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 11, 2015
PILGRIM'S PRIDE CORPORATION
(Exact Name of registrant as specified in its charter)
Delaware | 1-9273 | 75-1285071 | |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | |
1770 Promontory Circle Greeley, CO | 80634-9038 | ||
(Address of principal executive offices) | (Zip Code) | ||
Registrant's telephone number, including area code: (970) 506-8000
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 7.01. Regulation FD Disclosure
Attached hereto as Exhibit 99.1 is an overview of Pilgrim's Pride Corporation to be referenced during the Company's earnings conference call of February 12, 2015.
Item 9.01 Financial Statements and Exhibits.
Exhibit 99.1 Press release dated February 11, 2015
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
PILGRIM’S PRIDE CORPORATION | |||
Date: | February 11, 2015 | /s/ Fabio Sandri | |
Fabio Sandri | |||
Chief Financial Officer | |||
Exhibit Index
Exhibit 99.1 Press release dated February 11, 2015
Pilgrim’s Pride Corporation Financial Results for Fourth Quarter and Year Ended December 28, 2014
Statements contained in this presentation that share our intentions, beliefs, expectations or predictions for the future, denoted by the words “anticipate,” “believe,” “estimate,” “should,” “expect,” “project,” “plan,” “imply,” “intend,” “foresee” and similar expressions, are forward-looking statements that reflect our current views about future events and are subject to risks, uncertainties and assumptions. Such risks, uncertainties and assumptions include the following matters affecting the chicken industry generally, including fluctuations in the commodity prices of feed ingredients and chicken; actions and decisions of our creditors; our ability to obtain and maintain commercially reasonable terms with vendors and service providers; our ability to maintain contracts that are critical to our operations; our ability to retain management and other key individuals; certain of our reorganization and exit or disposal activities, including selling assets, idling facilities, reducing production and reducing workforce, resulted in reduced capacities and sales volumes and may have a disproportionate impact on our income relative to the cost savings; risk that the amounts of cash from operations together with amounts available under our exit credit facility will not be sufficient to fund our operations; management of our cash resources, particularly in light of our substantial leverage; restrictions imposed by, and as a result of, our substantial leverage; additional outbreaks of avian influenza or other diseases, either in our own flocks or elsewhere, affecting our ability to conduct our operations and/or demand for our poultry products; contamination of our products, which has previously and can in the future lead to product liability claims and product recalls; exposure to risks related to product liability, product recalls, property damage and injuries to persons, for which insurance coverage is expensive, limited and potentially inadequate; changes in laws or regulations affecting our operations or the application thereof; new immigration legislation or increased enforcement efforts in connection with existing immigration legislation that cause our costs of business to increase, cause us to change the way in which we do business or otherwise disrupt our operations; competitive factors and pricing pressures or the loss of one or more of our largest customers; currency exchange rate fluctuations, trade barriers, exchange controls, expropriation and other risks associated with foreign operations; disruptions in international markets and distribution channels; and the impact of uncertainties of litigation as well as other risks described herein and under “Risk Factors” in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”). Actual results could differ materially from those projected in these forward-looking statements as a result of these factors, among others, many of which are beyond our control. In making these statements, we are not undertaking, and specifically decline to undertake, any obligation to address or update each or any factor in future filings or communications regarding our business or results, and we are not undertaking to address how any of these factors may have caused changes to information contained in previous filings or communications. Although we have attempted to list comprehensively these important cautionary risk factors, we must caution investors and others that other factors may in the future prove to be important and affecting our business or results of operations. “EBITDA” is defined as net income (loss) plus interest, income taxes, depreciation and amortization. “Adjusted EBITDA” is defined as the sum of EBITDA plus restructuring charges, reorganization items and loss on early extinguishment of debt less net income attributable to noncontrolling interests. Our method of computation may or may not be comparable to other similarly titled measures used in filings with the SEC by other companies. See the consolidated statements of income and consolidated statements of cash flows included in our financial statements. EBITDA is presented because we believe it provides meaningful additional information concerning a company’s operating results and its ability to service long-term debt and to fund its growth, and we believe it is frequently used by securities analysts, investors and other interested parties, in addition to and not in lieu of results under U.S. Generally Accepted Accounting Principles (GAAP), to compare the performance of companies. We believe investors would be interested in our Adjusted EBITDA because this is how our management analyzes EBITDA. The Company also believes that Adjusted EBITDA, in combination with the Company's financial results calculated in accordance with GAAP, provides investors with additional perspective regarding the impact of certain significant items on EBITDA and facilitates a more direct comparison of its performance with its competitors. EBITDA and Adjusted EBITDA are not measurements of financial performance under GAAP and should not be considered as an alternative to cash flow from operating activities or as a measure of liquidity or an alternative to net income as indicators of our operating performance or any other measures of performance derived in accordance with GAAP. Cautionary Notes and Forward-Looking Statements 2
Broiler Hatchery – Sets Averaging 3% Higher Source: USDA-WASDE 3 194,727 209,155 206,527 204,698 180,000 185,000 190,000 195,000 200,000 205,000 210,000 215,000 1/3 1/1 7 1/3 1 2/1 4 2/2 8 3/1 4 3/2 8 4/1 1 4/2 5 5/9 5/2 3 6/6 6/2 0 7/4 7/1 8 8/1 8/1 5 8/2 9 9/1 2 9/2 6 10/ 10 10/ 24 11/ 7 11/ 21 12/ 5 12/ 19 Tho usa nd Egg United States, Selected 19 Poultry Chicken, broiler Sets '10-'14 Range '13 '14 '15 '15 Est '10-'14 Avg
Placements Also Averaging 3% Higher Source: USDA-WASDE 4 159,467 171,174 170,070 168,024 145,000 150,000 155,000 160,000 165,000 170,000 175,000 180,000 1/3 1/1 7 1/3 1 2/1 4 2/2 8 3/1 4 3/2 8 4/1 1 4/2 5 5/9 5/2 3 6/6 6/2 0 7/4 7/1 8 8/1 8/1 5 8/2 9 9/1 2 9/2 6 10/ 10 10/ 24 11/ 7 11/ 21 12/ 5 12/ 19 Tho usa nd He ad United States, Selected 19 Poultry Chicken, broiler Placed '10-'14 Range '13 '14 '15 '15 Est '10-'14 Avg
Hatching layers in Dec were up 2.2% from year ago while egg production was up 0.8%. Dec pullet placements were up 5.0% and YTD placements are up 3%. Nov Hatching Layers Up 3% From Year Ago Source: USDA-WASDE 5
Chicken Inventories 6% Below Year Ago Source: USDA-NASS Overall inventories are well below last year with big declines in wings and leg quarters. 6
Chicken Cutout Above Last Year’s Levels Source: PPC 7
Wholesale Chicken Prices Source: USDA-AMS 8
Global Stocks of Corn Continue to Build Globally Back to back record corn crops in the U.S. combined with Brazilian corn production pushing global stocks to nearly 190 million tons. At 19.4% stocks to use global inventories will be at one of the historically highest levels. Source: USDA-WASDE 9
Soybean Inventories Also Expanding A record crop in South America is expected after a record U.S. crop pushing global inventories into a surplus. Source: USDA-WASDE 10
Fourth Quarter 2014 Financial Review Source: PPC Strong Quarter in U.S. and in Mexico. SG&A in-line with Q4-13, due to increased bonus accruals. Adjusted EBITDA 87% higher than Q4-13. Adjusted EPS of $0.83, including $48M for early retirement of debt and FX translations. Main Indicators ($M) Q4-13 Q4-14 Net Revenue 2,047.3 2,110.4 Gross Profit 207.9 379.1 SG&A 49.0 50.2 Operating Income 157.9 329.0 Net Interest 18.2 34.8 Net Income 143.4 167.2 Net Income per Share 0.55 0.64 Adjusted EBITDA* 196.6 367.8 Adjusted EBITDA Margin 9.6% 17.4% *Adjusted EBITDA is a non-GAAP measurement considered by management to be useful in understanding our results. Please see most recent SEC financial filings for definition of adjusted EBITDA and reconciliation to GAAP. 11
Full Year 2014 Capital Spending Capex (US$M) Source: PPC Strong free cash flow generation has enabled us to direct more capital spending towards identified projects with rapid payback. 12
Investor Relations Contact Investor Relations: Dunham Winoto Director, Investor Relations E-mail: IRPPC@pilgrims.com Address: 1770 Promontory Circle Greeley, CO 80634 USA Website: www.pilgrims.com 13
Appendix: EBITDA Reconciliation “EBITDA” is defined as the sum of net income (loss) plus interest, taxes, depreciation and amortization. “Adjusted EBITDA” is calculated by adding to EBITDA certain items of expense and deducting from EBITDA certain items of income that we believe are not indicative of our ongoing operating performance consisting of: (i) income (loss) attributable to non-controlling interests, (ii) restructuring charges, (iii) reorganization items, (iv) losses on early extinguishment of debt and (v) foreign currency transaction losses (gains). EBITDA is presented because it is used by management and we believe it is frequently used by securities analysts, investors and other interested parties, in addition to and not in lieu of results prepared in conformity with accounting principles generally accepted in the US (“GAAP”), to compare the performance of companies. We believe investors would be interested in our Adjusted EBITDA because this is how our management analyzes EBITDA. The Company also believes that Adjusted EBITDA, in combination with the Company’s financial results calculated in accordance with GAAP, provides investors with additional perspective regarding the impact of certain significant items on EBITDA and facilitates a more direct comparison of its performance with its competitors. EBITDA and Adjusted EBITDA are not measurements of financial performance under GAAP. They should not be considered as an alternative to cash flow from operating activities or as a measure of liquidity or an alternative to net income as indicators of our operating performance or any other measures of performance derived in accordance with GAAP. Source: PPC 14 PILGRIM'S PRIDE CORPORATION Reconciliation of Adjusted EBITDA (Unaudited) Thirteen Weeks Ended Fifty-Two Weeks Ended December 28, 2014 December 29, 2013 December 28, 2014 December 29, 2013 (In thousands) Net income from continuing operations $ 167,003 $ 143,670 $ 711,438 $ 549,713 Add: Interest expense, net 34,838 18,176 77,271 84,881 Income tax expense (benefit) 106,021 11 390,953 24,227 Depreciation and amortization 43,084 36,464 155,824 150,317 Asset impairments 361 Minus: Amortization of capitalized financing costs 6,348 2,069 13,712 9,307 EBITDA 344,598 196,252 1,321,774 800,192 Add: F rei n currency transaction losses (gains) 23,047 (356 ) 27,979 4,415 Restructuring charges — 1,039 2,286 5,661 Minus: Net income (loss) attributable to noncontrolling interest (184 ) 319 (210 ) 158 Adjusted EBITDA $ 367,829 $ 196,616 $ 1,352,249 $ 810,110
Appendix: Reconciliation of LTM EBITDA Source: PPC The summary unaudited consolidated income statement data for the twelve months ended December 28, 2014 (the LTM Period) have been calculated by summing each of the unaudited thirteen week periods within the audited fifty-two week period ended December 28, 2014. 15 PILGRIM'S PRIDE CORPORATION Reconciliation of Adjusted EBITDA (Unaudited) Thirteen Weeks Ended Thirteen Weeks Ended Thirteen Weeks Ended Thirteen Weeks Ended LTM Ended March 30, 2014 June 29, 2014 September 28, 2014 December 28, 2014 December 28, 2014 (In thousands) Net income from continuing operations $ 98,187 $ 190,445 $ 255,803 $ 167,003 $ 711,438 Add: Interest expense, net 18,662 13,570 10,201 34,838 77,271 Income tax expense (benefit) 52,012 99,227 133,693 106,021 390,953 Depreciation and amortization 38,261 38,261 36,218 43,084 155,824 Asset impairments — — — — — Minus: Amortization of capitalized financing costs 3,587 2,906 871 6,348 13,712 EBITDA 203,535 338,597 435,044 344,598 1,321,774 Add: F reign currency transaction losses (gains) 336 (1,819 ) 6,414 23,048 27,979 Restructuring charges 1,713 438 135 — 2,286 Minus: Net income (loss) attributable to noncontrolling interest 70 85 (181 ) (184 ) (210 ) Adjusted EBITDA $ 205,514 $ 337,131 $ 441,774 $ 367,830 $ 1,352,249
Appendix: Reconciliation of EBITDA Margin Source: PPC EBITDA margins have been calculated using by taking the unaudited EBITDA figures and income statement components, then dividing by Net Revenue for the applicable period. 16 PILGRIM'S PRIDE CORPORATION Reconciliation of EBITDA Margin (Unaudited) Thirteen Weeks Ended Fifty-Two Weeks Ended Thirteen Weeks Ended Fifty-Two Weeks Ended December 28, 2014 December 29, 2013 December 28, 2014 December 29, 2013 December 28, 2014 December 29, 2013 December 28, 2014 December 29, 2013 (In thousands) Net income from continuing operations $ 167,003 $ 143,670 $ 711,438 $ 549,713 7.91 % 7.02 % 8.29 % 6.54 % Add: Interest expense, net 34,838 18,176 77,271 84,881 1.65 % 0.89 % 0.90 % 1.01 % Income tax expense (benefit) 106,021 11 390,953 24,227 5.02 % — % 4.55 % 0.29 % Depreciation and amortization 43,084 36,464 155,824 150,317 2.04 % 1.78 % 1.82 % 1.79 % Asset impairments — — — 361 — % — % — % — % Minus: — % — % — % — % Amortization of capitalized financing costs 6,348 2,069 13,712 9,307 0.30 % 0.10 % 0.16 % 0.11 % EBITDA 344,598 196,252 1,321,774 800,192 16.33 % 9.59 % 15.40 % 9.51 % Add: Foreign currency transaction losses (gains) 23,047 (356 ) 27,979 4,415 1.09 % (0.02 )% 0.33 % 0.05 % Restructuring charges — 1,039 2,286 5,661 — % 0.05 % 0.03 % 0.07 % Minus: Net income (loss) attributable to noncontrolling interest (184 ) 319 (210 ) 158 (0.01 )% 0.02 % — % — % Adjusted EBITDA $ 367,829 $ 196,616 $ 1,352,249 $ 810,110 17.43 % 9.60 % 15.75 % 9.63 % Net Revenue: $ 2,110,436 $ 2,047,285 $ 8,583,365 $ 8,411,148 $ 2,110,436 $ 2,047,285 $ 8,583,365 $ 8,411,148
Appendix: Reconciliation of Adjusted Earnings Source: PPC A reconciliation of net income (loss) attributable to Pilgrim's Pride Corporation per common diluted share to adjusted net income (loss) attributable to Pilgrim's Pride Corporation per common diluted share is as follows: 17 PILGRIM'S PRIDE CORPORATION Reconciliation of Adjusted Earnings (Unaudited) Thirteen Weeks Ended Fifty-Two Weeks Ended December 28, 2014 December 29, 2013 December 28, 2014 December 29, 2013 (In thousands) Net income (loss) attributable to Pilgrim's Pride Corporation $ 167,003 $ 143,670 $ 711,648 $ 549,555 Loss on early extinguishment of debt 25,271 — 29,475 — Foreign currency transaction losses (gains) 23,047 (356 ) 27,979 4,415 Income (loss) before loss on early extinguishment of debt 215,321 143,314 769,102 553,970 Weighted average diluted shares of common stock outstanding 259,543 259,466 259,471 259,241 Income (loss) before loss on early extinguishment of debt per common diluted share $ 0.83 $ 0.55 $ 2.96 $ 2.14
Appendix: Net Debt / Cash Position Reconciliation Source: PPC Net debt is defined as total long term debt less current maturities, plus current maturities of long term debt, minus cash, cash equivalents and investments in available-for-sale securities. Net debt is presented because it is used by management, and we believe it is frequently used by securities analysts, investors and other parties, in addition to and not in lieu of debt as presented under GAAP, to compare the indebtedness of companies. A reconciliation of net debt is as follows: 18 PILGRIM'S PRIDE CORPORATION Reconciliation of Net Debt (Unaudited) 2012 2013 2014 (in thousands) Long term debt, less current maturities $ 1,148,870 $ 501,999 $ 3,980 Add: Current maturities of long term debt 15,886 410,234 262 Minus: Cash and cash equivalents 68,180 508,206 576,143 Minus: Available-for-sale Securities — 96,902 — Net debt (Cash position) $ 1,096,576 $ 307,125 $ (571,901 )