0000950123-12-000937 Sample Contracts

Shareholder Protection Rights Agreement by and between Post Holdings, Inc. and Computershare Trust Company, N.A., rights agent dated as of ______________________, 20__

Shareholder Protection Rights Agreement • January 19th, 2012 • Post Holdings, Inc. • Grain mill products • Missouri

• Contract Type
  Shareholder Protection Rights Agreement
• Filed
  January 19th, 2012
• Company
  Post Holdings, Inc.
• Industry
  Grain mill products
• Jurisdiction
  Missouri

This Shareholder Protection Rights Agreement, dated as of ____________, 20___ (the “Agreement”) is entered into between Post Holdings, Inc., a Missouri corporation (the “Company”), and Computershare Trust Company, N.A., as rights agent (the “Rights Agent,” which term shall include any successor Rights Agent hereunder).

Shareholder’s and Registration Rights Agreement by and between Ralcorp Holdings, Inc. and Post Holdings, Inc. Dated as of , 2012

Shareholder’s and Registration Rights Agreement • January 19th, 2012 • Post Holdings, Inc. • Grain mill products • Missouri

• Contract Type
  Shareholder’s and Registration Rights Agreement
• Filed
  January 19th, 2012
• Company
  Post Holdings, Inc.
• Industry
  Grain mill products
• Jurisdiction
  Missouri

This Shareholder’s and Registration Rights Agreement is made as of , 2012 by and among Ralcorp Holdings, Inc., a Missouri corporation (“Ralcorp”), and Post Holdings, Inc., a Missouri corporation and wholly owned subsidiary of Ralcorp (“Post”).

Employee Matters Agreement by and between Ralcorp Holdings, Inc. and Post Holdings, Inc. Dated as of January __, 2012

Employee Matters Agreement • January 19th, 2012 • Post Holdings, Inc. • Grain mill products • Missouri

• Contract Type
  Employee Matters Agreement
• Filed
  January 19th, 2012
• Company
  Post Holdings, Inc.
• Industry
  Grain mill products
• Jurisdiction
  Missouri

This Employee Matters Agreement is made as of January , 2012 among Ralcorp Holdings, Inc., a Missouri corporation (“Ralcorp”), and Post Holdings, Inc., a Missouri corporation and direct, wholly owned subsidiary of Ralcorp (“Post”).

Separation and Distribution Agreement by and among Ralcorp Holdings, Inc., Post Holdings, Inc. and Post Foods, LLC Dated as of , 20

Separation and Distribution Agreement • January 19th, 2012 • Post Holdings, Inc. • Grain mill products • Missouri

• Contract Type
  Separation and Distribution Agreement
• Filed
  January 19th, 2012
• Company
  Post Holdings, Inc.
• Industry
  Grain mill products
• Jurisdiction
  Missouri

This Separation and Distribution Agreement is made as of , 2012 by and among Ralcorp Holdings, Inc., a Missouri corporation (“Ralcorp”), Post Holdings, Inc., a Missouri corporation and wholly-owned subsidiary of Ralcorp (“Post”), and Post Foods, LLC, a Delaware limited liability company and wholly-owned subsidiary of Ralcorp (“Post US”).

Tax Allocation Agreement by and among Ralcorp Holdings, Inc., and Post Holdings, Inc. Dated as of __________, 20__

Tax Allocation Agreement • January 19th, 2012 • Post Holdings, Inc. • Grain mill products • Missouri

• Contract Type
  Tax Allocation Agreement
• Filed
  January 19th, 2012
• Company
  Post Holdings, Inc.
• Industry
  Grain mill products
• Jurisdiction
  Missouri

This TAX ALLOCATION AGREEMENT (this “Agreement”) is entered into as of [__________], by and between Ralcorp Holdings, Inc., a Missouri corporation (“Ralcorp”), and Post Holdings, Inc. (“Post”), a Missouri corporation and direct, wholly owned subsidiary of Ralcorp.