On January 3, 2013, Dean Foods Company (the "Company") consummated its previously announced sale of its Morningstar division to Saputo Inc. ("Saputo"). The transaction was completed pursuant to a Membership Interest Purchase Agreement, dated as of December 2, 2012, by and among the Company, Saputo, Saputo Cheese USA Inc., a wholly owned subsidiary of Saputo, and Suiza Dairy Group, LLC, a wholly owned subsidiary of the Company. The Membership Interest Purchase Agreement was previously filed as Exhibit 2.1 to the Company's Current Report on Form 8-K filed December 4, 2012. The aggregate purchase price for the transaction was US$1.45 billion and is subject to certain post-closing adjustments, including in respect of working capital and employee-related expenses.

(b) Pro forma financial information

The following Unaudited Pro Forma Consolidated Financial Statements are included as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference:

• Unaudited pro forma condensed consolidated balance sheet of Dean Foods Company as of September 30, 2012; and unaudited pro forma condensed consolidated statements of operations for the nine months ended September 30, 2012 and for each of the years ended December 31, 2011, 2010 and 2009.

(d) Exhibits.

99.1    Unaudited pro forma condensed consolidated balance sheet of Dean Foods
        Company as of September 30, 2012; and unaudited pro forma condensed
        consolidated statements of operations for the nine months ended
        September 30, 2012 and for each of the years ended December 31, 2011, 2010
        and 2009