UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
(Amendment
No. ____)*
PILGRIM’S
PRIDE CORPORATION
Common
Stock, par value $0.01 per share
72147K
108
(CUSIP Number)
JBS
USA Holdings, Inc.
1770
Promontory Circle
Greeley,
Colorado 80634
(970)
506-8000
Authorized
to Receive Notices and Communications)
December
28, 2009
If the
filing person has previously filed a statement on Schedule 13G to report the
acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of § 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g) check the
following box o.
Note: Schedules filed in
paper format shall include a signed original and five copies of the schedule,
including all exhibits. See § 240.13d-7(b) for other parties to whom
copies are to be sent.
|
*
|
The
remainder of this cover page shall be filled out for a reporting person’s
initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover
page.
|
The
information required on the remainder of this cover page shall not be deemed to
be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934
(“Act”) or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the
Notes).
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 2
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JOSÉ BATISTA
SOBRINHO
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 3
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
FLORA
MENDONÇA
BATISTA
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 4
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JOSÉ BATISTA
JÚNIOR
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 5
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
VALÉRIA BATISTA
MENDONÇA
RAMOS
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 6
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
VANESSA
MENDONÇA BATISTA
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 7
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
WESLEY MENDONÇA BATISTA
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 8
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JOESLEY MENDONÇA BATISTA
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 9
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
VIVIANNE
MENDONÇA BATISTA
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 10
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JJBJ
PARTICIPAÇÕES
LTDA.
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
OO
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 11
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JJMB
PARTICIPAÇÕES
LTDA.
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
OO
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 12
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
VLBM
PARTICIPAÇÕES
LTDA.
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
OO
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 13
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
VNBM PARTICIPAÇÕES
LTDA.
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
OO
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 14
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
VVMB
PARTICIPAÇÕES
LTDA.
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
OO
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 15
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
WWMB PARTICIPAÇÕES
LTDA.
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
OO
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 16
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
ZMF PARTICIPAÇÕES
LTDA.
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
OO
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 17
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
J&F
PARTICIPAÇÕES
S.A.
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
CO
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 18
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
ZMF
FUNDO DE INVESTIMENTO EM PARTICIPAÇÕES
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
CO
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 19
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JBS
S.A.
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Brazil
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
CO
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 20
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JBS
GLOBAL A/S
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Denmark
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
CO
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 21
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JBS
HUNGARY HOLDINGS KFT
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Hungary
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
CO
|
|||||
SCHEDULE
13D
|
CUSIP
No. 72147K 108
|
Page 22
of 39 Pages
|
|||||
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JBS USA
HOLDINGS, INC.
I.R.S. Identification No. 20-1413756
|
|||||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b)
o
|
|
||||
|
3
|
SEC
USE ONLY
|
|||||
|
4
|
SOURCE
OF FUNDS (See Instructions)
WC
|
|||||
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e)
|
o
|
||||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware,
United States
|
|||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||||
|
8
|
SHARED
VOTING POWER
134,397,620
(See Item 5)
|
|||||
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|||||
|
10
|
SHARED
DISPOSITIVE POWER
134,397,620
(See Item 5)
|
|||||
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
134,397,620
(See Item 5)
|
|||||
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
||||
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
64.0%
(See Item 5)
|
|||||
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
CO
|
|||||
|
Item
1.
|
Security
and Issuer
|
The class
of equity securities to which this Statement on Schedule 13D (this “Statement”) relates
is the Common Stock, par value $.01 per share (the “Common Stock”), of
Pilgrim’s Pride Corporation, a Delaware corporation (the “Issuer”). The
Issuer’s principal executive offices are located at 4845 US Hwy 271 N.
Pittsburg, Texas 75686-0093.
|
Item
2.
|
Identity
and Background
|
This
Statement is being filed jointly by José Batista Sobrinho, Flora Mendonça
Batista, José Batista Júnior, Valéria Batista Mendonça Ramos, Vanessa Mendonça
Batista, Wesley Mendonça Batista, Joesley Mendonça Batista, Vivianne Mendonça
Batista, JJBJ Participações Ltda. (“JJBJPL”), JJMB
Participações Ltda. (“JJMBPL”), VLBM
Participações Ltda. (“VLBMPL”), VNBM
Participações Ltda. (“VNBMPL”), VVMB
Participações Ltda. (“VVMBPL”), WWMB
Participações Ltda. (“WWMBPL”), ZMF
Participações Ltda. (“ZMFPL”), J&F
Participações S.A. (“J&FP”), ZMF Fundo
de Investimento em Participações (“ZMFFIP”), JBS S.A.
(“JBS Brazil”),
JBS Global A/S (“JBS
Denmark”), JBS Hungary Holdings Kft. (“JBS Hungary”) and JBS
USA Holdings, Inc. (“JBS USA”)
(collectively, the “Reporting
Persons”). José Batista Sobrinho and Flora Mendonça Batista,
and their six children José Batista Júnior, Valéria Batista Mendonça Ramos,
Vanessa Mendonça Batista, Wesley Mendonça Batista, Joesley Mendonça Batista and
Vivianne Mendonça Batista are sometimes referred to herein as the “Batista
Family”.
JBS USA,
a Delaware corporation, has its principal office at 1770 Promontory Circle,
Greeley, Colorado 80634. JBS USA’s principal business is processing,
preparing, packaging and delivering beef and pork products to
customers. All of the issued and outstanding stock of JBS USA is
owned by JBS Hungary.
JBS
Hungary, a corporation organized under the laws of Hungary, has its principal
office at Varkonyi Utca 15, Szombathely, H-9700, Hungary. JBS
Hungary’s principal business is holding all of the issued and outstanding stock
of JBS USA. All of the issued and outstanding stock of JBS Hungary is
owned by JBS Denmark.
JBS
Denmark, a corporation organized under the laws of Denmark, has its principal
office at Dampfaergevej 3, 2 2100 Kbf O, Denmark. JBS Denmark’s
principal business is holding certain subsidiaries of JBS Brazil, including JBS
Hungary. All of the issued and outstanding stock of JBS Denmark is
owned by JBS Brazil.
JBS
Brazil, a Brazilian corporation, has its principal office at Av. Brigadeiro
Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode: 01452-000, Sao Paulo SP
Brasil. JBS Brazil’s principal business is processing, preparing,
packaging and delivering beef and pork products to
customers. Approximately 59.1% of JBS Brazil’s stock is controlled
indirectly by ZMFFIP and J&FP.1
ZMFFIP, a
Brazilian investment fund, has its principal office at Av. Brigadeiro Feria
Lima, 2391, 2 andar conjunto 22, sala 2, postcode: 01452-000, Sao Paulo SP
Brasil and its principal business is managing funds used for
investment. The members of the Batista Family (except for José
Batista Sobrinho and Flora Mendonça Batista) together own 100% of the equity
interests in ZMFFIP.
J&FP,
a Brazilian corporation, has its principal office at Av. Brigadeiro Feria Lima,
2391, 2 andar conjunto 22, sala 2, postcode: 01452-000, Sao Paulo SP
Brasil. J&FP’s principal business is holding stock of
FBP.
Page 23
of 39 Pages
JJBJPL,
JJMBPL, VLBMPL, ZMFFIP, ZMFPL, VNBMPL, VVMBPL and WWMBPL together own 100.0% of
the issued and outstanding shares of J&FP.
JJBJPL, a
Brazilian Ltda., has its principal office at Av. Brigadeiro Feria Lima, 2391, 2
andar conjunto 22, sala 2, postcode: 01452-000, Sao Paulo SP
Brasil. JJBJPL’s principal business is holding stock of
J&FP. José Batista Júnior and José Batista Sobrinho together own
100.0% of the issued and outstanding ownership interests of JJBJPL.
JJMBPL, a
Brazilian Ltda., has its principal office at Av. Brigadeiro Feria Lima, 2391, 2
andar conjunto 22, sala 2, postcode: 01452-000, Sao Paulo SP
Brasil. JJMBPL’s principal business is holding stock of
J&FP. Joesley Mendonça Batista and José Batista Sobrinho together
own 100.0% of the issued and outstanding ownership interests of
JJMBPL.
VLBMPL, a
Brazilian Ltda., has its principal office at Av. Brigadeiro Feria Lima, 2391, 2
andar conjunto 22, sala 2, postcode: 01452-000, Sao Paulo SP
Brasil. VLBMPL’s principal business is holding stock of
J&FP. Valéria Batista Mendonça Ramos and José Batista Sobrinho
together own 100.0% of the issued and outstanding ownership interests of
VLBMPL.
ZMFPL, a
Brazilian Ltda., has its principal office at Av. Brigadeiro Feria Lima, 2391, 2
andar conjunto 22, sala 2, postcode: 01452-000, Sao Paulo SP
Brasil. ZMFPL’s principal business is holding stock of
J&FP. José Batista Sobrinho and Flora Mendonça Batista together
own 100.0% of the issued and outstanding ownership interests of
ZMFPL.
VNBMPL, a
Brazilian Ltda., has its principal office at Av. Brigadeiro Feria Lima, 2391, 2
andar conjunto 22, sala 2, postcode: 01452-000, Sao Paulo SP
Brasil. VNBMPL’s principal business is holding stock of
J&FP. Vanessa Mendonça Batista and José Batista Sobrinho together
own 100.0% of the issued and outstanding ownership interests of
VNBMPL.
VVMBPL, a
Brazilian Ltda., has its principal office at Av. Brigadeiro Feria Lima, 2391, 2
andar conjunto 22, sala 2, postcode: 01452-000, Sao Paulo SP
Brasil. VVMBPL’s principal business is holding stock of
J&FP. Vivianne Mendonça Batista and José Batista Sobrinho
together own 100.0% of the issued and outstanding ownership interests of
VVMBPL.
WWMBPL, a
Brazilian Ltda., has its principal office at Av. Brigadeiro Feria Lima, 2391, 2
andar conjunto 22, sala 2, postcode: 01452-000, Sao Paulo SP
Brasil. WWMBPL’s principal business is holding stock of
J&FP. Wesley Mendonça Batista and José Batista Sobrinho together
own 100.0% of the issued and outstanding ownership interests of
WWMBPL.
Vivianne
Mendonça Batista is an individual with Brazilian citizenship whose business
address is Av. Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2,
postcode: 01452-000, Sao Paulo SP Brasil. Her principal occupation is
participating in the management of the Batista Family’s business
interests.
Joesley
Mendonça Batista is an individual with Brazilian citizenship whose business
address is Av. Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2,
postcode: 01452-000, Sao Paulo SP Brasil. His principal occupation is
Chief Executive Officer of JBS Brazil.
Wesley
Mendonça Batista is an individual with Brazilian citizenship whose business
address is 1770 Promontory Circle, Greeley, Colorado 80634. His
principal occupation is Chief Executive Officer of JBS USA.
Vanessa
Mendonça Batista is an individual with Brazilian citizenship whose business
address is Av. Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2,
postcode: 01452-000, Sao Paulo SP Brasil. Her principal occupation is
participating in the management of the Batista Family’s business
interests.
Page 24
of 39 Pages
Valéria
Batista Mendonça Ramos is an individual with Brazilian citizenship whose
business address is Av. Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala
2, postcode: 01452-000, Sao Paulo SP Brasil. Her principal occupation
is participating in the management of the Batista Family’s business
interests.
José
Batista Júnior is an individual with Brazilian citizenship whose business
address is Av. Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2,
postcode: 01452-000, Sao Paulo SP Brasil. His principal occupation is
serving as a director of JBS Brazil.
Flora
Mendonça Batista is an individual with Brazilian citizenship whose business
address is Av. Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2,
postcode: 01452-000, Sao Paulo SP Brasil. Her principal occupation is
serving as a director of J&FP.
José
Batista Sobrinho is an individual with Brazilian citizenship whose business
address is Av. Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2,
postcode: 01452-000, Sao Paulo SP Brasil. His principal occupation is
serving as a director of JBS Brazil.
Set forth
on Schedules I through V attached to this Statement, and incorporated herein by
reference, are the (a) name, (b) citizenship, (c) residence or business address
and (d) present principal occupation or employment and the name, principal
business and address of any corporation or other organization in which such
employment is conducted with respect to each of the executive officers and
directors of JBS USA, JBS Hungary, JBS Denmark, JBS Brazil and
J&FP. There are no executive officers or directors of JJBJPL,
JJMBPL, VLBMPL, VNBMPL, VVMBPL, WWMBPL, ZMFPL and ZMFFIP.
During
the last five years, none of the Reporting Persons or, to the best of the
Reporting Persons’ knowledge, any person named in any of Schedules I through V
attached to this Statement has been (a) convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors) or (b) a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction and as
a result of such proceeding was or is subject to a judgment, decree or final
order enjoining future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any violation with
respect to such laws.
The
Reporting Persons have entered into a Joint Filing Agreement, dated as of
January 7, 2010, which is included with this Statement as Exhibit 1, pursuant to
which they have agreed to file this Statement jointly in accordance with Rule
13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the “Exchange
Act”).
|
Item
3.
|
Source
and Amount of Funds or Other
Considerations
|
On
December 28, 2009 (the “Closing Date”), JBS
USA completed its acquisition of 64% of the total issued and outstanding shares
of Common Stock (the “Acquisition”) in
exchange for aggregate consideration of $800 million in cash pursuant to the
Stock Purchase Agreement, dated as of September 16, 2009, as amended (the “Stock Purchase
Agreement”), between JBS USA and the Issuer and in accordance with the
joint plan of reorganization of the Debtors (as defined below) approved and
confirmed by the Bankruptcy Court (as defined below) on December 10, 2009 (the
“Plan”). As
a result of the Acquisition, the Reporting Persons acquired beneficial ownership
of 134,397,620 shares of Common Stock. JBS USA financed the
Acquisition with cash on hand.
The
descriptions of the Stock Purchase Agreement and the Plan in this Statement are
qualified in their entirety by reference to such agreement and joint plan of
reorganization, which are included with this Statement as Exhibit 2 and Exhibit
3, respectively, and incorporated by reference herein.
|
Item
4.
|
Purpose
of Transaction
|
On
December 1, 2008, the Issuer and its wholly-owned subsidiaries PFS Distribution
Company, PPC Transportation Company, To-Ricos, Ltd., To-Ricos Distribution,
Ltd., Pilgrim’s Pride Corporation of West Virginia, Inc. and PPC Marketing, Ltd.
(collectively with the Issuer, the “Debtors”), filed
voluntary petitions in the United States Bankruptcy Court for the Northern
District of Texas, Fort Worth Division (“Bankruptcy Court”)
seeking
Page 25
of 39 Pages
reorganization
relief under the provisions of Chapter 11 of Title 11 of the United States
Code. On September 16, 2009, JBS USA and the Issuer entered into the
Stock Purchase Agreement, on December 10, 2009, the Bankruptcy Court approved
and confirmed the Plan and on the Closing Date, pursuant to the Stock Purchase
Agreement and in accordance with the Plan, the Issuer emerged from Chapter 11
bankruptcy proceedings in the Bankruptcy Court and the Issuer’s common stock
outstanding prior thereto (“Old Common Stock”)
was cancelled and converted into the right to receive shares of Common Stock
(based on a one-for-one exchange ratio) constituting 36% of the total issued and
outstanding shares of Common Stock. The remaining shares of Common
Stock issued and outstanding were acquired by JBS USA on the Closing Date in the
Acquisition. The Issuer has registered the Common Stock on Form 8-A
filed on December 28, 2009 with the United States Securities and Exchange
Commission (the “Commission”) under
Section 12(b) of the Exchange Act.
Each of
the Reporting Persons intends to regularly review its investment in the
Issuer. Based on such review, as well as other factors (including,
among other things, their evaluation of the Issuer’s business, prospects and
financial condition, the market price for the Issuer’s securities, other
opportunities available to them, general market, industry and economic
conditions, changes in law and government regulations), the Reporting Persons,
and/or other persons affiliated with them, may, and reserve the right to,
consistent with the provisions of the Stockholders Agreement, dated as of the
Closing Date (the “Stockholders
Agreement”), between JBS USA and the Issuer and the amended and restated
certificate of incorporation adopted by the Issuer and filed with the Secretary
of State of the State of Delaware on the Closing Date (the “Restated Certificate of
Incorporation”), either alone or as part of a group, (a) acquire
additional securities of the Issuer, through open market purchases, publicly or
privately negotiated transactions or otherwise, (b) dispose of all or a portion
of the securities of the Issuer owned by it in the open market, in publicly or
privately negotiated transactions, in underwritten offerings or otherwise or (c)
to take any other available course of action. Any such acquisition or
disposition or other transaction would be made in compliance with all applicable
laws and regulations. The Reporting Persons may formulate such plans
or proposals for, and may from time to time explore, or make such proposals
relating to, transactions or actions which relate to or would result in any of
the matters specified in clauses (a) through (j) of Item 4 of Schedule 13D as
may be and to the extent permitted by the Stockholders Agreement and the
Restated Certificate of Incorporation, including in connection with a Mandatory
Exchange Transaction (as defined below). Notwithstanding anything
contained herein, each of the Reporting Persons specifically reserves the right
to change its intention with respect to any or all of such matters.
Under the
Restated Certificate of Incorporation, if JBS USA completes an initial public
offering of its common stock and the offered shares are listed on a national
securities exchange (the “JBS USA Common
Stock”), then, at any time during an Exchange Window (as defined below)
falling within the period commencing on the date of the closing of the offering
and ending on January 27, 2012, JBS USA will have the right to deliver written
notice of the mandatory exchange of the Common Stock (the “Mandatory Exchange
Transaction”) to the Issuer. Upon delivery to the Issuer of
notice of the Mandatory Exchange Transaction each share of Common Stock held by
stockholders other than JBS USA (the “Exchanged Holders”)
will automatically, without any further action on behalf of the Issuer or any of
the Exchanged Holders, be transferred to JBS USA in exchange for a number of
duly authorized, validly issued, fully paid and non-assessable shares of JBS USA
Common Stock equal to the Exchange Offer Ratio (as defined
below). The Mandatory Exchange Transaction is required to be effected
in compliance with all applicable laws. Unless subsequently amended,
pursuant to the Restated Certificate of Incorporation, the Mandatory Exchange
Transaction may not be effected with respect to shares of Common Stock held by
the Founder Group (as defined in the Restated Certificate of Incorporation)
until six months and one day after the Closing Date. An “Exchange Window” is a
period of time beginning on the sixth trading day after the first day on which
both the Issuer and JBS USA will have each made their respective annual or
quarterly reports or earnings releases relating to the immediately preceding
fiscal quarter or year, as applicable, and ending on the last day of the fiscal
quarter during which the first day of the Exchange Window fell. The
“Exchange Offer
Ratio” is a fraction, the numerator of which is the average
volume-weighted daily trading price per share on the principal national
securities exchange for the Common Stock and the denominator of which is the
average volume-weighted daily trading price per share on the principal national
securities exchange for the JBS USA Common Stock, in each case for the
Measurement Period. The “Measurement Period”
is a number of consecutive trading days which is equal to twice the number of
consecutive trading days between (i) the first date on which both JBS USA and
the Issuer shall have both made their respective annual or quarterly reports or
earnings releases for the applicable fiscal year or quarter and (ii) the date on
which JBS USA delivers to the Issuer the notice of the Mandatory Exchange
Transaction.
Page 26
of 39 Pages
In
accordance with the Plan, the Stockholders Agreement, the Restated Certificate
of Incorporation and the Amended and Restated Corporate Bylaws of the Issuer,
effective as of the Closing Date (the “Restated Bylaws”),
the initial board of directors of the Issuer is required to consist of nine
directors, six of whom are designated by JBS USA. On the Closing
Date, three of the Reporting Persons (Joesley Mendonça Batista, Wesley Mendonça
Batista and José Batista Júnior) became members of the board of directors of the
Issuer.
The
descriptions of the Stockholders Agreement, the Restated Certificate of
Incorporation and the Restated Bylaws in this Statement are qualified in their
entirety by reference to such documents, which are included with this Statement
as Exhibit 4, Exhibit 5 and Exhibit 6, respectively, and incorporated by
reference herein.
Item
5. Interest
in Securities of the Issuer
(a) and
(b) The responses of the Reporting Persons to Rows (7) through (13)
of the cover pages of this Statement and the information set forth in Item 3 of
this Statement are hereby incorporated by reference in this Item
5. As a result of the ownership structure and other relationships
described in Item 2 of this Statement, each of the Reporting Persons is the
beneficial owner, with shared voting and dispositive power with the other
Reporting Persons, of the 134,397,620 shares of Common Stock acquired by JBS USA
in the Acquisition. The percentage of the class of securities
identified pursuant to Item 1 beneficially owned by each of the Reporting
Persons is based on 209,996,281 shares of Common Stock outstanding as at the
Closing Date (the “Total Number of Outstanding
Shares”) immediately following the consummation of the transactions
contemplated by the Stock Purchase Agreement. The Total Number of
Outstanding Shares was calculated based on information provided to the Issuer by
the Issuer’s transfer agent and the provisions of the Stock Purchase Agreement
and the Plan concerning the cancellation and conversion of Old Common Stock and
issuance of Common Stock.2
Except as
disclosed in this Statement, none of the Reporting Persons or, to the best of
the Reporting Persons’ knowledge, any of the persons listed in Schedules I
through V attached to this Statement beneficially owns any shares of Common
Stock or has the right to acquire any shares of Common Stock.
Except as
disclosed in this Statement, none of the Reporting Persons or, to the best of
the Reporting Persons’ knowledge, any of the persons listed in Schedules I
through V attached to this Statement presently has the power to vote or to
direct the vote or to dispose or direct the disposition of any of the shares of
Common Stock that they may be deemed to beneficially own.
(c) Except
as disclosed in this Statement, none of the Reporting Persons nor, to the best
of their knowledge, any of the persons listed in Schedules I through V attached
to this Statement has effected any transaction in shares of Common Stock during
the past 60 days.
(d) To
the best knowledge of the Reporting Persons, no other person has the right to
receive or the power to direct the receipt of dividends from, or the proceeds
from the sale of, the Shares beneficially owned by the Reporting
Persons.
(e) Not
applicable.
Page 27
of 39 Pages
|
Item
6.
|
Contracts,
Arrangements, Understandings or Relationships with Respect to Securities
of the Issuer
|
The
information set forth in Items 3, 4 and 5 of this Statement is incorporated
herein by reference in this Item 6.
Concurrently
with the Acquisition, JBS USA and the Issuer entered into the Stockholders
Agreement. The Stockholders Agreement sets forth certain rights with
respect to the Common Stock, corporate governance and other related corporate
matters. The Stockholders Agreement provides that until the
expiration of the period beginning on the Closing Date and ending on January 27,
2012, JBS USA and its affiliates are prohibited from acquiring, directly or
indirectly, any equity interests in the Issuer, including shares of Common
Stock, except (i) by way of stock splits, stock dividends, reclassifications,
recapitalizations, or other distributions by the Issuer to all holders of Common
Stock on a pro rata basis, or (ii) pursuant to the Mandatory Exchange
Transaction. The Stockholders Agreement also provides that JBS USA
will cause all shares of Common Stock beneficially owned by it or its affiliates
to (i) be voted, or to abstain from voting, in the same proportion as the shares
of Common Stock held by the stockholders other than the JBS USA and its
affiliates (the “Minority Investors”)
vote, or abstain from voting, with respect to (A) the election or removal of
Equity Directors (as defined in the Restated Certificate of Incorporation) and
(B) proposals to adopt, amend or repeal the Issuer’s Bylaws that would adversely
affect, or could reasonably be expected to adversely affect, in any material
respect, the rights of the Minority Investors, as a class, and (ii) be voted for
the election, or against the removal, of the Founder Director (as defined in the
Restated Certificate of Incorporation) until the occurrence of a Founder
Triggering Event (as defined in the Restated Certificate of
Incorporation). With respect to all other matters submitted to a vote
of holders of Common Stock, JBS USA may vote, or abstain from voting, shares of
Common Stock held by it in its sole and absolute discretion. The
Stockholders Agreement may be terminated (i) by written agreement of the
parties, (ii) on the consummation of the Mandatory Exchange Transaction or (iii)
in the event that JBS USA owns 100% of the Common Stock, subject to the survival
of certain covenants. The Equity Nominating Committee (as defined in
the Restated Certificate of Incorporation), acting by majority vote, has the
right to control the Issuer’s exercise of its rights and remedies under the
Stockholders Agreement.
|
Item
7.
|
Material
to Be Filed as Exhibits
|
|
1.
|
Joint
Filing Agreement, dated as of January 7, 2010, among the Reporting Persons
(filed herewith).
|
|
2.
|
Stock
Purchase Agreement, dated as of September 16, 2009, between Pilgrim’s
Pride Corporation and JBS USA Holdings, Inc. (incorporated by reference to
Exhibit 2.1 to the Issuer’s Form 8-K filed with the Securities and
Exchange Commission on September 18, 2009).
|
|
3.
|
Amended
Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code (As
Modified) dated December 8, 2009 (incorporated by reference to Exhibit
99.1 to the Issuer’s Form 8-K filed with the Securities and Exchange
Commission on December 10, 2009).
|
|
4.
|
Stockholders
Agreement, dated as of December 28, 2009, between Pilgrim’s Pride
Corporation and JBS USA Holdings, Inc. (incorporated by reference to
Exhibit 4.1 to the Issuer’s Form 8-A filed with the Securities and
Exchange Commission on December 28, 2009).
|
|
5.
|
Amended
and Restated Certificate of Incorporation of Pilgrim’s Pride Corporation,
filed with the Secretary of State of the State of Delaware on December 28,
2009 (incorporated by reference to Exhibit 3.1 to the Issuer’s Form 8-A
filed with the Securities and Exchange Commission on December 28,
2009).
|
|
6.
|
Amended
and Restated Corporate Bylaws of Pilgrim’s Pride Corporation, effective as
of December 28, 2009 (incorporated by reference to Exhibit 3.2 to the
Issuer’s Form 8-A filed with the Securities and Exchange Commission on
December 28, 2009).
|
|
7.
|
Powers
of Attorney for the Reporting Persons (filed
herewith).
|
Page 28
of 39 Pages
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that
the information set forth in this statement is true, complete and
correct.
|
Dated:
January 7, 2010
|
|
|
JBS
USA HOLDINGS, INC.
|
|
|
By:
/s/
Christopher Gaddis
|
|
|
Name: Christopher
Gaddis
|
|
|
Title:
Attorney
in Fact
|
|
|
JBS
HUNGARY HOLDINGS KFT
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
JBS
GLOBAL A/S
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
JBS
S.A.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
ZMF
FUNDO DE INVESTIMENTO EM PARTICIPAÇÕES
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
J&F
PARTICIPAÇÕES
S.A.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
JJBJ
PARTICIPAÇÕES LTDA.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
Page 29
of 39 Pages
|
JJMB
PARTICIPAÇÕES LTDA.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
VLBM PARTICIPAÇÕES LTDA.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
VNBM PARTICIPAÇÕES LTDA.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
VVMB PARTICIPAÇÕES LTDA.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
WWMB PARTICIPAÇÕES LTDA.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
ZMF PARTICIPAÇÕES LTDA.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
| VIVIANNE MENDONÇA BATISTA | |
|
By:
/s/ Christopher Gaddis
|
|
| Name: Christopher Gaddis | |
| Title: Attorney in Fact | |
Page 30
of 39 Pages
|
JOESLEY
MENDONÇA BATISTA
|
|
|
By:
/s/ Christopher Gaddis
|
|
| Name: Christopher Gaddis | |
| Title: Attorney in Fact | |
|
WESLEY
MENDONÇA BATISTA
|
|
|
By:
/s/ Christopher Gaddis
|
|
| Name: Christopher Gaddis | |
| Title: Attorney in Fact | |
|
VANESSA
MENDONÇA BATISTA
|
|
|
By:
/s/ Christopher Gaddis
|
|
| Name: Christopher Gaddis | |
| Title: Attorney in Fact | |
|
VALÉRIA
BATISTA MENDONÇA RAMOS
|
|
|
By:
/s/ Christopher Gaddis
|
|
| Name: Christopher Gaddis | |
| Title: Attorney in Fact | |
|
JOSÉ
BATISTA JÚNIOR
|
|
|
By:
/s/ Christopher Gaddis
|
|
| Name: Christopher Gaddis | |
| Title: Attorney in Fact | |
|
FLORA
MENDONÇA BATISTA
|
|
|
By:
/s/ Christopher Gaddis
|
|
| Name: Christopher Gaddis | |
| Title: Attorney in Fact | |
|
JOSÉ
BATISTA SOBRINHO
|
|
|
By:
/s/ Christopher Gaddis
|
|
| Name: Christopher Gaddis | |
| Title: Attorney in Fact | |
Page 31
of 39 Pages
SCHEDULE
I
Name,
business address and present principal occupation or
employment
of the directors and executive officers of
JBS
USA Holdings, Inc.
DIRECTORS
|
Name
|
Citizenship
|
Residence
or Business Address
|
Present
Principal Occupation or Employment and Name, Principal Business and
Principal Address of Organization In Which Employment Is
Conducted
|
|
|
Wesley
Mendonça Batista
|
Brazil
|
JBS
USA Holdings, Inc.
1770
Promontory Circle
Greeley,
Colorado 80634
|
Chief
Executive Officer of JBS USA Holdings, Inc.
Information
concerning the principal business and principal address of JBS USA
Holdings, Inc., set forth in Item 2 of this Statement, is incorporated
herein by reference in this Schedule I.
|
|
|
Joesley
Mendonça Batista
|
Brazil
|
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode:
01452-000, Sao Paulo SP Brasil
|
Chief
Executive Officer of JBS S.A.
Information
concerning the principal business and principal address of JBS S.A., set
forth in Item 2 of this Statement, is incorporated herein by reference in
this Schedule I.
|
|
|
José
Batista Júnior
|
Brazil
|
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode:
01452-000, Sao Paulo SP Brasil
|
Director
of JBS S.A.
Information
concerning the principal business and principal address of JBS S.A., set
forth in Item 2 of this Statement, is incorporated herein by reference in
this Schedule I.
|
EXECUTIVE
OFFICERS
|
Name
|
Citizenship
|
Residence
or Business Address
|
Present
Principal Occupation or Employment and Name, Principal Business and
Principal Address of Organization In Which Employment Is
Conducted
|
|
|
Wesley
Mendonça Batista
|
Brazil
|
JBS
USA Holdings, Inc.
1770
Promontory Circle
Greeley,
Colorado 80634
|
Chief
Executive Officer of JBS USA Holdings, Inc.
Information
concerning the principal business and principal address of JBS USA
Holdings, Inc., set forth in Item 2 of this Statement, is incorporated
herein by reference in this Schedule I.
|
|
|
André
Nogueira de Souza
|
Brazil
|
JBS
USA Holdings, Inc.
1770
Promontory Circle
Greeley,
Colorado 80634
|
Chief
Financial Officer of JBS USA Holdings, Inc.
Information
concerning the principal business and principal address of JBS USA
Holdings, Inc., set forth in Item 2 of this Statement, is incorporated
herein by reference in this Schedule
I.
|
Page 32
of 39 Pages
|
Dennis
Roerty
|
United
States
|
JBS
USA Holdings, Inc.
1770
Promontory Circle
Greeley,
Colorado 80634
|
Treasurer
of JBS USA Holdings, Inc.
Information
concerning the principal business and principal address of JBS USA
Holdings, Inc., set forth in Item 2 of this Statement, is incorporated
herein by reference in this Schedule I.
|
|
|
William
Trupkiewicz
|
United
States
|
JBS
USA Holdings, Inc.
1770
Promontory Circle
Greeley,
Colorado 80634
|
Chief
Accounting Officer and Secretary of JBS USA Holdings, Inc.
Information
concerning the principal business and principal address of JBS USA
Holdings, Inc., set forth in Item 2 of this Statement, is incorporated
herein by reference in this Schedule
I.
|
Page 33
of 39 Pages
SCHEDULE
II
Name,
business address and present principal occupation or
employment
of the directors and executive officers of
JBS
Hungary Holdings Kft.
DIRECTORS
|
Name
|
Citizenship
|
Residence
or Business Address
|
Present
Principal Occupation or Employment and Name, Principal Business and
Principal Address of Organization In Which Employment Is
Conducted
|
|
|
Joesley
Mendonça Batista
|
Brazil
|
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode:
01452-000, Sao Paulo SP Brasil
|
Chief
Executive Officer of JBS S.A.
Information
concerning the principal business and principal address of JBS S.A., set
forth in Item 2 of this Statement, is incorporated herein by reference in
this Schedule II.
|
|
|
Francisco
de Assis e Silva
|
Brazil
|
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode:
01452-000, Sao Paulo SP Brasil
|
Legal
Director of JBS S.A.
Information
concerning the principal business and principal address of JBS S.A., set
forth in Item 2 of this Statement, is incorporated herein by reference in
this Schedule II.
|
|
|
Miklós Bruckner
|
Hungarian
|
JBS
Hungary Holdings Kft.
Varkonyi
Utca 15
Szombathely
H-9700,
Hungary
|
Corporate
Representative of JBS Hungary Holdings Kft.
Information
concerning the principal business and principal address of JBS Hungary
Holdings Kft., set forth in Item 2 of this Statement is incorporated
herein by reference in this Schedule
II.
|
EXECUTIVE
OFFICERS
There are
no executive officers of JBS Hungary Holdings Kft.
Page 34
of 39 Pages
SCHEDULE
III
Name,
business address and present principal occupation or
employment
of the directors and executive officers of
JBS
Global A/S
DIRECTORS
|
Name
|
Citizenship
|
Residence
or Business Address
|
Present
Principal Occupation or Employment and Name, Principal Business and
Principal Address of Organization In Which Employment Is
Conducted
|
|
|
José
Batista Sobrinho
|
Brazil
|
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode
01452-000 Sao Paulo SP Brasil
|
Director
of JBS S.A.
Information
concerning the principal business and principal address of JBS S.A., set
forth in Item 2 of this Statement, is incorporated herein by reference in
this Schedule III.
|
|
|
Flora
Mendonça Batista
|
Brazil
|
J&F
Participações S.A.
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode
01452-000 Sao Paulo SP Brasil
|
Director
of JBS Participações S.A.
Information
concerning the principal business and principal address of JBS
Participações S.A., set forth in Item 2 of this Statement, is incorporated
herein by reference in this Schedule
III.
|
EXECUTIVE
OFFICERS
|
Name
|
Citizenship
|
Residence
or Business Address
|
Present
Principal Occupation or Employment and Name, Principal Business and
Principal Address of Organization In Which Employment Is
Conducted
|
|
|
Joesley
Mendonça Batista
|
Brazil
|
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode:
01452-000, Sao Paulo SP Brasil
|
Chief
Executive Officer of JBS S.A.
Information
concerning the principal business and principal address of JBS S.A., set
forth in Item 2 of this Statement, is incorporated herein by reference in
this Schedule III.
|
Page 35
of 39 Pages
SCHEDULE
IV
Name,
business address and present principal occupation or
employment
of the directors and executive officers of
JBS
S.A.
DIRECTORS
|
Name
|
Citizenship
|
Residence
or Business Address
|
Present
Principal Occupation or Employment and Name, Principal Business and
Principal Address of Organization In Which Employment Is
Conducted
|
|
|
Joesley
Mendonça Batista
|
Brazil
|
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode:
01452-000, Sao Paulo SP Brasil
|
Chief
Executive Officer of JBS S.A.
Information
concerning the principal business and principal address of JBS S.A., set
forth in Item 2 of this Statement, is incorporated herein by reference in
this Schedule IV.
|
|
|
José
Batista Sobrinho
|
Brazil
|
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode
01452-000 Sao Paulo SP Brasil
|
Director
of JBS S.A.
Information
concerning the principal business and principal address of JBS S.A., set
forth in Item 2 of this Statement, is incorporated herein by reference in
this Schedule IV.
|
|
|
José
Batista Júnior
|
Brazil
|
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode:
01452-000, Sao Paulo SP Brasil
|
Director
of JBS S.A.
Information
concerning the principal business and principal address of JBS S.A., set
forth in Item 2 of this Statement, is incorporated herein by reference in
this Schedule IV.
|
|
|
Wesley
Mendonça Batista
|
Brazil
|
JBS
USA Holdings, Inc.
1770
Promontory Circle
Greeley,
Colorado 80634
|
Chief
Executive Officer of JBS USA Holdings, Inc.
Information
concerning the principal business and principal address of JBS USA
Holdings, Inc., set forth in Item 2 of this Statement, is incorporated
herein by reference in this Schedule IV.
|
|
|
Marcus
Vinicius Pratini de Moraes
|
Brazil
|
Rua
do Pesseio, # 70, 12th
Floor, room 1203
Centro,
CEP 20021-290
Rio
de Janeiro, RJ Brasil
|
Director
of JBS S.A.
Information
concerning the principal business and principal address of JBS S.A., set
forth in Item 2 of this Statement, is incorporated herein by reference in
this Schedule IV.
|
|
|
Wagner
Pinheiro de Oliveira
|
Brazil
|
Petróleo
Brasileiro S.A.
Avenida
República do Chile, n 65,
Centro
CEP 20031-912
Rio
de Janeiro, RJ Brasil.
|
President
of Petros – Petrobras’ Foundation of Social Security. The
principal business in Petrobras is the development of energy
resources. Petrobras’ principal address is: Avenida República
do Chile, n 65, Centro
CEP
20031-912, Rio de Janeiro, RJ
Brasil.
|
Page 36
of 39 Pages
EXECUTIVE
OFFICERS
|
Name
|
Citizenship
|
Residence
or Business Address
|
Present
Principal Occupation or Employment and Name, Principal Business and
Principal Address of Organization In Which Employment Is
Conducted
|
|
|
Joesley
Mendonça Batista
|
Brazil
|
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode:
01452-000, Sao Paulo SP Brasil
|
Chief
Executive Officer of JBS S.A.
Information
concerning the principal business and principal address of JBS S.A., set
forth in Item 2 of this Statement, is incorporated herein by reference in
this Schedule IV.
|
|
|
Wesley
Mendonça Batista
|
Brazil
|
JBS
USA Holdings, Inc.
1770
Promontory Circle
Greeley,
Colorado 80634
|
Chief
Executive Officer of JBS USA Holdings, Inc.
Information
concerning the principal business and principal address of JBS USA
Holdings, Inc., set forth in Item 2 of this Statement, is incorporated
herein by reference in this Schedule IV.
|
|
|
Francisco
de Assis e Silva
|
Brazil
|
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode:
01452-000, Sao Paulo SP Brasil
|
Legal
Director of JBS S.A.
Information
concerning the principal business and principal address of JBS S.A., set
forth in Item 2 of this Statement, is incorporated herein by reference in
this Schedule IV.
|
|
|
Jeremiah
Alphonsus O’Callaghan
|
Brazil
|
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode:
01452-000, Sao Paulo SP Brasil
|
Director
of Investor Relations of JBS S.A.
Information
concerning the principal business and principal address of JBS S.A., set
forth in Item 2 of this Statement, is incorporated herein by reference in
this Schedule IV.
|
Page 37
of 39 Pages
SCHEDULE
V
Name,
business address and present principal occupation or
employment
of the directors and executive officers of
J&F
Participações S.A.
DIRECTORS
|
Name
|
Citizenship
|
Residence
or Business Address
|
Present
Principal Occupation or Employment and Name, Principal Business and
Principal Address of Organization In Which Employment Is
Conducted
|
|
|
José
Batista Sobrinho
|
Brazil
|
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode
01452-000 Sao Paulo SP Brasil
|
Director
of JBS S.A.
Information
concerning the principal business and principal address of JBS S.A., set
forth in Item 2 of this Statement, is incorporated herein by reference in
this Schedule V.
|
|
|
Flora
Mendonça Batista
|
Brazil
|
J&F
Participações S.A.
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode
01452-000 Sao Paulo SP Brasil
|
Director
of JBS Participações S.A.
Information
concerning the principal business and principal address of JBS
Participações S.A., set forth in Item 2 of this Statement, is incorporated
herein by reference in this Schedule
V.
|
EXECUTIVE
OFFICERS
|
Name
|
Citizenship
|
Residence
or Business Address
|
Present
Principal Occupation or Employment and Name, Principal Business and
Principal Address of Organization In Which Employment Is
Conducted
|
|
|
José
Batista Sobrinho
|
Brazil
|
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode
01452-000 Sao Paulo SP Brasil
|
Director
of JBS S.A.
Information
concerning the principal business and principal address of JBS S.A., set
forth in Item 2 of this Statement, is incorporated herein by reference in
this Schedule V.
|
|
|
Flora
Mendonça Batista
|
Brazil
|
J&F
Participações S.A.
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode
01452-000 Sao Paulo SP Brasil
|
Director
of JBS Participações S.A.
Information
concerning the principal business and principal address of JBS
Participações S.A., set forth in Item 2 of this Statement, is incorporated
herein by reference in this Schedule V.
|
|
|
Joesley
Mendonça Batista
|
Brazil
|
Av.
Brigadeiro Feria Lima, 2391, 2 andar conjunto 22, sala 2, postcode:
01452-000, Sao Paulo SP Brasil
|
Chief
Executive Officer of JBS S.A.
Information
concerning the principal business and principal address of JBS S.A., set
forth in Item 2 of this Statement, is incorporated herein by reference in
this Schedule V.
|
Page 38
of 39 Pages
EXHIBIT
INDEX
|
Exhibit
Number
|
Exhibit
Name
|
|
Exhibit
1
|
Joint
Filing Agreement, dated as of January 7, 2010, among the Reporting
Persons
|
|
Exhibit
2
|
Stock
Purchase Agreement, dated as of September 16, 2009, between Pilgrim’s
Pride Corporation and JBS USA Holdings, Inc. (incorporated by reference to
Exhibit 2.1 to the Issuer’s Form 8-K filed with the Securities and
Exchange Commission on September 18, 2009)
|
|
Exhibit
3
|
Amended
Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code (As
Modified) dated December 8, 2009 (incorporated by reference to Exhibit
99.1 to the Issuer’s Form 8-K filed with the Securities and Exchange
Commission on December 10, 2009)
|
|
Exhibit
4
|
Stockholders
Agreement, dated as of December 28, 2009, between Pilgrim’s Pride
Corporation and JBS USA Holdings, Inc. (incorporated by reference to
Exhibit 4.1 to the Issuer’s Form 8-A filed with the Securities and
Exchange Commission on December 28, 2009)
|
|
Exhibit
5
|
Amended
and Restated Certificate of Incorporation of Pilgrim’s Pride
Corporation, filed with the Secretary of State of the State of Delaware on
December 28, 2009 (incorporated by reference to Exhibit 3.1 to the
Issuer’s Form 8-A filed with the Securities and Exchange Commission on
December 28, 2009)
|
|
Exhibit
6
|
Amended
and Restated Corporate Bylaws of Pilgrim’s Pride Corporation, effective as
of December 28, 2009 (incorporated by reference to Exhibit 3.2 to the
Issuer’s Form 8-A filed with the Securities and Exchange Commission on
December 28, 2009)
|
|
Exhibit
7
|
Powers
of Attorney for the Reporting
Persons
|
Page 39 of 39 Pages
EXHIBIT
1
JOINT
FILING AGREEMENT
The
undersigned hereby agree that the Statement on Schedule 13D, dated January 7,
2010, with respect to the Common Stock, par value $.01 per share, of Pilgrim’s
Pride Corporation is, and any amendments thereto executed by each of us shall
be, filed on behalf of each of us pursuant to and in accordance with the
provisions of Rule 13d-1(k)(1) under the Securities and Exchange Act of 1934, as
amended, and that this Agreement shall be included as an Exhibit to the Schedule
13D and each such amendment. Each of the undersigned agrees to be
responsible for the timely filing of the Schedule 13D and any amendments
thereto, and for the completeness and accuracy of the information concerning
itself contained therein. This Agreement may be executed in any
number of counterparts, all of which taken together shall constitute one and the
same instrument.
IN
WITNESS WHEREOF, the undersigned have executed this Agreement as of the 7th day of
January, 2010.
|
JBS
USA HOLDINGS, INC.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
JBS
HUNGARY HOLDINGS KFT
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
JBS
GLOBAL A/S
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
JBS
S.A.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
Page 1 of
4 Pages
|
ZMF
FUNDO DE INVESTIMENTO EM PARTICIPAÇÕES
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
J&F
PARTICIPAÇÕES S.A.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
JJBJ
PARTICIPAÇÕES LTDA.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
JJMB
PARTICIPAÇÕES LTDA.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
VLBM
PARTICIPAÇÕES LTDA.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
VNBM
PARTICIPAÇÕES LTDA.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
|
VVMB
PARTICIPAÇÕES LTDA.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
Page 2 of
4 Pages
|
WWMB
PARTICIPAÇÕES LTDA.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
ZMF
PARTICIPAÇÕES LTDA.
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
VIVIANNE
MENDONÇA BATISTA
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
JOESLEY
MENDONÇA BATISTA
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
WESLEY
MENDONÇA BATISTA
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
VANESSA
MENDONÇA BATISTA
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
VALÉRIA
BATISTA MENDONÇA RAMOS
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
JOSÉ
BATISTA JÚNIOR
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
Page 3 of
4 Pages
|
FLORA
MENDONÇA BATISTA
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in Fact
|
|
JOSÉ
BATISTA SOBRINHO
|
|
|
By:
/s/ Christopher Gaddis
|
|
|
Name:
Christopher Gaddis
|
|
|
Title:
Attorney in
Fact
|
Page 4 of 4 Pages
EXHIBIT
7
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the
Page 1 of
40 Pages
Company
assuming, any of the undersigned’s responsibilities to comply with Sections 16
or 13D of the Exchange Act of 1934, as applicable.
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| JBS USA Holdings, Inc. | ||||
| By | /s/ Wesley Mendonca Batista | |||
| Its | ||||
Page 2 of
40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 3 of
40 Pages
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| JBS Hungary Holdings KFT | ||||
| By | /s/ Joesley Mendonca Batista | |||
| Its | ||||
Page 4 of
40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 5 of
40 Pages
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| JBS Global A/S | ||||
| By | /s/ Joesley Mendonca Batista | |||
| Its | ||||
Page 6 of
40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 7 of
40 Pages
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| JBS SA | ||||
| By | /s/ Joesley Mendonca Batista | |||
| Its | ||||
Page 8 of
40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 9 of
40 Pages
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| /s/ Director | ||||
| On behalf of ZMF Fundo de Investimento em Participacoes | ||||
Page 10
of 40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 11
of 40 Pages
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| J&F Participacoes S.A. | ||||
| By | /s/ Joesley Mendonca Batista | |||
| Its | ||||
Page 12
of 40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 13
of 40 Pages
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| /s/ Jose Batista Junior | ||||
|
Josa Batista Junior
On
behalf of JJBJ Participacoes LTDA
|
||||
Page 14
of 40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 15
of 40 Pages
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| /s/ Joesley Mendonca Batista | ||||
|
Joesley Mendonca Batista
On
behalf of JJMB Participaoes LTDA
|
||||
Page 16
of 40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 17
of 40 Pages
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| /s/ Valeria Batista Mendonca Ramos | ||||
|
Valeria
Batista Mendonca Ramos
On
behalf of VLBM Participacoes LTDA
|
||||
Page 18
of 40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 19
of 40 Pages
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| /s/ Vanessa Mendonca Batista | ||||
|
Vanessa
Mendonca Batista
On
behalf of VNBM Participacoes LTDA
|
||||
Page 20
of 40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 21
of 40 Pages
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| /s/ Vivianne Mendonca Batista | ||||
|
Vivianne
Mendonca Batista
On
behalf of VVMB Participacoes LTDA
|
||||
Page 22
of 40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 23
of 40 Pages
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| /s/ Wesley Mendonca Batista | ||||
|
Wesley
Mendonca Batista
On
behalf of WWMB Participacoes LTDA
|
||||
Page 24
of 40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 25
of 40 Pages
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| /s/ Vivianne Mendonca Batista | ||||
|
Vivianne Mendonca Batista
|
||||
Page 26
of 40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 27
of 40 Pages
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| /s/ Joesley Mendonca Batista | ||||
| Joesley Mendonca Batista | ||||
Page 28
of 40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 29
of 40 Pages
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| /s/ Wesley Mendonca Batista | ||||
|
Wesley Mendonca Batista
|
||||
Page 30
of 40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 31
of 40 Pages
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| /s/ Vanessa Mendonca Batista | ||||
|
Vanessa Mendonca Batista
|
||||
Page 32
of 40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 33
of 40 Pages
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| /s/ Valeria Batista Mendonca Ramos | ||||
|
Valeria Batista Mendonca Ramos
|
||||
Page 34
of 40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 35
of 40 Pages
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| /s/ Jose Batista Junior | ||||
|
Jose Batista Junior
|
||||
Page 36
of 40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
Page 37
of 40 Pages
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to the undersigned’s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| /s/ Flora Mendonca Batista | ||||
|
Flora Mendonca Batista
|
||||
Page 38
of 40 Pages
POWER OF
ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that
the undersigned does hereby constitute and appoint Christopher Gaddis the
undersigned’s true and lawful attorneys-in-fact to, as applicable:
|
(1)
|
execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer, director and/or ten-percent owner of Pilgrim’s Pride Corporation
(the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the “Exchange Act”)
and the rules thereunder, Schedule 13D in accordance with Section 13(d) of
the Exchange Act and the rules thereunder, a joint filing agreement in
accordance with Rule 13d-1(k)(1) under the Exchange Act, and any
amendments to the foregoing;
|
|
(2)
|
do
and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4
or 5, Schedule 13D or joint filing agreement, complete and execute any
amendment or amendments thereto, and timely file such form, schedule or
agreement with the United States Securities and Exchange Commission and
any stock exchange or similar authority;
and
|
|
(3)
|
take
any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact
may approve to such attorney-in-fact’s
discretion.
|
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Sections 16 or 13D of the Exchange
Act of 1934, as applicable.
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5 or Schedule 13D, as applicable, with
respect to
Page 39
of 40 Pages
the
undersigned’s holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
caused this Power of Attorney to be executed as of the 5th day of January,
2010.
| /s/ Jose Batista Sobrinho | ||||
|
Jose Batista Sobrinho
|
||||
Page 40 of 40 Pages