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 27, 2000
PILGRIM'S PRIDE CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 1-9273 75-1285071
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
110 SOUTH TEXAS STREET
PITTSBURG, TEXAS 75686-0093
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (903) 855-1000
Item 2. Acquisition or Disposition of Assets.
On January 27, 2001, a wholly owned subsidiary of Pilgrim's Pride
Corporation acquired WLR Foods, Inc., and WLR Foods became a wholly-owned
subsidiary of Pilgrim's Pride.
In connection with the merger, each share of WLR Foods common stock
converted into the right to receive $14.25 in cash. The merger
consideration was determined based upon arms'-length negotiations between
Pilgrim's Pride and WLR Foods. As a result, Pilgrim's Pride will pay
approximately $234.5 million in consideration for the WLR shares, and also
repaid approximately $45.5 million in debt of WLR Foods. Pilgrim's Pride
financed the merger through a combination of cash on hand and borrowings
under its credit facility with CoBank, ACB.
WLR Foods is an integrated provider of turkey and chicken products
marketed primarily under the Wampler Foods brand. It is nationally ranked
as the fourth largest turkey company and the seventh largest poultry food
processor by sales volume. WLR Foods employs approximately 7,000
employees. It has seven poultry processing facilities, one further
processing facility, two grow-out facilities and a sales and marketing
office and corporate office, located in Virginia, North Carolina, West
Virginia and Pennsylvania. WLR Foods markets branded and private label
poultry products to retailers, fast food operators, food service and
institutional customers throughout the United States with an emphasis on
the East Coast. Export sales currently represent approximately 11% of
sales. Prior to the merger, Pilgrim's Pride did not own any turkey-related
facilities or operate in the turkey business and is evaluating the turkey
business and its options with respect thereto.
Pilgrim's Pride is not aware of any pre-existing material relationship
between WLR Foods' stockholders as of immediately prior to the Merger and
Pilgrim's Pride or any of its affiliates, or between such stockholders and
Pilgrim's Pride's directors or officers, or any associate of any such
director or officer.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
To be filed by amendment no later than April 12, 2001.
(b) PRO FORMA FINANCIAL INFORMATION.
To be filed by amendment no later than April 12, 2001.
(c) EXHIBITS.
2 Agreement and Plan of Merger dated September 27, 2000
(incorporated by reference to Exhibit 2 of WLR Foods, Inc.'s
Current Report on Form 8-K (File No. 000-17060) dated September
28, 2000).
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
By: /S/ RICHARD A. COGDILL
Richard A. Cogdill
Executive Vice President, Chief
Financial Officer, Secretary and
Treasurer
Date: February 8, 2001
EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION
2 Agreement and Plan of Merger dated September 27, 2000
(incorporated by reference to Exhibit 2 of WLR Foods, Inc.'s
Current Report on Form 8-K (File No. 000-17060) dated September
28, 2000).