MGP Ingredients, Inc. Announces Agreement With Cray Group

MGP Ingredients, Inc. Announces Agreement With Cray Group


  *2013 Annual Meeting to be reconvened on December 17, 2013
  *Board has terminated CEO Tim Newkirk
  *National search for new chief executive officer is commencing
  *Don Tracy and Randy Schrick to be appointed as Interim Co-CEOs
  *All litigation to be dismissed

ATCHISON, Kan., Dec. 3, 2013 (GLOBE NEWSWIRE) -- MGP Ingredients,
Inc.(Nasdaq:MGPI) (the "Company") today announces that it has entered into a
settlement agreement with the Cray Group on all issues related to the 2013
Annual Meeting and all related lawsuits.

2013 Annual Meeting

The Company will reconvene the Annual Meeting of stockholders on December 17,
2013 at 9:00 A.M. Central Time at the Theatre Atchison, 401 Santa Fe Street,
Atchison, Kansas. April 3, 2013 will remain the record date for purposes of
determining stockholders entitled to vote at the reconvened 2013 Annual

Chief Executive Officer

Per the agreement, CEO Tim Newkirk has been terminated without cause effective
as of December 3, 2013. Simultaneously, Mr. Newkirk resigned from the Board of
Directors of the Company (the "Board"). The Company, certain members of the
Board and certain members of the Cray Group have entered into a Voting
Agreement with respect to shares of the Company's preferred stock beneficially
owned by the Cray Group. Pursuant to the Voting Agreement and subject to the
terms and conditions therein, the Board seat vacancy resulting from Mr.
Newkirk's resignation will be filled by the new CEO to be hired in a CEO
search to be conducted by the Board.

Pursuant to the settlement agreement, the Board will appoint Don Tracy and
Randy Schrick to serve as Interim Co-CEOs following the 2013 Annual Meeting
and until a new CEO is hired. Mr. Tracy has served as Vice President of
Finance and Chief Financial Officer of MGP Ingredients, Inc. since November
2009. Mr. Schrick has served as Vice President of Engineering for MGP since
June 2009.

Board Governance

Pursuant to the settlement agreement, the Cray Group will continue to hold
proxies for the election of directors, governance proposals and the say-on-pay
advisory vote reflected in its proxy statement and proxy card.

Pursuant to the voting agreement and on the terms and subject to the
conditions set forth therein, the Board has agreed to vote in favor of
de-staggering the Board and to submit to stockholders for approval at the
Company's 2014 Annual Meeting of Stockholders an amendment to the Company's
articles of incorporation to de-stagger the Board.On the terms and subject to
the conditions set forth in the Voting Agreement, the Cray Group has agreed to
elect the new CEO to the Board at the Company's 2014 Annual Meeting of

Mr. John Byom has notified the Company that he is no longer willing to serve
as a nominee of the Company as a Group B director.The Company does not intend
to nominate a person for the Group B director position currently held by Mr.
Byom, which is elected by holders of preferred stock.The parties have agreed
that, assuming her election at the 2013 Annual Meeting as Mr. Byom's
replacement, Ms. Strandjord will serve as the Chair of the Company's Audit
Committee, and will also serve on the Board's Nominating and Governance
Committee and the Human Resources and Compensation Committee.Moreover,
assuming his election at the 2013 Annual Meeting, Mr. Bridendall will serve on
the Board's Audit Committee, the Nominating and Governance Committee and the
Human Resources and Compensation Committee.Additionally, assuming his
election at the 2013 Annual Meeting, Mr. Bud Cray will serve on the Board's
Nominating and Governance Committee.

Pursuant to the settlement agreement, the Company and the Board have also
agreed that the Company will not sell any assets, will not make any
acquisitions of other companies or assets, and will not enter into any joint
venture relationships of a material nature or outside of the ordinary course
of business in the next 12 months without the approval of at least six members
of the Board.

Dismissal of Litigation and Expenses

All pending litigation between the parties, including cases pending in the
Atchison County District Court, Johnson County District Court and the Kansas
Court of Appeals will be dismissed.The Company will reimburse the Cray Group
for all reasonable legal fees and out-of-pocket costs and expenses incurred in
connection with the matters related to the Annual Meeting, including proxy
solicitation expenses.

About MGP Ingredients

MGP is a leading independent supplier of premium spirits, offering flavor
innovations and custom distillery blends to the beverage alcohol industry. The
Company also produces high quality food grade industrial alcohol and
formulates grain-based starches and proteins into nutritional, as well as
highly functional, innovations for the branded consumer packaged goods
industry. Distilled spirits are produced at facilities in the adjacent towns
of Lawrenceburg and Greendale, Indiana. The Company is headquartered in
Atchison, Kansas, where a variety of distilled alcohol products and food
ingredients are manufactured. For more information, visit

Cautionary Note Regarding Forward-Looking Statements

This news release contains forward-looking statements as well as historical
information. Forward-looking statements are usually identified by or are
associated with such words as "intend," "plan," "believe," "estimate,"
"expect," "anticipate," "hopeful," "should," "may," "will," "could,"
"encouraged," "opportunities," "potential" and/or the negatives of these terms
or variations of them or similar terminology. They reflect management's
current beliefs and estimates of future economic circumstances, industry
conditions, Company performance and financial results and are not guarantees
of future performance. All such forward-looking statements are subject to
certain risks and uncertainties that could cause actual results to differ
materially from those contemplated by the relevant forward-looking statement.
Investors should not place undue reliance upon forward-looking statements and
the Company undertakes no obligation to publicly update or revise any
forward-looking statements. Important factors that could cause actual results
to differ materially from our expectations include, among others: (i)
disruptions in operations at our Atchison facility or Indiana Distillery,(ii)
the availability and cost of grain and fluctuations in energy costs, (iii) the
effectiveness of our hedging strategy, (iv)the competitive environment and
related market conditions, (v)the ability to effectively pass raw material
price increases on to customers, (vi)the viability of the Illinois Corn
Processing, LLC joint venture and its ability to obtain financing, (vii)our
ability to maintain compliance with all applicable loan agreement covenants,
(viii)our ability to realize operating efficiencies, (ix)actions of
governments, (x)and consumer tastes and preferences.For further information
on these and other risks and uncertainties that may affect our business,
including risks specific to our Distillery and Ingredient segments, see Item
1A. Risk Factors of our Annual Report on Form 10-K for the year ended December
31, 2012, as updated by Item 1A. Risk Factors of our Quarterly Report on Form
10-Q for the quarterly period ended September 30, 2013.

Important Additional Information

The definitive proxy statement, any other relevant documents and other
materials filed with the SEC concerning the Company are available free of
charge at For a copy of final definitive materials with respect
to 2013 Annual Meeting, including Amendment No. 3 of the supplement to the
proxy statement, please see Voting
remains open to stockholders of record at the close of business on April 3,
2013. Stockholders should carefully read the definitive proxy statement,
including supplements thereto, before making any voting decision.

The Company and its directors, director nominees, the Company's chief
executive officer and its chief financial officer (the "Participants") may be
deemed to be participants in the solicitation of proxies in connection with
the 2013 Annual Meeting. Information regarding the Participants in the
solicitation is more specifically set forth in the definitive proxy statement
and the proxy statement supplement that were filed by the Company with the SEC
and which are available free of charge from the SEC and the Company, as
indicated above.

CONTACT: For More Information
         Investors & Analysts:
         George Zagoudis, Investor Relations
         913-360-5441 or
         Shanae Randolph, Corporate Director of Communications
         913-360-5442 or

MGP Ingredients, Inc. Logo
Press spacebar to pause and continue. Press esc to stop.