UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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 23, 2006
PILGRIM'S
PRIDE CORPORATION
(Exact
Name of Registrant as Specified in its Charter)
|
Delaware |
1-9273 |
75-1285071 |
|
(State
or Other Jurisdiction |
(Commission
|
(IRS
Employer |
|
of
Incorporation) |
File
Number) |
Identification
No.) |
|
4845
US Hwy. 271 N. |
|
|
Pittsburg,
Texas |
75686-0093 |
|
(Address
of Principal Executive Offices) |
(ZIP
Code) |
Registrant's
telephone number, including area code: (903)
434-1000
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:
|
q |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425) |
|
q
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12) |
|
q
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
|
q
|
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 certain supplemental historical financial
information of Pilgrim’s Pride Corporation.
|
|
|
|
|
Exhibit
Number |
|
Description |
|
|
| |
|
99.1 |
|
Supplemental
Historical Financial Information |
Signature
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
|
|
|
|
|
PILGRIM’S
PRIDE CORPORATION
| ||
Date: Januart
23, 2006
|
|
|
|
|
|
| |
|
By: |
|
/s/ Richard
A. Cogdill |
|
|
|
|
|
|
|
Richard
A. Cogdill
Executive Vice President, Chief Financial Officer,
Secretary
and Treasurer |
Exhibit
Index
|
|
|
|
|
Exhibit
Number
|
|
Description
|
|
|
| |
|
99.1 |
|
Supplemental
Historical Financial Information |
Pilgrim's
Pride Corporation |
|
Net
Sales by Primary Market Line |
|
for
Quarter Ended: |
|
The
following table sets forth net sales attributable to each of our primary
product lines and markets served with those products. We based the table
on our internal sales reports and their classification of product types
and customers. The information in these tables should be read in
conjunction with the information in our SEC filings, including the
discussion of our primary product lines and markets served with those
products included in our most recent Annual Report on Form
10-K. |
|
Dec
31, |
||||
|
(in
thousands) |
|
|
2005 |
|
|
Chicken
Sales: |
||||
|
United
States |
||||
|
Prepared
Foods: |
||||
|
Foodservice |
$ |
386,169 |
||
|
Retail |
$ |
73,196 |
||
|
Total
Prepared Foods |
$ |
459,366 |
||
|
Fresh
Chicken: |
||||
|
Foodservice |
$ |
351,981 |
||
|
Retail |
$ |
128,148 |
||
|
Total
Fresh Chicken |
$ |
480,129 |
||
|
Export
and Other |
||||
|
Export: |
||||
|
Prepared
Foods |
$ |
16,665 |
||
|
Chicken |
$ |
73,821 |
||
|
Total
Export (d) |
$ |
90,486 |
||
|
Other
Chicken By Products |
$ |
4,185 |
||
|
Total
Export and Other |
$ |
94,671 |
||
|
Total
U.S. Chicken |
$ |
1,034,166 |
||
|
Mexico: |
$ |
92,403 |
||
|
Total
Chicken Sales |
$ |
1,126,569 |
||
|
Total
Prepared Foods |
476,031 |
|||
|
Turkey
Sales: |
||||
|
Prepared
Foods: |
||||
|
Foodservice |
$ |
13,392 |
||
|
Retail |
$ |
7,939 |
||
|
Total
Prepared Foods |
$ |
21,331 |
||
|
Fresh
Turkey: |
||||
|
Foodservice |
$ |
2,468 |
||
|
Retail |
$ |
37,621 |
||
|
Total
Fresh Turkey |
$ |
40,089 |
||
|
Export
and Other |
||||
|
Export: |
||||
|
Prepared
Foods |
$ |
59 |
||
|
Turkey |
$ |
143 |
||
|
Total
Export |
$ |
202 |
||
|
Other
Turkey By Products |
$ |
282 |
||
|
Total
Export and Other |
$ |
484 |
||
|
Total
Turkey Sales |
$ |
61,904 |
||
|
Total
Prepared Foods |
$ |
21,391 |
||
|
Sale
of Other Products |
||||
|
U.S.
|
$ |
153,529 |
||
|
Mexico |
$ |
1,809 |
||
|
Total
Other Products |
$ |
155,339 |
||
|
Total
Net Sales |
$ |
1,343,812 |
|
Dec
31, |
||||
|
|
|
|
2005 |
|
|
|
||||
|
Chicken
Sales: |
||||
|
U.S.
Chicken Sales: |
||||
|
Prepared
Foods: |
||||
|
Foodservice |
37.4 |
% | ||
|
Retail |
7.1 |
% | ||
|
Total
Prepared Foods |
44.5 |
% | ||
|
Fresh
Chicken: |
||||
|
Foodservice |
34.0 |
% | ||
|
Retail |
12.4 |
% | ||
|
Total
Fresh Chicken |
46.4 |
% | ||
|
Export
and Other |
||||
|
Export: |
||||
|
Prepared
Foods |
1.6 |
% | ||
|
Chicken |
7.1 |
% | ||
|
Total
Export |
8.7 |
% | ||
|
Other
Chicken By Products |
0.4 |
% | ||
|
Total
Export and Other |
9.1 |
% | ||
|
Total
U.S. Chicken |
100.0 |
% | ||
|
Turkey
Sales: |
||||
|
U.S.
Turkey Sales: |
||||
|
Prepared
Foods: |
||||
|
Foodservice |
22.1 |
% | ||
|
Retail |
12.8 |
% | ||
|
Total
Prepared Foods |
34.9 |
% | ||
|
Fresh
Turkey: |
||||
|
Foodservice |
4.0 |
% | ||
|
Retail |
60.8 |
% | ||
|
Total
Fresh Turkey |
64.8 |
% | ||
|
Export
and Other |
||||
|
Export: |
||||
|
Prepared
Foods |
0.1 |
% | ||
|
Turkey |
0.2 |
% | ||
|
Total
Export |
0.3 |
% | ||
|
Other
Turkey By Products |
0.5 |
% | ||
|
Total
Export and Other |
0.8 |
% | ||
|
Total
U.S. Turkey |
100.0 |
% |
Pilgrim's
Pride Corporation
Selected
Financial Data
for
quarter ended: |
|
Our
selected financial data is derived from our financial statements.
Historical results should not be taken as necessarily indicative of the
results that may be expected for any future period. You should read this
financial data in conjunction with the appropriate period financial
statements and the related notes and "Management's Discussion and Analysis
of Results of Operations and Financial Condition" included in our SEC
filings. |
|
(In
thousands except for per share data) |
12/31/05 |
|||
|
Income
Statement Data: |
||||
|
Net
sales |
$ |
1,343,812 |
||
|
Non-recurring
recoveries |
-
|
|||
|
Gross
margin |
118,400
|
|||
|
Selling,
general and administrative expenses |
72,202
|
|||
|
Operating
income (loss) |
46,198
|
|||
|
Interest
expense, net |
8,448
|
|||
|
Miscellaneous,
net |
1,110
|
|||
|
Income
(loss) before income taxes and extraordinary charge |
36,640
|
|||
|
Income
tax expense (benefit) |
10,962
|
|||
|
Income
(loss) before extraordinary charge |
25,678
|
|||
|
Extraordinary
charge - net of tax |
-
|
|||
|
Net
income (loss) |
$ |
25,678 |
||
|
Per
Common Share Data: |
||||
|
Income
(loss) before extraordinary charge |
$ |
0.39 |
||
|
Extraordinary
charge - early repayment of debt |
-
|
|||
|
Net
Income (loss) |
$ |
0.39 |
||
|
Cash
dividends |
$ |
1.023 |
||
|
Book
value |
$ |
17.67 |
||
|
Balance
Sheet Summary: |
||||
|
Working
capital |
$ |
371,722 |
||
|
Total
assets |
$ |
2,563,119 |
||
|
Notes
payable and current maturities of long-term debt |
$ |
8,658 |
||
|
Long-term
debt, less current maturities |
$ |
508,516 |
||
|
Total
debt |
$ |
517,174 |
||
|
Senior
secured debt (included in Total Debt) |
$ |
- |
||
|
Total
stockholders' equity |
$ |
1,181,130 |
||
|
Cash
Flow Summary: |
||||
|
Operating
cash flow |
$ |
59,195 |
||
|
Depreciation
& amortization |
$ |
30,348 |
||
|
Capital
expenditures |
$ |
43,866 |
||
|
Business
acquisitions |
$ |
- |
||
|
Financing
activities, net |
$ |
(11,791 |
) | |
|
Cashflow
Ratios: |
||||
|
EBITDA
(b) |
$ |
74,855 |
||
|
EBITDA
(last four qtrs.) |
$ |
533,305 |
||
|
Key
Indicators (as a percentage of net sales): |
||||
|
Gross
margin |
8.8 |
% | ||
|
Selling,
general and adminstrative expenses |
5.4 |
% | ||
|
Operating
income (loss) |
3.4 |
% | ||
|
Interest
expense, net |
0.6 |
% | ||
|
Net
income (loss) |
1.9 |
% |
(a)
Includes amortization of capitalized financing costs of
approximately |
$ |
581 |
|
(b)
“EBITDA” is defined as the sum of net income (loss) before extraordinary
charges, interest, taxes, depreciation and amortization. EBITDA is
presented because it is used by us, and we believe it is frequently used
by securities analysts, investors and other interested parties, in
addition to and not in lieu of GAAP results, to compare the performance of
companies. EBITDA is not a measurement of financial performance under
generally accepted accounting principles 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 generally accepted accounting principles. EBITDA is calculated as
follows: |
|
Net
Income |
$ |
25,678 |
||
|
Add:
|
||||
|
Extraordinary
charge-net of tax |
-
|
|||
|
Income
Tax Expense (benefit) |
10,962
|
|||
|
Interest
expense, net |
8,448
|
|||
|
Depreciation
and amortization |
30,348
|
|||
|
Minus: |
||||
|
Amortization
of capitalized financing costs |
581
|
|||
|
EBITDA |
$ |
74,855 |
Pilgrim's
Pride Corporation |
|
Sales
Segments |
|
for
Quarters Ended: |
|
Our
chicken segment and our sales of other product segment include sales
of products that we produce and purchase for resale in the United
States and Mexico. Both of these segments conduct separate operations
in the United States and Mexico and are reported as two
seprarate geographical areas. Our turkey segment includes sales of turkey
products produced and purchased for resale. Our turkey operations are
exclusively in the United States. |
|
Inter-area
sales and inter-segment sales, which are not material, are accounted for
at prices comparable to normal trade customer sales. Fixed assets by
segment and geographic area are those assets which are used in our
operations in each segment or area. Corporate assets are included with
chicken and other products. You should read this financial data in
conjunction with the appropriate period financial statements and the
related notes and "Management's Discussion and Analysis of Results of
Operations and Financial Condition" included in our SEC
filings. |
|
(In
thousands) |
12/31/2005 |
|
|
1/1/2005 |
|||
|
Net
Sales to Customers: |
|||||||
|
Chicken: |
|||||||
|
United
States |
$ |
1,034,166 |
$ |
1,034,838 |
|||
|
Mexico |
92,403
|
96,937
|
|||||
|
Sub-total |
1,126,569
|
1,131,775
|
|||||
|
Turkey |
61,904
|
79,774
|
|||||
|
Other
Products: |
|||||||
|
United
States |
153,530
|
155,047
|
|||||
|
Mexico |
1,809
|
1,651
|
|||||
|
Sub-total |
155,339
|
156,698
|
|||||
|
Total |
$ |
1,343,812 |
$ |
1,368,247 |
|||
|
Operating
Income: |
|||||||
|
Chicken: |
|||||||
|
United
States |
$ |
53,862 |
$ |
88,607 |
|||
|
Mexico |
(7,070 |
) |
5,182
|
||||
|
Sub-total |
46,792
|
93,789
|
|||||
|
Turkey |
(5,642 |
) |
(4,765 |
) | |||
|
Other
Products |
|||||||
|
United
States |
4,590
|
1,549
|
|||||
|
Mexico |
458
|
442
|
|||||
|
Sub-total |
5,048
|
1,991
|
|||||
|
Non-recurring
recoveries |
-
|
-
|
|||||
|
Total |
$ |
46,198 |
$ |
91,015 |
|||
|
Depreciation
and Amortization: (f) |
|||||||
|
Chicken: |
|||||||
|
United
States |
$ |
25,350 |
$ |
24,806 |
|||
|
Mexico |
2,629
|
3,086
|
|||||
|
Sub-total |
27,979
|
27,892
|
|||||
|
Turkey |
781
|
767
|
|||||
|
Other
Products |
|||||||
|
United
States |
1,552
|
1,359
|
|||||
|
Mexico |
36
|
47
|
|||||
|
Sub-total |
1,588
|
1,406
|
|||||
|
Total |
$ |
30,348 |
$ |
30,065 |
|||
|
Total
Assets: |
|||||||
|
Chicken: |
|||||||
|
United
States |
$ |
2,102,873 |
$ |
1,823,853 |
|||
|
Mexico |
293,662
|
260,026
|
|||||
|
Sub-total |
2,396,535
|
2,083,879
|
|||||
|
Turkey |
67,088
|
105,692
|
|||||
|
Other
Products |
|||||||
|
United
States |
97,454
|
87,724
|
|||||
|
Mexico |
2,042
|
2,541
|
|||||
|
Sub-total |
99,496
|
90,265
|
|||||
|
Total |
$ |
2,563,119 |
$ |
2,279,836 |
|||
|
Capital
Expenditures: |
|||||||
|
Chicken: |
|||||||
|
United
States |
$ |
40,021 |
$ |
19,033 |
|||
|
Mexico |
2,587
|
$ |
1,387 |
||||
|
Sub-total |
42,608
|
20,420
|
|||||
|
Turkey |
50
|
$ |
2,820 |
||||
|
Other
Products |
|||||||
|
United
States |
1,129
|
884
|
|||||
|
Mexico |
79
|
36
|
|||||
|
Sub-total |
1,208
|
920
|
|||||
|
Total |
$ |
43,866 |
$ |
24,160 |
(a)
Includes
amortization of capitalized financing costs of approximately
|
$ |
581 |
$ |
570 |
Pilgrim's
Pride Corporation |
|
Statistical
Management Discussion and Analysis |
|
for
quarters ended: |
|
Our
Statistical Management Discussion and Analysis data is derived from our
financial statements and internal reports. Historical results should not
be taken as necessarily indicative of the results that may be expected for
any future period. You should read this financial data in conjunction with
the appropriate period financial statements and the related notes and
"Management's Discussion and Analysis of Results of Operations and
Financial Condition" included in our SEC filings. |
|
($
in thousands ) |
|||||||
|
|
|
|
12/31/05 |
01/01/05 |
|||
|
U.S.
Chicken |
|||||||
|
U.S.
Chicken Sales (000's) |
$ |
1,034,166 |
$ |
1,034,838 |
|||
|
U.S.
Chicken Sales divided by U.S.Chicken Net Pounds Produced |
$ |
0.7360 |
$ |
0.7699 |
|||
|
U.S.
Chicken Sales divided by U.S.Chicken Pounds Sold |
$ |
0.8563 |
$ |
0.8389 |
|||
|
U.S.
Chicken Net Pounds Produced (000's) |
1,405,025
|
1,344,192
|
|||||
|
U.S.
Chicken Pounds Sold (000's) |
1,207,685
|
1,233,550
|
|||||
|
U.S.
Chicken Operating Income (000's) (g) |
53,862
|
88,607
|
|||||
|
U.S.
Chicken Operating Income as a percent of U.S. Chicken
Sales |
5.21 |
% |
8.56 |
% | |||
|
Turkey |
|||||||
|
U.S.
Turkey Sales (000's) |
61,904
|
79,774
|
|||||
|
U.S.
Turkey Sales divided by U.S. Turkey Net Pounds Produced |
$ |
1.6289 |
$ |
2.0612 |
|||
|
U.S.
Turkey Sales divided by U.S. Turkey Pounds Sold |
$ |
0.9433 |
$ |
0.9822 |
|||
|
U.S.
Turkey Operating Income (000's) |
(5,642 |
) |
(4,765 |
) | |||
|
U.S.
Turkey Operating Income as a percent of U.S. Turkey Sales |
-9.11 |
% |
-5.97 |
% | |||
|
U.S.
Turkey Net Pounds Produced (000's) |
38,003
|
38,702
|
|||||
|
U.S.
Turkey Pounds Sold (000's) |
65,626
|
81,216
|
|||||
|
U.S.
Other |
|||||||
|
U.S.
Other Sales |
153,530
|
155,047
|
|||||
|
U.S.
Other Operating Income (g) |
4,590
|
1,549
|
|||||
|
U.S.
Distribution and Other Operating Income as a percent of U.S. Distribution
Sales |
3.0 |
% |
1.0 |
% | |||
|
U.S.
Summary |
|||||||
|
U.S.
Sales (000's) |
1,249,600
|
1,269,659
|
|||||
|
U.S.
Cost of Sales (000's) |
1,132,533
|
1,120,286
|
|||||
|
U.S.
Gross Margin (000's) |
117,067
|
149,373
|
|||||
|
U.S.
Gross Margin as a percent of U.S. Sales |
9.37 |
% |
11.76 |
% | |||
|
U.S.
Selling, General and Administrative Expenses (000's) |
64,257
|
63,982
|
|||||
|
U.S.
Selling, General and Administrative Expenses as a percent of U.S
Sales |
5.14 |
% |
5.04 |
% | |||
|
Restructuring
and Related Charges - Turkey |
-
|
-
|
|||||
|
Insurance
Proceeds - Turkey |
-
|
-
|
|||||
|
Vitamin
Settlements (000's) |
-
|
-
|
|||||
|
U.S.
Operating Income (000's) |
52,810
|
85,391
|
|||||
|
U.S.
Operating Income as a percent of U.S. Sales |
4.23 |
% |
6.73 |
% | |||
|
Mexico
Chicken |
|||||||
|
Mexico
Chicken Sales (000's) |
92,403
|
96,937
|
|||||
|
Mexico
Chicken Sales divided by Mexico Chicken Net Pounds
Produced |
$ |
0.5280 |
$ |
0.6073 |
|||
|
Mexico
Net Pounds Produced (000's) |
175,003
|
159,615
|
|||||
|
Mexico
Other |
|||||||
|
Mexico
Other Sales (000's) |
1,809
|
1,651
|
|||||
|
Mexico
Summary |
|||||||
|
Mexico
Sales (000's) |
94,212
|
98,588
|
|||||
|
Mexico
Cost of Sales (000's) |
92,879
|
86,843
|
|||||
|
Mexico
Gross Margin (000's) |
1,333
|
11,745
|
|||||
|
Mexico
Gross Margin as a percent of Mexico Sales |
1.4 |
% |
11.9 |
% | |||
|
Mexico
Selling, General and Administrative Expenses (000's) |
7,945
|
6,121
|
|||||
|
Mexico
Selling, General and Administrative Expenses as a percent of Mexico
Sales |
8.4 |
% |
6.2 |
% | |||
|
Mexico
Operating Income (000's) |
(6,612 |
) |
5,624
|
||||
|
Mexico
Operating Income as a percent of Mexico Sales |
-7.0 |
% |
5.7 |
% | |||
|
Consolidated
Operations |
|||||||
|
Chicken
Operations: |
|||||||
|
Chicken
Sales from all Divisions (000's) |
1,126,569
|
1,131,775
|
|||||
|
Chicken
Sales from all divisions divided by Chicken Net Pounds Produced from all
Divisions |
$ |
0.7130 |
$ |
0.7526 |
|||
|
Chicken
Sales from all divisions divided by Chicken Pounds Sold from all
Divisions |
$ |
0.8148 |
$ |
0.8124 |
|||
|
Chicken
Net Pounds Produced from all Divisions (000's) |
1,580,028
|
1,503,807
|
|||||
|
Chicken
Pounds Sold from all Divisions (000's) |
1,382,688
|
1,393,165
|
|||||
|
Turkey
Operations: |
|||||||
|
U.S.
Turkey Sales (000's) |
61,904
|
79,774
|
|||||
|
U.S.
Turkey Sales divided by U.S. Turkey Net Pounds Produced |
$ |
1.6289 |
$ |
2.0612 |
|||
|
U.S.
Turkey Sales divided by U.S. Turkey Pounds Sold |
$ |
0.9433 |
$ |
0.9822 |
|||
|
U.S.
Turkey Net Pounds Produced (000's) |
38,003
|
38,702
|
|||||
|
U.S.
Turkey Pounds Sold (000's) |
65,626
|
81,216
|
|||||
|
Other
Operations: |
|||||||
|
Other
Sales (000's) |
155,339
|
156,698
|
|||||
|
Totals
All Operations: |
|||||||
|
Total
Net Sales (000's) |
1,343,812
|
1,368,247
|
|||||
|
Total
Cost of Sales (000's) |
1,225,412
|
1,207,129
|
|||||
|
Gross
Margin from all operations (000's) |
118,400
|
161,118
|
|||||
|
Gross
Margin from all operations as a percent of Total Net Sales |
8.81 |
% |
11.78 |
% | |||
|
Total
Selling, General and Administrative Expenses (000's) |
72,202
|
70,103
|
|||||
|
Total
Selling, General and Administrative Expenses as a percent of Total Net
Sales |
5.37 |
% |
5.12 |
% | |||
|
Restructuring
and Related Charges - Turkey |
-
|
-
|
|||||
|
Insurance
Proceeds - Turkey |
-
|
-
|
|||||
|
Operating
Income from all operations (000's) |
46,198
|
91,015
|
|||||
|
Operating
Income from all operations as a percent of Total Net Sales |
3.44 |
% |
6.65 |
% | |||
|
Avian
Influenza Reimbursement (000's) |
-
|
-
|
|||||
|
Vitamin
Settlements (000's) |
-
|
-
|
|||||
|
Total
Adjustments (000'S) |
-
|
-
|
|||||
|
Consolidated
Adjusted Operating Income (000's) |
46,198
|
91,015
|
|||||
|
Consolidated
Adjusted Operating Income as a percent of Total Net Sales |
3.44 |
% |
6.65 |
% |