANCISCO, March 5, 2015 (GLOBE NEWSWIRE) - Diamond Foods, Inc. (NASDAQ: DMND) ("Diamond" or the "Company") today reported financial results for its fiscal 2015 second quarter and six months ended January 31, 2015. Second Quarter
February 13, 2015	SC 13G	DMND / Diamond Foods, Inc. / PRUDENTIAL FINANCIAL INC Passive Investment 13G HTML File DOCUMENT TYPE SC 13G TEXT SECURITIES AND EXCHANGE COMMISSION Washington, D.
February 10, 2015	SC 13G/A	DMND / Diamond Foods, Inc. / VANGUARD GROUP INC Passive Investment diamondfoodsinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3 )* Name of issuer: Diamond Foods Inc Title of Class of Securities: Common Stock CUSIP Number: 252603105 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the appropriate box to
January 16, 2015	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders 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): January 13, 2015 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission File N
January 13, 2015	EX-23.02	CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EX-23.02 Exhibit 23.02 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form S-8 of our report dated October 3, 2014 relating to the financial statements and the effectiveness of internal control over financial reporting, which appears in Diamond Foods, Inc.’s Annual Report on Form 10-K for the year ended
January 13, 2015	EX-4.01	DIAMOND FOODS, INC. 2015 EQUITY INCENTIVE PLAN EX-4.01 Exhibit 4.01 DIAMOND FOODS, INC. 2015 EQUITY INCENTIVE PLAN 1. PURPOSE. The purpose of this Plan is to provide incentives to attract, retain and motivate eligible persons whose present and potential contributions are important to the success of the Company, and any Parents and Subsidiaries that exist now or in the future, by offering them an opportunity to participate in the Company’s futu
January 13, 2015	S-8	DMND / Diamond Foods, Inc. S-8 - - S-8 S-8 As filed with the Securities and Exchange Commission on January 13, 2015 Registration No.
January 13, 2015	EX-5.01	HORACE L. NASH January 13, 2015 EMAIL [email protected] Direct Dial (650) 335-7934 EX-5.01 Exhibit 5.01 HORACE L. NASH January 13, 2015 EMAIL [email protected] Direct Dial (650) 335-7934 Diamond Foods, Inc. 600 Montgomery Street, 13th Floor San Francisco, California 94111 Gentlemen/Ladies: At your request, we have examined the Registration Statement on Form S-8 (“Registration Statement”) to be filed by Diamond Foods, Inc., a Delaware corporation (“Company”), with the Securities
January 13, 2015	EX-4.02	DIAMOND FOODS, INC. 2015 EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT (BOARD OF DIRECTORS) EX-4.02 Exhibit 4.02 Notice of Grant of Award Diamond Foods, Inc. and Award Agreement ID: ### 600 Montgomery Street, 13th Floor San Francisco, CA 94111 Participant Name Award Number: ### Address Plan: ### ID: ### Effective Date of Grant, you have been granted an award of # of shares restricted stock units under the Diamond Foods, Inc. 2015 Equity Incentive Plan (the “Plan”) subject to the terms an
January 13, 2015	EX-23.03	CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EX-23.03 EXHIBIT 23.03 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Registration Statement on Form S-8 of our report dated December 6, 2012 (October 9, 2013 as to the Consolidated Statements of Comprehensive Income (Loss) for the year ended July 31, 2012 and the retrospective adjustment to the financial statement disclosures in Note
December 8, 2014	SC 13G/A	DMND / Diamond Foods, Inc. / Computershare Trust Company, N.a. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Diamond Foods Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 252603105 (CUSIP Number) John Wahl 350 Indiana Street, Suite 750 Golden, CO 80401 303 262 0707 (Name, Address and Telephone Number of Person Authorized to Receive No
December 8, 2014	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition 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): December 8, 2014 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission File N
December 8, 2014	EX-99.1	Diamond Foods Reports First Quarter Fiscal 2015 Financial Results Reiterates Fiscal Year 2015 Outlook Exhibit 99.1 Diamond Foods Reports First Quarter Fiscal 2015 Financial Results Reiterates Fiscal Year 2015 Outlook SAN FRANCISCO, December 8, 2014 (GLOBE NEWSWIRE) - Diamond Foods, Inc. (NASDAQ: DMND) ("Diamond" or the "Company") today reported financial results for its fiscal 2015 first quarter ended October 31, 2014. First Quarter Fiscal 2015 Highlights • Net sales were $246.6 million, up 5.1% •
November 26, 2014	DEF 14A	DMND / Diamond Foods, Inc. DEF 14A - - DEF 14A DEF 14A Table of Contents SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material Pursuant to §240.
October 29, 2014	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits 8-K 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): October 24, 2014 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission Fi
October 29, 2014	EX-3.01	CERTIFICATE OF ELIMINATION SERIES A JUNIOR PARTICIPATING PREFERRED STOCK OF DIAMOND FOODS, INC. (Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware) EX-3.01 Exhibit 3.01 CERTIFICATE OF ELIMINATION OF SERIES A JUNIOR PARTICIPATING PREFERRED STOCK OF DIAMOND FOODS, INC. (Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware) Diamond Foods, Inc., a Delaware corporation (the “Company”), certifies as follows: 1. The Amended and Restated Certificate of Incorporation (the “Charter”) of the Company authorizes the issuance
October 29, 2014	EX-4.01	AMENDMENT NO. 4 TO RIGHTS AGREEMENT EX-4.01 Exhibit 4.01 AMENDMENT NO. 4 TO RIGHTS AGREEMENT This Fourth Amendment (“Amendment”) effective as of October 27, 2014 to the Rights Agreement, dated as of April 29, 2005 (the “Rights Agreement”), by and between Diamond Foods, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company (f/k/a EquiServe Trust Company, N.A.), as Rig
October 29, 2014	8-A12G/A	DMND / Diamond Foods, Inc. 8-A12G/A - - 8-A12G/A 8-A12G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A Amendment No. 4 FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF l934 Diamond Foods, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 20-2556965 (State of Incorporation or Organization) (IRS Employer Identification No.
October 29, 2014	EX-3.02	AMENDED AND RESTATED BYLAWS DIAMOND FOODS, INC. (A DELAWARE CORPORATION) (as amended through October 24, 2014) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 Section 1.1 Annual Meetings 1 Section 1.2 Special Meetings 1 Section 1.3 Notice Of Meetings EX-3.02 Exhibit 3.02 AMENDED AND RESTATED BYLAWS OF DIAMOND FOODS, INC. (A DELAWARE CORPORATION) (as amended through October 24, 2014) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 Section 1.1 Annual Meetings 1 Section 1.2 Special Meetings 1 Section 1.3 Notice Of Meetings 1 Section 1.4 Adjournments 1 Section 1.5 Quorum 2 Section 1.6 Organization 2 Section 1.7 Voting; Proxies 2 Section 1.8 Fixing
September 25, 2014	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition Form 8-K 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 25, 2014 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commis
September 25, 2014	EX-99.1	Diamond Foods Reports Fourth Quarter and Fiscal Year 2014 Financial Results and Announces Fiscal Year 2015 Outlook EX-99.1 2 d794075dex991.htm EX-99.1 Exhibit 99.1 Diamond Foods Reports Fourth Quarter and Fiscal Year 2014 Financial Results and Announces Fiscal Year 2015 Outlook SAN FRANCISCO, September 25, 2014 (GLOBE NEWSWIRE) – Diamond Foods, Inc. (NASDAQ: DMND) (“Diamond”) today reported financial results for its fiscal 2014 fourth quarter and year ended July 31, 2014. Fourth Quarter Fiscal 2014 Highlights
August 22, 2014	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers 8-K 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): August 18, 2014 DIAMOND FOODS, INC. (Exact name of registrant as specified in its charter) Delaware 000-51439 20-2556965 (State or other jurisdiction (Commission (IRS Employer of
July 21, 2014	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events Form 8-K 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): July 20, 2014 DIAMOND FOODS, INC. (Exact name of registrant as specified in its charter) Delaware 000-51439 20-2556965 (State or other jurisdiction of incorporation) (Commiss
July 21, 2014	EX-99.1	Diamond Foods Appoints Dr. Celeste A. Clark to Board of Directors Consumer Packaged Foods Industry Veteran to Join Board EX-99.1 Exhibit 99.1 Diamond Foods Appoints Dr. Celeste A. Clark to Board of Directors Consumer Packaged Foods Industry Veteran to Join Board SAN FRANCISCO, CA, July 21, 2014 – Diamond Foods, Inc. (NASDAQ: DMND) today announced it has appointed Dr. Celeste A. Clark, a retired senior executive with Kellogg Company (NYSE: K), to its Board of Directors. Dr. Clark will also serve on the Board’s Nomina
June 5, 2014	EX-99.1	Non-GAAP Financial Information Reconciliation of Income (Loss) Before Income Taxes to Non-GAAP EPS: Three Months Ended Nine Months Ended April 30, April 30, 2014 2013 2014 2013 GAAP income (loss) before income taxes $ (104,810 ) $ (16,422 ) $ (160,00 EX-99.1 Exhibit 99.1 Diamond Foods Reports Third Quarter Fiscal 2014 Financial Results SAN FRANCISCO, June 5, 2014 (GLOBE NEWSWIRE) – Diamond Foods, Inc. (NASDAQ: DMND) (“Diamond”) today reported financial results for its fiscal 2014 third quarter and nine months ended April 30, 2014. Third Quarter Fiscal 2014 Highlights • Net sales were $190.9 million, up 3.2% year-over-year • Snacks segment sale
June 5, 2014	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K 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): June 5, 2014 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission F
May 8, 2014	EX-4.6	FORM OF SENIOR DEBT SECURITY EX-4.6 EXHIBIT 4.6 FORM OF SENIOR DEBT SECURITY [Face of Security] DIAMOND FOODS, INC. [If applicable, insert – FOR PURPOSES OF THE ORIGINAL ISSUE DISCOUNT PROVISIONS OF THE INTERNAL REVENUE CODE OF 1986, THE ISSUE PRICE OF THIS SECURITY IS % OF ITS PRINCIPAL AMOUNT AT STATED MATURITY SET FORTH BELOW (ITS “PRINCIPAL AMOUNT”), THE AMOUNT OF ORIGINAL ISSUE DISCOUNT IS % OF ITS PRINCIPAL AMOUNT, THE
May 8, 2014	EX-4.5	FORM OF SENIOR INDENTURE DIAMOND FOODS, INC. , AS TRUSTEE Dated as of , 20 ARTICLE ONE DEFINITIONS 1 SECTION 1.01. Certain Terms Defined 1 “Affiliate” 2 “Agent” 2 “Authenticating Agent” 2 “Authorized Newspaper” 2 “Board of Directors” 2 “Board Resolut EX-4.5 EXHIBIT 4.5 FORM OF SENIOR INDENTURE Between DIAMOND FOODS, INC. and , AS TRUSTEE Dated as of , 20 ARTICLE ONE DEFINITIONS 1 SECTION 1.01. Certain Terms Defined 1 “Affiliate” 2 “Agent” 2 “Authenticating Agent” 2 “Authorized Newspaper” 2 “Board of Directors” 2 “Board Resolution” 2 “Business Day” 2 “Commission” 2 “Company” 2 “Company Order” 3 “covenant defeasance” 3 “Defaulted Interest” 3 “De
May 8, 2014	EX-4.8	FORM OF SUBORDINATED DEBT SECURITY EX-4.8 EXHIBIT 4.8 FORM OF SUBORDINATED DEBT SECURITY [Face of Subordinated Security] DIAMOND FOODS, INC. [If applicable, insert – FOR PURPOSES OF THE ORIGINAL ISSUE DISCOUNT PROVISIONS OF THE INTERNAL REVENUE CODE OF 1986, THE ISSUE PRICE OF THIS SUBORDINATED SECURITY IS % OF ITS PRINCIPAL AMOUNT AT STATED MATURITY SET FORTH BELOW (ITS “PRINCIPAL AMOUNT”), THE AMOUNT OF ORIGINAL ISSUE DISCOUNT IS
May 8, 2014	EX-24.1	POWER OF ATTORNEY EX-24.1 Exhibit 24.1 POWER OF ATTORNEY The undersigned, a member of the Board of Directors of Diamond Foods, Inc. (“Company”), hereby constitutes and appoints Brian J. Driscoll and Raymond Silcock, and each of them, his true and lawful attorneys-in-fact and agents with full power of substitution, for him and in his name, place and stead, in any and all capacities, to sign on his behalf the Company
May 8, 2014	EX-12.1	Computation of Ratio of Earnings to Fixed Charges (Dollars in thousands) Six months ended January 31, Year ended July 31, 2014 2013 2012 2011 2010 2009 Earnings Income before income taxes (55,194 ) (176,189 ) (84,613 ) 29,670 23,208 38,687 Fixed char EX-12.1 Exhibit 12.1 Computation of Ratio of Earnings to Fixed Charges (Dollars in thousands) Six months ended January 31, Year ended July 31, 2014 2013 2012 2011 2010 2009 Earnings Income before income taxes (55,194 ) (176,189 ) (84,613 ) 29,670 23,208 38,687 Fixed charges 32,019 60,126 37,528 26,106 11,468 7,297 Amorization of interest capitalized 254 501 301 255 267 277 Less interest capitalize
May 8, 2014	EX-4.7	FORM OF SUBORDINATED INDENTURE DIAMOND FOODS, INC. , AS TRUSTEE Dated as of , 20 ARTICLE ONE DEFINITIONS 1 SECTION 1.01. Certain Terms Defined 1 “Affiliate” 2 “Agent” 2 “Authenticating Agent” 2 “Authorized Newspaper” 2 “Board of Directors” 2 “Board R EX-4.7 EXHIBIT 4.7 FORM OF SUBORDINATED INDENTURE Between DIAMOND FOODS, INC. and , AS TRUSTEE Dated as of , 20 ARTICLE ONE DEFINITIONS 1 SECTION 1.01. Certain Terms Defined 1 “Affiliate” 2 “Agent” 2 “Authenticating Agent” 2 “Authorized Newspaper” 2 “Board of Directors” 2 “Board Resolution” 2 “Business Day” 2 “Commission” 2 “Company” 3 “Company Order” 3 “covenant defeasance” 3 “Defaulted Interest”
May 8, 2014	EX-4.9	[DIAMOND FOODS, INC. LOGO] INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE THIS CERTIFICATE IS TRANSFERABLE IN BOSTON, MA AND NEW YORK, NY CUSIP THIS CERTIFIES THAT SEE REVERSE FOR CERTAIN DEFINITIONS IS THE RECORD HOLDER OF FULLY PAID AND NONAS EX-4.9 Exhibit 4.9 NUMBER SHARES PREFERRED STOCK PREFERRED STOCK [DIAMOND FOODS, INC. LOGO] INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE THIS CERTIFICATE IS TRANSFERABLE IN BOSTON, MA AND NEW YORK, NY CUSIP THIS CERTIFIES THAT SEE REVERSE FOR CERTAIN DEFINITIONS IS THE RECORD HOLDER OF FULLY PAID AND NONASSESSABLE SHARES OF PREFERRED STOCK, PAR VALUE, $.001 PER SHARE OF DIAMOND FOODS, INC.
May 8, 2014	S-3	- FORM S-3 Form S-3 Table of Contents As filed with the Securities and Exchange Commission on May 8, 2014 Registration Statement No.
April 4, 2014	SC 13G/A	DMND / Diamond Foods, Inc. / SAC Capital Advisors LP - AMENDMENT NO. 2 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Diamond Foods, Inc. (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 252603105 (CUSIP Number) April 4, 2014 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pu
March 11, 2014	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K 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): March 11, 2014 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission
March 11, 2014	10-Q	Diamond Foods FORM 10-Q (Quarterly Report) 10-Q 1 d657830d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition perio
March 11, 2014	EX-32.01	Section 1350 Certifications EX-32.01 Exhibit 32.01 Section 1350 Certifications Pursuant to 18 U. S. C. Section 1350, I, Raymond Silcock, hereby certify that, to the best of my knowledge, the Quarterly Report of Diamond Foods, Inc. on Form 10-Q for the quarter ended January 31, 2014 (the ?Report?) fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934, and that the inform
March 11, 2014	EX-31.01	Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive Officer EX-31.01 Exhibit 31.01 Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive Officer I, Brian J. Driscoll, certify that: 1. I have reviewed this quarterly report on Form 10-Q for the quarter ended January 31, 2014, of Diamond Foods, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the state
March 11, 2014	EX-10.01	WARRANT EXERCISE AGREEMENT DATED AS OF FEBRUARY 9, 2014 BY AND AMONG DIAMOND FOODS, INC. THE PURCHASERS NAMED HEREIN Table of Contents Page 1. Definitions 1 2. Authorization and Issuance of Warrant Shares, Warrant Exercise, Payment of Transaction Fee EX-10.01 Exhibit 10.01 WARRANT EXERCISE AGREEMENT DATED AS OF FEBRUARY 9, 2014 BY AND AMONG DIAMOND FOODS, INC. AND THE PURCHASERS NAMED HEREIN Table of Contents Page 1. Definitions 1 2. Authorization and Issuance of Warrant Shares, Warrant Exercise, Payment of Transaction Fee, Repayment of the Notes 5 2.1 Authorization, Issuance of Warrant Shares 5 2.2 Warrant Exercise 5 2.3 Transaction Fee 6 2.4
March 11, 2014	EX-99.1	% Change EX-99.1 Exhibit 99.1 Diamond Foods Reports Second Quarter Fiscal Year 2014 Financial Results SAN FRANCISCO, March 11, 2014 (GLOBE NEWSWIRE) — Diamond Foods, Inc. (NASDAQ: DMND) (“Diamond”) today reported financial results for its fiscal 2014 second quarter and six months ended January 31, 2014. Second Quarter Fiscal 2014 Highlights • Net sales were approximately flat year-over-year at $220.6 milli
March 11, 2014	EX-31.02	Diamond Foods EX-31.02 EX-31.02 Exhibit 31.02 Rule 13a-14(a) / 15d-14(a) Certification of Chief Financial Officer I, Raymond Silcock, certify that: 1. I have reviewed this quarterly report on Form 10-Q for the quarter ended January 31, 2014, of Diamond Foods, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the stateme
March 10, 2014	SC 13G	DMND / Diamond Foods, Inc. / Computershare Trust Company, N.a. - SC 13G Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Diamond Foods Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 252603105 (CUSIP Number) John Wahl 350 Indiana Street, Suite 750 Golden, CO 80401 303 262 0707 (Name, Address and Telephone Number of Person Authorized
February 20, 2014	SC 13D/A	DMND / Diamond Foods, Inc. / OCM PF/FF Adamantine Holdings, Ltd. - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No.
February 20, 2014	EX-1	JOINT FILING AGREEMENT EXHIBIT 1 JOINT FILING AGREEMENT Pursuant to Rule 13(d)-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned acknowledges and agrees that the foregoing statement on Schedule 13D is filed on behalf of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of the undersigned without the necessity of filing additional joint acquisition statements.
February 19, 2014	EX-1.1	$230,000,000 Diamond Foods, Inc. 7.000% Senior Notes due 2019 PURCHASE AGREEMENT EX-1.1 2 d678577dex11.htm EX-1.1 Exhibit 1.1 $230,000,000 Diamond Foods, Inc. 7.000% Senior Notes due 2019 PURCHASE AGREEMENT February 13, 2014 CREDIT SUISSE SECURITIES (USA) LLC, As Representative of the Several Purchasers listed on Schedule A hereto, c/o Credit Suisse Securities (USA) LLC (“Credit Suisse”), Eleven Madison Avenue, New York, NY 10010-3629 Dear Sirs: 1. Introductory. Diamond Foods,
February 19, 2014	EX-10.2	CREDIT AGREEMENT Dated as of February 19, 2014 DIAMOND FOODS, INC., as the Borrower, CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative Agent and Collateral Agent, The Other Lenders Party Hereto CREDIT SUISSE SECURITIES (USA) LLC, WELLS FARGO Prepared by R.R. Donnelley Financial - EX-10.2 Exhibit 10.2 EXECUTION VERSION CREDIT AGREEMENT Dated as of February 19, 2014 among DIAMOND FOODS, INC., as the Borrower, CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative Agent and Collateral Agent, and The Other Lenders Party Hereto CREDIT SUISSE SECURITIES (USA) LLC, WELLS FARGO SECURITIES, LLC, BARCLAYS BANK PLC, BMO CAPITAL MARKETS and S
February 19, 2014	EX-99.1	Diamond Foods Announces Pricing of $230 Million Senior Note Offering Prepared by R.R. Donnelley Financial - EX-99.1 Exhibit 99.1 Diamond Foods Announces Pricing of $230 Million Senior Note Offering SAN FRANCISCO, Feb. 13, 2014 (GLOBE NEWSWIRE) —Diamond Foods, Inc. announced today that it priced its previously announced Rule 144A offering of senior unsecured notes, entering into an agreement to sell $230 million aggregate principal amount of 7.000% Senior Notes due
February 19, 2014	EX-10.1	CREDIT AGREEMENT by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, Prepared by R.R. Donnelley Financial - EX-10.1 Exhibit 10.1 Execution Version CREDIT AGREEMENT by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Syndication Agent, Sole Lead Arranger and Sole Book Runner SunTrust Bank as Documentation Agent, THE LENDERS THAT ARE PARTIES HERETO as the Lenders, and DIAMOND FOODS, INC., as Borrower Dated as of February 19, 2014 TABLE OF CO
February 19, 2014	EX-99.2	Diamond Foods Completes Refinancing of Debt Capital Structure New Facility to Lower Cost of Debt and Provide Greater Financial Flexibility Long-Term Prepared by R.R. Donnelley Financial - EX-99.2 Exhibit 99.2 Diamond Foods Completes Refinancing of Debt Capital Structure New Facility to Lower Cost of Debt and Provide Greater Financial Flexibility Long-Term SAN FRANCISCO, February 19, 2014 (GLOBE NEWSWIRE) Diamond Foods, Inc. (NASDAQ: DMND) (the Company or Diamond) today completed the refinancing of its debt capital structure, as previousl
February 19, 2014	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events - 8-K Prepared by R.R. Donnelley Financial - 8-K 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): February 19, 2014 (February 13, 2014) DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (
February 19, 2014	EX-4.1	DIAMOND FOODS, INC. AND EACH OF THE GUARANTORS PARTY HERETO 7.000% SENIOR NOTES DUE 2019 Dated as of February 19, 2014 U.S. BANK NATIONAL ASSOCIATION TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01. Definition Prepared by R.R. Donnelley Financial - EX-4.1 Exhibit 4.1 EXECUTION VERSION DIAMOND FOODS, INC. AND EACH OF THE GUARANTORS PARTY HERETO 7.000% SENIOR NOTES DUE 2019 INDENTURE Dated as of February 19, 2014 U.S. BANK NATIONAL ASSOCIATION Trustee TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01. Definitions. 1 Section 1.02. Other Definitions. 33 Section 1.03. R
February 14, 2014	EX-99.1	JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessi
February 14, 2014	SC 13G/A	DMND / Diamond Foods, Inc. / SAC Capital Advisors LP - SCHEDULE 13G/A, #1 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Diamond Foods, Inc. (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 252603105 (CUSIP Number) December 31, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rul
February 14, 2014	SC 13G/A	DMND / Diamond Foods, Inc. / Litespeed Management, L.L.C. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.
February 12, 2014	SC 13G/A	DMND / Diamond Foods, Inc. / VANGUARD GROUP INC Passive Investment diamondfoodsinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: Diamond Foods Inc Title of Class of Securities: Common Stock CUSIP Number: 252603105 Date of Event Which Requires Filing of this Statement: December 31, 2013 Check the appropriate box to
February 10, 2014	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities - FORM 8-K Form 8-K 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): February 9, 2014 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commissi
January 27, 2014	EX-4.1	AMENDMENT NO. 3 TO RIGHTS AGREEMENT EX-4.1 Exhibit 4.1 AMENDMENT NO. 3 TO RIGHTS AGREEMENT This Third Amendment (“Amendment”) effective as of January 16, 2014 to the Rights Agreement, dated as of April 29, 2005 (the “Rights Agreement”), by and between Diamond Foods, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company (f/k/a EquiServe Trust Company, N.A.), as Rights
January 27, 2014	8-A12G/A	- 8-A12G/A 8-A12G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A Amendment No. 3 FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF l934 Diamond Foods, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 20-2556965 (State of Incorporation or Organization) (IRS Employer Identification No.
January 23, 2014	8-K	Other Events Prepared by R.R. Donnelley Financial - Form 8-K 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): January 22, 2014 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other J
January 15, 2014	8-K	Submission of Matters to a Vote of Security Holders - FORM 8-K Form 8-K 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): January 14, 2014 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction (Commission (IRS Employer o
January 10, 2014	8-K	Other Events Prepared by R.R. Donnelley Financial - Form 8-K 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): January 10, 2014 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other J
January 9, 2014	8-K	Other Events - FORM 8-K Prepared by R.R. Donnelley Financial - Form 8-K 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): January 9, 2014 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Ju
December 5, 2013	EX-99.1	Diamond Foods Reports First Quarter Fiscal Year 2014 Financial Results EX-99.1 Exhibit 99.1 Diamond Foods Reports First Quarter Fiscal Year 2014 Financial Results SAN FRANCISCO, December 5, 2013 (GLOBE NEWSWIRE) — Diamond Foods, Inc. (NASDAQ: DMND) (“Diamond”) today reported financial results for its fiscal 2014 first quarter ended October 31, 2013. First Quarter Fiscal 2014 Highlights • Net sales decreased 9.2% to $234.7 million • Snacks sales increased 1.2% to $112
December 5, 2013	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K 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): December 5, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commissi
November 27, 2013	DEF 14A	- DEF 14A DEF 14A 1 d634019ddef14a.htm DEF 14A Table of Contents SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement
October 9, 2013	S-8	- FORM S-8 Form S-8 Table of Contents As filed with the Securities and Exchange Commission on October 9, 2013 Registration No.
October 9, 2013	EX-5.01	L. N EX-5.01 Exhibit 5.01 HORACE L. NASH October 9, 2013 EMAIL [email protected] Direct Dial (650) 335-7934 Diamond Foods, Inc. 600 Montgomery Street, 13th Floor San Francisco, California 94111 Gentlemen/Ladies: At your request, we have examined the Registration Statement on Form S-8 (“Registration Statement”) to be filed by Diamond Foods, Inc., a Delaware corporation (“Company”), with the Securities a
October 9, 2013	EX-23.02	CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EX-23.02 Exhibit 23.02 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form S-8 of our report dated October 9, 2013 relating to the financial statements, and the effectiveness of internal control over financial reporting, which appears in Diamond Foods, Inc.’s Annual Report on Form 10-K for the year ende
October 9, 2013	EX-23.03	CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EX-23.03 Exhibit 23.03 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Registration Statement on Form S-8 of our report dated December 6, 2012 (October 9, 2013 as to the Consolidated Statements of Comprehensive Income (Loss) for the years ended July 31, 2012 and 2011 and the retrospective adjustment to the financial statement disclosure
October 3, 2013	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K Form 8-K 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 27, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commis
October 3, 2013	EX-99.1	Description of Annual Incentive Plan EX-99.1 2 d607584dex991.htm EX-99.1 Exhibit 99.1 Description of Annual Incentive Plan I. Purpose and Administration: This Annual Incentive Plan (“AIP”) is designed to reward Diamond Foods, Inc. (the “Company” or “Diamond”) employees for their outstanding performance in support of Diamond’s business objectives and to align variable compensation with the financial performance of the Company. The AIP
September 30, 2013	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition 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 30, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission File
September 30, 2013	EX-99.1	Diamond Foods Reports Fourth Quarter and Fiscal Year 2013 Financial Results EX-99.1 Exhibit 99.1 Diamond Foods Reports Fourth Quarter and Fiscal Year 2013 Financial Results SAN FRANCISCO, September 30, 2013 (GLOBE NEWSWIRE) — Diamond Foods, Inc. (NASDAQ: DMND) (“Diamond”) today reported financial results for its fiscal 2013 fourth quarter and year ended July 31, 2013. Fourth Quarter Fiscal 2013 Highlights • Net sales decreased 10.8% to $199.8 million • Snacks sales increa
August 28, 2013	EX-99.1	JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessi
August 28, 2013	SC 13G	DMND / Diamond Foods, Inc. / SAC Capital Advisors LP Passive Investment SC 13G 1 d10159538a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Diamond Foods, Inc. (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 252603105 (CUSIP Number) August 27, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box
August 21, 2013	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events - FORM 8-K Form 8-K 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): August 21, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commissio
August 21, 2013	EX-99.1	Company Provides Unaudited Preliminary Fourth Quarter and Full Year Fiscal 2013 Expectations for Net Sales, Gross Margin and Adjusted EBITDA EX-99.1 Exhibit 99.1 Diamond Foods Announces Proposed Agreement to Settle Private Securities Class Action Company Provides Unaudited Preliminary Fourth Quarter and Full Year Fiscal 2013 Expectations for Net Sales, Gross Margin and Adjusted EBITDA SAN FRANCISCO, August 21, 2013 (GLOBE NEWSWIRE) — Diamond Foods, Inc. (Nasdaq:DMND) (“Diamond”) today announced that it has reached a proposed agreement,
July 1, 2013	EX-99.1	June 25, 2013 EX-99.1 2 d562415dex991.htm EX-99.1 Exhibit 99.1 June 25, 2013 ANDREW P BURKE 3867 PICARD AVE PLEASANTON, CA 94588 Re: Terms of Separation Dear Andrew: Through this letter (the “Agreement”), Diamond foods, Inc. (the “Company”) confirms the agreement between you and the Company (collectively, “the parties”) regarding your separation from the Company, and hereby offers you certain benefits to which
July 1, 2013	8-K/A	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K/A Form 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 25, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incor
June 27, 2013	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K Form 8-K 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): June 25, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission
June 19, 2013	EX-99.2	SUPERIOR COURT OF THE STATE OF CALIFORNIA CITY AND COUNTY OF SAN FRANCISCO In re DIAMOND FOODS, INC. SHAREHOLDER DERIVATIVE LITIGATION ) Lead Case No. CGC-11-515895 ) ) (Consolidated with Case Nos. CGC-11-516073 and CGC-11-516933) ) This Document Rel EX-99.2 Exhibit 99.2 THE WEISER LAW FIRM, P.C. KATHLEEN A. HERKENHOFF (168562) 12707 High Bluff Drive, Suite 200 San Diego, CA 92130 Telephone: 858/794-1441 Facsimile: 858/794-1450 [email protected] Co-Lead Counsel for California Plaintiffs SUPERIOR COURT OF THE STATE OF CALIFORNIA CITY AND COUNTY OF SAN FRANCISCO In re DIAMOND FOODS, INC. SHAREHOLDER DERIVATIVE LITIGATION ) Lead Case No. CGC-
June 19, 2013	8-K	Financial Statements and Exhibits, Other Events Form 8-K 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): June 14, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission
June 19, 2013	EX-99.1	SUPERIOR COURT OF THE STATE OF CALIFORNIA CITY AND COUNTY OF SAN FRANCISCO IN RE DIAMOND FOODS, INC. SHAREHOLDER DERIVATIVE LITIGATION, This Document Relates To: ALL ACTIONS. ) ) ) ) ) ) ) ) Lead Case No. CGC-11-515895 (Consolidated with Case Nos. CG EX-99.1 Exhibit 99.1 THE WEISER LAW FIRM, P.C. KATHLEEN A. HERKENHOFF 12707 High Bluff Drive, Suite 200 San Diego, CA 92130 Telephone: (858) 794-1441 Facsimile: (858) 794-1450 [email protected] Co-Lead Counsel for California Plaintiffs (Additional Counsel appear on signature page.) SUPERIOR COURT OF THE STATE OF CALIFORNIA CITY AND COUNTY OF SAN FRANCISCO IN RE DIAMOND FOODS, INC. SHAREHOLDER
June 17, 2013	8-K	Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K Form 8-K 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): June 17, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission
June 17, 2013	EX-99.1	June 2013 EX-99.1 June 2013 Diamond Foods Building Sustainable Premium Brands Exhibit 99.1 1 Important Information This presentation includes forward-looking statements, including statements about our future financial and operating performance and results, competitive advantages of our products, progress on brand growth strategies, impact of walnut supply, trends in promotional spend, and estimated cost sav
June 10, 2013	EX-99.1	Diamond Reports Third Quarter Fiscal 2013 Financial Results EX-99.1 Exhibit 99.1 Investors: Media: Diamond Foods Sard Verbinnen & Co for Diamond Foods Linda Segre Stacy Roughan/Alyssa Linn SVP, Corporate Strategy (310) 201-2040/(415) 618-8750 (415) 230-7952 [email protected] [email protected] [email protected] Diamond Reports Third Quarter Fiscal 2013 Financial Results • Consolidated net sales were $184.9 million, down from $207.7 million. • Sna
June 10, 2013	EX-99.1	Diamond Foods Appoints Raymond P. Silcock Chief Financial Officer Silcock Brings Over Twelve Years of Experience Serving as CFO of Food and Beverage Industry Companies EX-99.1 Exhibit 99.1 Diamond Foods Appoints Raymond P. Silcock Chief Financial Officer Silcock Brings Over Twelve Years of Experience Serving as CFO of Food and Beverage Industry Companies SAN FRANCISCO, June 10, 2013 - Diamond Foods, Inc. (Nasdaq: DMND) (“Diamond”) today announced the appointment of Raymond P. Silcock as Executive Vice President and Chief Financial Officer, effective June 11, 201
June 10, 2013	8-K	Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review, Results of Operations and Financial Condition, Other Events - FORM 8-K Form 8-K 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): June 4, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission F
June 10, 2013	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K Form 8-K 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): June 10, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission
June 10, 2013	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K 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): June 10, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction (Commission (IRS Employer of I
April 29, 2013	EX-99.1	April 2013 EX-99.1 April 2013 Diamond Foods Building Sustainable Premium Brands Exhibit 99.1 1 Important Information This presentation includes forward-looking statements, including statements about our future financial and operating performance and results, competitive advantages of our products, progress on brand growth strategies, impact of walnut supply, trends in promotional spend, estimated cost saving
April 29, 2013	8-K	Regulation FD Disclosure, Financial Statements and Exhibits Form 8-K 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): April 29, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission
April 12, 2013	CORRESP	- Diamond Foods, Inc. 600 Montgomery Street 13th Floor San Francisco, CA tel 415 445 7444 diamondfoods.com NASDAQ: DMND April 12, 2013 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549-7010 Attn: Mr. Ethan Horowitz Branch Chief Re: Diamond Foods, Inc. Form 10-K for the Year Ended July 31, 2012 Filed December 7, 2012 File No. 0-51
April 1, 2013	CORRESP	- CORRESP April 1, 2013 HORACE L. NASH EMAIL [email protected] Direct Dial (650) 335-7934 BY EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549-7010 Re: Diamond Foods, Inc. Form 10-K for the Year Ended July 31, 2012 Filed December 7, 2012 File No. 0-51439 Dear Mr. Horowitz: On behalf of Diamond Foods, Inc. (“Diamond”), pleas
March 28, 2013	EX-16.1	[Deloitte & Touche Letterhead] EX-16.1 Exhibit 16.1 [Deloitte & Touche Letterhead] March 28, 2013 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 Dear Sirs/Madams: We have read Item 4.01 of Diamond Foods, Inc.’s Form 8-K, dated March 28, 2013, and have the following comments: 1. We agree with the statements made in Item 4.01(a) in the Form 8-K, dated March 28, 2013. 2. We have no basis on which
March 28, 2013	8-K	Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant - FORM 8-K Form 8-K 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): March 24, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission
March 13, 2013	8-K/A	Submission of Matters to a Vote of Security Holders - FORM 8-K/A Form 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 14, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Inco
March 11, 2013	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K 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): March 11, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission
March 11, 2013	EX-99.1	Diamond Reports Second Quarter Fiscal 2013 Financial Results EX-99.1 Exhibit 99.1 Investors: Media: Diamond Foods Sard Verbinnen & Co for Diamond Foods Linda Segre Lucy Neugart/Stacy Roughan SVP, Corporate Strategy (415) 618-8750 or (310) 201-2040 (415) 230-7952 [email protected] [email protected] [email protected] Diamond Reports Second Quarter Fiscal 2013 Financial Results • Consolidated net sales were $220.8 million, down from $262.4 millio
March 1, 2013	EX-1	JOINT FILING AGREEMENT EXHIBIT 1 JOINT FILING AGREEMENT Pursuant to Rule 13(d)-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned acknowledges and agrees that the foregoing statement on Schedule 13D is filed on behalf of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of the undersigned without the necessity of filing additional joint acquisition statements.
March 1, 2013	SC 13D	DMND / Diamond Foods, Inc. / OCM PF/FF Adamantine Holdings, Ltd. - SC 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No.
February 26, 2013	EX-99.1	February 2013 February 2013 Diamond Foods Building Sustainable Premium Brands Exhibit 99.1 1 Important Information This presentation includes forward-looking statements, including statements about our future financial and operating performance and results, competitive advantages of our products, progress on brand growth strategies, impact of walnut supply, trends in promotional spend, estimated cost savings fro
February 26, 2013	8-K	Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K FORM 8-K 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): February 26, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commiss
February 14, 2013	SC 13G/A	DMND / Diamond Foods, Inc. / Litespeed Management, L.L.C. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.
February 11, 2013	SC 13G/A	DMND / Diamond Foods, Inc. / VANGUARD GROUP INC Passive Investment diamondfoodsinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Diamond Foods Inc Title of Class of Securities: Common Stock CUSIP Number: 252603105 Date of Event Which Requires Filing of this Statement: December 31, 2012 Check the appropriate box to
January 15, 2013	8-K	Submission of Matters to a Vote of Security Holders - FORM 8-K Form 8-K 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): January 14, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commissi
January 14, 2013	EX-99.1	Note regarding forward-looking statements Summary of Topics to be Addressed by Brian Driscoll Exhibit 99.1 Shareholder Meeting Remarks January 14, 2013 Welcome and good afternoon. A note that my remarks today contain forward-looking statements and I direct you to our public filings for the appropriate cautionary risk factors. As you know, we have had two conference calls in the last 8 weeks, so I plan to speak briefly and focus my remarks
January 14, 2013	8-K	Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K Form 8-K 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): January 14, 2013 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction (Commission (IRS Employer o
December 17, 2012	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events - FORM 8-K Form 8-K 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): December 17, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction (Commission (IRS Employer
December 17, 2012	EX-99.1	Diamond Reports Financial Results for First Quarter of Fiscal 2013 Press Release Exhibit 99.1 Investors: Media: Diamond Foods Sard Verbinnen & Co for Diamond Foods Linda Segre Paul Kranhold/Lucy Neugart SVP, Corporate Strategy (415) 618-8750 (415) 230-7952 [email protected] [email protected] [email protected] Diamond Reports Financial Results for First Quarter of Fiscal 2013 • Net sales in the fiscal 2013 first quarter were $258.5 million, a decrea
December 11, 2012	NT 10-Q	- NOTIFICATION OF LATE FILING NT 10-Q 1 d432150dnt10q.htm NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-51439 CUSIP NUMBER 252603105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: October 31, 2012 ¨ Transition Report on Form 10-K ¨ Transition Rep
December 7, 2012	EX-5.01	Direct Dial (650) 335-7934 Opinion of Fenwick & West LLP as to legality of securities being registered Exhibit 5.
December 7, 2012	S-8	- FORM S-8 Form S-8 As filed with the Securities and Exchange Commission on December 7, 2012 Registration No.
December 7, 2012	EX-99.1	Diamond Foods Reports Fourth Quarter and Full Year Fiscal 2012 Financial Results EX-99.1 2 d448029dex991.htm PRESS RELEASE Exhibit 99.1 Investors: Diamond Foods Linda Segre SVP, Corporate Strategy (415) 230-7952 [email protected] Media: Sard Verbinnen & Co for Diamond Foods Paul Kranhold/Lucy Neugart (415) 618-8750 [email protected] [email protected] Diamond Foods Reports Fourth Quarter and Full Year Fiscal 2012 Financial Results • Net sales in the fourth quarte
December 7, 2012	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K 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): December 7, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commissi
December 7, 2012	EX-23.02	CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Consent of Deloitte & Touche LLP, independent registered public accounting firm Exhibit 23.
December 7, 2012	DEF 14A	- DEFINITIVE PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material Pursuant to §240.
November 21, 2012	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K Form 8-K 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): November 16, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction (Commission (IRS Employer
November 21, 2012	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events - FORM 8-K Form 8-K 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): November 19, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commiss
November 21, 2012	EX-99.1	SEPARATION AND CLAWBACK AGREEMENT Exhibit 99.1 SEPARATION AND CLAWBACK AGREEMENT THIS SEPARATION AND CLAWBACK AGREEMENT (the “Agreement”), entered into on the 19th day of November, 2012 (the “Effective Date”), is between DIAMOND FOODS, INC., a Delaware corporation (the “Company”) and MICHAEL MENDES (the “Executive”). In consideration of the mutual covenants undertaken and releases contained in this Agreement, Executive and the Com
November 21, 2012	EX-99.1	Description of Annual Incentive Program EX-99.1 2 d441971dex991.htm ANNUAL INCENTIVE PROGRAM Exhibit 99.1 Description of Annual Incentive Program I. Purpose and Administration: This Annual Incentive Program (“AIP”) is designed to reward Diamond Foods, Inc. (the “Company” or “Diamond”) employees for their outstanding performance in support of Diamond’s business objectives and to align variable compensation with the financial performance
November 14, 2012	EX-99.1	DIAMOND FOODS ANNOUNCES CHANGES TO ITS BOARD OF DIRECTORS Press Release Issued by Diamond Foods, Inc Exhibit 99.1 DIAMOND FOODS ANNOUNCES CHANGES TO ITS BOARD OF DIRECTORS San Francisco, Calif. – November 14, 2012 – Diamond Foods, Inc. (NASDAQ: DMND) today announced the appointment of William L. “Bill” Tos, Jr. to its Board of Directors. In addition, John J. “Jack” Gilbert and Richard G. Wolford have decided to step down from the Board, effective immedia
November 14, 2012	EX-99.2	November 14, 2012 Slide Presentation November 14, 2012 Diamond Foods Restatement and First Three Quarters of Fiscal 2012 Earnings Call Supplemental Materials Exhibit 99.
November 14, 2012	NT 10-Q	- NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-51439 CUSIP NUMBER 252603105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
November 14, 2012	NT 10-Q	- NOTIFICATION OF LATE FILING Notification of Late Filing SEC FILE NUMBER 000-51439 CUSIP NUMBER 252603105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
November 14, 2012	EX-99.1	Diamond Foods Reports Financial Results for First Three Quarters of Fiscal 2012 Completes Fiscal 2010 and 2011 Restatement Exhibit 99.1 Investors: Media: Diamond Foods Sard Verbinnen & Co for Diamond Foods Linda Segre Paul Kranhold/Lucy Neugart SVP, Corporate Strategy (415) 618-8750 (415) 230-7952 [email protected] [email protected] [email protected] Diamond Foods Reports Financial Results for First Three Quarters of Fiscal 2012 Completes Fiscal 2010 and 2011 Restatement SAN FRANCISCO, CA, November 14,
November 14, 2012	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 14, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction (Commission (IRS Employer of Incorp
November 14, 2012	NT 10-K	- NOTIFICATION OF LATE FILING Notification of Late Filing SEC FILE NUMBER 000-51439 CUSIP NUMBER 252603105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
November 14, 2012	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits Form 8-K 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): November 13, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commiss
October 25, 2012	8-K	Financial Statements and Exhibits, Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review, Other Events - FORM 8-K Form 8-K 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): October 24, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commissi
October 25, 2012	EX-99.1	DIAMOND FOODS ANNOUNCES UPDATE ON RESTATEMENT Press Release Exhibit 99.1 DIAMOND FOODS ANNOUNCES UPDATE ON RESTATEMENT San Francisco, Calif. – October 25, 2012 – Diamond Foods, Inc. (NASDAQ: DMND) announced today that its previously disclosed restatement of the Company’s financial statements for fiscal years 2010 and 2011, all interim periods in fiscal 2011 and the fourth quarter of 2010, will also now include the second and third quarters of
October 25, 2012	8-K	Other Events - FORM 8-K Form 8-K 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): October 24, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commissi
October 10, 2012	SC 13G/A	DMND / Diamond Foods, Inc. / WELLINGTON MANAGEMENT GROUP LLP - DISCLOSURE DOCUMENT Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Diamond Foods, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 252603105 (CUSIP Number) September 30, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc
September 27, 2012	SC 13G	DMND / Diamond Foods, Inc. / Litespeed Management, L.L.C. Passive Investment OMB APPROVAL OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response………11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.
September 10, 2012	EX-99.1	NASDAQ Panel Extends Listing of Diamond Foods Common Stock Press Release Exhibit 99.1 NASDAQ Panel Extends Listing of Diamond Foods Common Stock SAN FRANCISCO, CA, September 10, 2012 – Diamond Foods (NASDAQ: DMND) (“Diamond”) today announced that it received notice from The Nasdaq Stock Market (“Nasdaq”) stating that the Nasdaq Hearings Panel granted Diamond an extension to comply with Nasdaq rules requiring Diamond to file periodic reports with the Secur
September 10, 2012	8-K	Financial Statements and Exhibits, Other Events - FORM 8-K Form 8-K 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 10, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commis
August 7, 2012	8-K	Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing - FORM 8-K Form 8-K 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): August 1, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission
July 5, 2012	CORRESP	- Correspondence Diamond Foods, Inc. 600 Montgomery Street 13th Floor San Francisco, CA tel 415 445 7444 diamondfoods.com NASDAQ: DMND July 5, 2012 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549-7010 Attn: Mr. Ethan Horowitz Branch Chief Re: Diamond Foods, Inc. Form 10-K for the Year Ended July 31, 2011 Filed September 15, 201
July 2, 2012	8-K	Other Events - FORM 8-K Form 8-K 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): July 2, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission F
June 22, 2012	CORRESP	- Correspondence June 22, 2012 HORACE L. NASH EMAIL [email protected] Direct Dial (650) 335-7934 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549-7010 Attn: Mr. Ethan Horowitz Branch Chief Re: Diamond Foods, Inc. Form 10-K for the Year Ended July 31, 2011 Filed September 15, 2011 File No. 0-51439 Dear Mr. Horowitz: Our client Di
June 14, 2012	8-K	Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits - FORM 8-K FORM 8-K 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): June 12, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission
June 14, 2012	EX-99.1	Diamond Foods Confirms Receipt of NASDAQ Determination Letter EX-99.1 2 d365401dex991.htm PRESS RELEASE Exhibit 99.1 Diamond Foods Confirms Receipt of NASDAQ Determination Letter SAN FRANCISCO, CA, June 14, 2012 – Diamond Foods, Inc. (NASDAQ: DMND) (“Diamond”) today announced that, as expected, on June 12, 2012, it received a determination letter from the Nasdaq Listing Qualifications Department advising that the Company remains noncompliant with the filing
June 11, 2012	8-K	Financial Statements and Exhibits, Other Events - FORM 8-K Form 8-K 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): June 11, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission
June 11, 2012	EX-99.1	Diamond Foods Provides Update on Nasdaq Deadline Plans to Seek Hearing with Nasdaq Upon Receipt of Delisting Determination Letter Exhibit 99.1 Diamond Foods Provides Update on Nasdaq Deadline Plans to Seek Hearing with Nasdaq Upon Receipt of Delisting Determination Letter SAN FRANCISCO, CA, June 11, 2012 – Diamond Foods, Inc. (NASDAQ: DMND) (“Diamond”) today announced that it will not meet the previously disclosed June 11, 2012 Nasdaq deadline to file its quarterly reports on Form 10-Q for the periods ended October 31, 2011,
May 30, 2012	EX-4.1	DIAMOND FOODS, INC. SENIOR NOTE $150,000,000 May 29, 2012 Senior Note Issued to OCM PF/FF Adamantine Holdings, Ltd. Exhibit 4.1 EXECUTION VERSION THE SECURITIES REPRESENTED BY THIS INSTRUMENT OR CERTIFICATE AND, IF APPLICABLE, ANY SECURITIES ISSUABLE UPON ITS CONVERSION HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR SECURITIES LAWS OF ANY STATE AND MAY NOT BE OFFERED, SOLD, ASSIGNED, PLEDGED, TRANSFERRED OR OTHERWIS
May 30, 2012	EX-4.2	DIAMOND FOODS, INC. REDEEMABLE SENIOR NOTE $75,000,000 May 29, 2012 Exhibit 4.2 EXECUTION VERSION THE SECURITIES REPRESENTED BY THIS INSTRUMENT OR CERTIFICATE AND, IF APPLICABLE, ANY SECURITIES ISSUABLE UPON ITS CONVERSION HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR SECURITIES LAWS OF ANY STATE AND MAY NOT BE OFFERED, SOLD, ASSIGNED, PLEDGED, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION
May 30, 2012	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K Form 8-K 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): May 29, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission F
May 30, 2012	8-A12G/A	- AMENDMENT NO. 2 TO FORM 8-A12G Amendment No. 2 to Form 8-A12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A Amendment No. 2 FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF l934 Diamond Foods, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 20-2556965 (State of Incorporation or Organization) (IRS Emplo
May 30, 2012	EX-4.4	REGISTRATION RIGHTS AGREEMENT DATED AS OF MAY 29, 2012 BY AND AMONG DIAMOND FOODS, INC. THE PURCHASERS NAMED HEREIN DIAMOND FOODS, INC. REGISTRATION RIGHTS AGREEMENT Registration Rights Agreement Exhibit 4.4 EXECUTION VERSION REGISTRATION RIGHTS AGREEMENT DATED AS OF MAY 29, 2012 BY AND AMONG DIAMOND FOODS, INC. AND THE PURCHASERS NAMED HEREIN DIAMOND FOODS, INC. REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into this 29th day of May 2012, among Diamond Foods Inc., a Delaware corporation (the “Company”)
May 30, 2012	EX-4.3	DIAMOND FOODS, INC. WARRANT TO PURCHASE COMMON STOCK 4,420,859 SHARES May 29, 2012 Void After May 29, 2019 Exhibit 4.3 EXECUTION VERSION THE SECURITIES REPRESENTED BY THIS INSTRUMENT OR CERTIFICATE AND, IF APPLICABLE, ANY SECURITIES ISSUABLE UPON ITS CONVERSION HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR SECURITIES LAWS OF ANY STATE AND MAY NOT BE OFFERED, SOLD, ASSIGNED, PLEDGED, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION
May 30, 2012	EX-99.1	AMENDMENT TO SECURITIES PURCHASE AGREEMENT Exhibit 99.1 AMENDMENT TO SECURITIES PURCHASE AGREEMENT This AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this “Amendment”), dated as of May 29, 2012, is by and between Diamond Foods, Inc., a Delaware corporation (the “Company”) and OCM/FF Adamantine Holdings, Ltd. (the “Purchaser”), and amends the Securities Purchase Agreement, dated as of May 22, 2012, by and between the Company and the Purchaser
May 23, 2012	EX-99.4	Diamond Foods Secures $225 Million Investment from Oaktree Capital Management Press Release of Diamond Foods, Inc. Exhibit 99.4 Diamond Foods Secures $225 Million Investment from Oaktree Capital Management SAN FRANCISCO, CA, and LOS ANGELES, CA May 23, 2012 – Diamond Foods, Inc. (NASDAQ: DMND) (“Diamond”), an innovative, branded packaged food company, and Oaktree Capital Management, L.P. (NYSE: OAK) (“Oaktree”), a leading global investment management firm, today announced t
May 23, 2012	EX-99.5	May 23, 2012 Slide Presentation May 23, 2012 Diamond Foods $225 Million Recapitalization Exhibit 99.
May 23, 2012	EX-99.2	SECURITIES PURCHASE AGREEMENT DATED AS OF MAY 22, 2012 BY AND AMONG DIAMOND FOODS, INC. THE PURCHASERS NAMED HEREIN Table of Contents Page 1. Definitions 1 2. Authorization, Purchase and Sale of Securities 9 2.1 Authorization, Purchase and Sale 9 2.2 Securities Purchase Agreement Exhibit 99.2 SECURITIES PURCHASE AGREEMENT DATED AS OF MAY 22, 2012 BY AND AMONG DIAMOND FOODS, INC. AND THE PURCHASERS NAMED HEREIN Table of Contents Page 1. Definitions 1 2. Authorization, Purchase and Sale of Securities 9 2.1 Authorization, Purchase and Sale 9 2.2 Closing 9 3. Special Redemption and Exchange 10 3.1 Purchaser’s Option 10 3.2 Conditions 10 3.3 Notice
May 23, 2012	8-K	Regulation FD Disclosure, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K Form 8-K 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): May 18, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission F
May 23, 2012	EX-99.3	WAIVER AND THIRD AMENDMENT TO CREDIT AGREEMENT Waiver and Third Amendment to Credit Agreement Exhibit 99.3 WAIVER AND THIRD AMENDMENT TO CREDIT AGREEMENT Filed as Exhibit J to Exhibit 99.2
May 23, 2012	EX-4.1	AMENDMENT NO. 2 TO RIGHTS AGREEMENT Amendment No. 2 to the Rights Agreement Exhibit 4.1 AMENDMENT NO. 2 TO RIGHTS AGREEMENT This Second Amendment (“Amendment”) effective as of May 22, 2012 is to the Rights Agreement, dated as of April 29, 2005 (the “Rights Agreement”), by and between Diamond Foods, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company (f/k/a EquiServ
May 23, 2012	EX-99.1	General Terms and Conditions EX-99.1 3 d356490dex991.htm FORM OF WALNUT PURCHASE AGREEMENT Exhibit 99.1 DIAMOND FOODS, INC. Walnut Purchase Agreement WPA Number: Grower Name: Grower Address: Tax ID: Grower Orchards: Grower will deliver to Diamond Grower’s walnut crop as indicated on Exhibit A. Date of Agreement: , 2012 This Walnut Purchase Agreement is made between Diamond Foods, Inc., a Delaware corporation (“Diamond”) and t
May 11, 2012	CORRESP	- Correspondence Diamond Foods, Inc. 600 Montgomery Street 13th Floor San Francisco, CA tel 415 445 7444 diamondfoods.com NASDAQ: DMND May 11, 2012 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549-7010 Attn: Mr. Ethan Horowitz Branch Chief Re: Diamond Foods, Inc. Form 10-K for the Year Ended July 31, 2011 Filed September 15, 201
May 7, 2012	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K Form 8-K 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): May 7, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction (Commission (IRS Employer of Inc
May 7, 2012	EX-99.1	Diamond Foods Appoints Brian J. Driscoll President and Chief Executive Officer New CEO Brings Extensive Operations Leadership in Food, Beverage and Consumer Packaged Goods Industries EX-99.1 2 d347849dex991.htm PRESS RELEASE Exhibit 99.1 Diamond Foods Appoints Brian J. Driscoll President and Chief Executive Officer New CEO Brings Extensive Operations Leadership in Food, Beverage and Consumer Packaged Goods Industries SAN FRANCISCO, CA, May 7, 2012 – Diamond Foods, Inc. (NASDAQ: DMND) (“Diamond”) today announced the appointment of food and beverage industry veteran Brian J. Dri
May 7, 2012	EX-99.2	[SIGNATURE PAGE TO LETTER AGREEMENT] EX-99.2 3 d347849dex992.htm EMPLOYMENT AGREEMENT Exhibit 99.2 May 4, 2012 Brian J. Driscoll [address omitted] Dear Brian: On behalf of Diamond Foods, Inc. (the “Company”), this letter agreement (the “Agreement”) sets forth the terms and conditions of your employment with the Company, effective as of May 8, 2012 (the “Employment Date”). 1. Position. You will be employed by the Company full time as
April 27, 2012	CORRESP	- Correspondence April 27, 2012 HORACE L. NASH EMAIL [email protected] Direct Dial (650) 335-7934 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549-7010 Attn: Mr. Ethan Horowitz Branch Chief Re: Diamond Foods, Inc. Form 10-K for the Year Ended July 31, 2011 Filed September 15, 2011 File No. 0-51439 Dear Mr. Horowitz: Our client D
March 21, 2012	EX-99.01	FORBEARANCE AGREEMENT AND SECOND AMENDMENT TO CREDIT AGREEMENT Forbearance Agreement and Second Amendment to Credit Agreement Exhibit 99.01 FORBEARANCE AGREEMENT AND SECOND AMENDMENT TO CREDIT AGREEMENT This FORBEARANCE AGREEMENT AND SECOND AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) is made as of March 21, 2012 and entered into by and among Diamond Foods, Inc., (the “Borrower”), the Subsidiaries of the Borrower identified on the signature pages hereto a
March 21, 2012	8-K	Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K Form 8-K 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): March 21, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction (Commission (IRS Employer of
March 21, 2012	EX-99.02	Diamond Foods Reaches Forbearance Agreement with Lenders Enables Company to Move Forward and Address Key Objectives Press Release Exhibit 99.02 Diamond Foods Reaches Forbearance Agreement with Lenders Enables Company to Move Forward and Address Key Objectives SAN FRANCISCO, CA, March 21, 2012 – Diamond Foods, Inc. (NASDAQ: DMND) (“Diamond”) today announced the Company has reached an agreement with its lenders to amend its credit agreement. Under the amended agreement (“amendment”), Diamond, working with its cur
March 12, 2012	SC 13G/A	DMND / Diamond Foods, Inc. / COLUMBIA WANGER ASSET MANAGEMENT LLC - SCHEDULE 13G AMENDMENT NO. 2 Passive Investment SCHEDULE 13G AMENDMENT NO. 2 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* DIAMOND FOODS INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 252603105 (CUSIP Number) February 29, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the Rule pursuant to
March 12, 2012	SC 13G/A	DMND / Diamond Foods, Inc. / WELLINGTON MANAGEMENT GROUP LLP - DISCLOSURE DOCUMENT Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Diamond Foods, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 252603105 (CUSIP Number) February 29, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch
March 9, 2012	SC 13G/A	DMND / Diamond Foods, Inc. / TEACHERS ADVISORS INC Passive Investment SC 13G/A 1 c6883713ga.htm CUSIP No. 252603105 13G Page 2 of 9 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to §240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to §240.13d-2 Under the Securities Exchange Act of 1934 (Amendment No.1)* Diamond Foods Inc. (Name of Issuer) Common Stock (Titl
March 9, 2012	SC 13G/A	DMND / Diamond Foods, Inc. / TIAA CREF INVESTMENT MANAGEMENT LLC Passive Investment CUSIP No. 252603105 13G Page 2 of 9 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to §240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to §240.13d-2 Under the Securities Exchange Act of 1934 (Amendment No.1)* Diamond Foods Inc. (Name of Issuer) Common Stock (Title of Class of Securities)
March 8, 2012	8-K	Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K Form 8-K 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): March 7, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commission
March 8, 2012	EX-99.1	Diamond Foods Announces the Appointments of Two New Members to its Board of Directors Diamond Foods, Inc. press release Exhibit 99.1 Diamond Foods Announces the Appointments of Two New Members to its Board of Directors SAN FRANCISCO, CA, March 8, 2012 – Diamond Foods, Inc. (NASDAQ: DMND) today announced it has appointed Nigel Rees, a senior financial executive with McKesson Corporation, and Alison Davis, an accomplished corporate executive with decades of global financial and opera
March 8, 2012	EX-99.2	/s/ Bob Zollars Letter Agreement Exhibit 99.2 Diamond Foods, Inc. 600 Montgomery Street, 13th Floor San Francisco, CA 94111 diamondfoods.com NASDAQ: DMND Richard G. Wolford c/o Diamond Foods, Inc. 600 Montgomery Street, 13th Floor San Francisco, California 94111 Dear Rick: You have agreed to serve as Diamond Foods, Inc.’s (the “Company”) acting President and Chief Executive Officer (“Acting CEO”) during the Compa
March 7, 2012	CORRESP	- Correspondence Diamond Foods, Inc 600 Montgomery Street 13th Floor San Francisco, CA.
February 29, 2012	CORRESP	- February 29, 2012 HORACE L. NASH EMAIL [email protected] Direct Dial (650) 335-7934 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549-7010 Attn: Mr. Ethan Horowitz Branch Chief Re: Diamond Foods, Inc. Form 10-K for the Year Ended July 31, 2011 Filed September 15, 2011 File No. 0-51439 Dear Mr. Horowitz: Our client Diamond Foods
February 24, 2012	EX-99.01	DIAMOND FOODS, INC. KEY EXECUTIVE RETENTION PLAN NOTICE OF AWARD Diamond Foods, Inc. Key Executive Retention Plan Exhibit 99.01 DIAMOND FOODS, INC. KEY EXECUTIVE RETENTION PLAN NOTICE OF AWARD You have been designated a participant and granted an award (“Award”) under the Diamond Foods, Inc. (“Company”) Key Executive Retention Plan (“Plan”) on the following terms: 1. Name of Participant: 2. Aggregate Award: $ Cash Portion (50%) $ Restricted Stock Portion (50%):
February 24, 2012	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K Form 8-K 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): February 18, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commiss
February 17, 2012	RW	- REGISTRATION WITHDRAWAL REQUEST Registration Withdrawal Request Diamond Foods 600 Montgomery St., 13th Floor San Francisco, CA 94111 February 17, 2012 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549-0405 Attn: H. Roger Schwall, Assistant Director Re: Diamond Foods, Inc. Registration Statement on Form S-4 File No. 333-175025 Ladies and Gentlemen, P
February 15, 2012	EX-99.1	Diamond Foods Issues Statement Regarding Termination of Pringles Press Release Exhibit 99.1 Diamond Foods Issues Statement Regarding Termination of Pringles Transaction SAN FRANCISCO, CA, February 15, 2012 – Diamond Foods, Inc. (NASDAQ: DMND) (“Diamond”) today announced that The Procter & Gamble Company (“P&G”) and Diamond have mutually agreed to terminate Diamond’s proposed acquisition of the Pringles business and have released each other from all liabilities
February 15, 2012	8-K	Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Other Events Form 8-K 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): February 14, 2012 DIAMOND FOODS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-51439 20-2556965 (State or Other Jurisdiction of Incorporation) (Commiss
February 14, 2012	SC 13G/A	DMND / Diamond Foods, Inc. / WELLINGTON MANAGEMENT GROUP LLP - DISCLOSURE DOCUMENT Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Diamond Foods, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 252603105 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch
February 13, 2012	EX-99.1	EXHIBIT 99.1 - JOINT FILING AGREEMENT Joint Filing Agreement Exhibit 99.1 EXHIBIT 99.1 - JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is respo

DMND / Diamond Foods, Inc. - SEC Filings, Annual Report, Proxy Statement

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