UNITED
STATES
SECURITIES
AND EXCHANGE
COMMISSION
WASHINGTON,
DC
20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
the
Securities
Exchange Act of
1934
Date
of
report (Date of earliest event reported): November 13, 2007
PILGRIM'S
PRIDE
CORPORATION
(Exact
Name of Registrant as Specified in its Charter)
|
Delaware
|
1-9273
|
75-1285071
|
|
(State or Other Jurisdiction
|
(Commission
|
(IRS
Employer
|
|
of Incorporation)
|
File
Number)
|
Identification
No.)
|
|
4845
US Hwy.
271 N.
|
|
|
Pittsburg,
Texas
|
75686-0093
|
|
(Address of Principal Executive Offices)
|
(ZIP
Code)
|
Registrant's
telephone number, including area code: (903)
434-1000
Not
Applicable
(Former
Name or Former Address, if Changed Since Last Report)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
|
q
|
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
|
|
q
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
q
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
|
|
q
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c)
|
Item
2.02. Results
of Operations and Financial
Condition.
The
information in this Item 2.02 and the Exhibit attached hereto shall not be
deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, nor shall it be deemed incorporated by reference in any filing under
the
Securities Act of 1933, except as shall be expressly set forth by specific
reference in such filing.
On
November 13, 2007, Pilgrim's Pride Corporation issued a press release reporting
a net
income of $33.2 million, or $0.50 per share, on record sales of $2.15 billion
for the fourth fiscal quarter ended September 29, 2007. These results
include a charge of $12.0 million, $7.1 million net of tax, or $0.11 per share,
related to the early extinguishment of debt incurred by the company in
connection with the calling of its 9 5/8% bonds in September. For the
fourth quarter of fiscal 2006, the company reported a net loss of $7.5 million,
or $0.11 per share, on total sales of $1.34 billion.
The press release is furnished as Exhibit 99.1 to this Form 8-K.
Item
9.01. Financial Statements and
Exhibits.
(c)
Exhibits
Exhibit
Number Description
99.1
Press Release dated November 13, 2007.
Signatures
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
PILGRIM'S
PRIDE CORPORATION
Date: November13, 2007 By:
/s/
Richard A
Cogdill
Richard A. Cogdill
Executive Vice President,
Chief Financial Officer,
Secretary
and Treasurer
Exhibit
Index
Exhibit
Number Description
99.1 Press
Release dated November 13, 2007.
Exhibit
99.1
PILGRIM'S
PRIDE CORPORATION REPORTS FINANCIAL RESULTS
FOR
FOURTH QUARTER OF FISCAL 2007
PITTSBURG,
Texas, November 13, 2007 – Pilgrim's Pride Corporation (NYSE: PPC), the world’s
largest chicken company, today reported net income of $33.2 million, or $0.50
per share, on record sales of $2.15 billion for the fourth fiscal quarter ended
September 29, 2007. These results include a charge of $12.0 million,
$7.1 million net of tax, or $0.11 per share, related to the early extinguishment
of debt incurred by the company in connection with the calling of its 9 5/8%
bonds in September. For the fourth quarter of fiscal 2006, the
company reported a net loss of $7.5 million, or $0.11 per share, on total sales
of $1.34 billion.
“Industry
fundamentals remained solid in the fourth quarter as strong export demand and
low cold-storage inventories helped sustain positive market pricing
trends. Our improved profitability compared to the prior-year period
resulted from higher market pricing for chicken products and an improved product
mix as we succeeded in upgrading some of our commodity-type meat into
higher-margin, value-added products,” said O.B. Goolsby Jr., Pilgrim’s Pride
president and chief executive officer. “In addition, our consumer
retail segment continued to post good growth as a result of increased
penetration of supermarket meat and deli cases and our growing role as a
category management partner.”
Despite
favorable industry fundamentals and the year-over-year improvement in
profitability, Mr. Goolsby acknowledged that the company’s earnings for the
fourth quarter were below its own expectations. He said operational
inefficiencies and higher fuel costs resulted in higher production and freight
costs during the quarter.
“Automation
will be a key focus of our capital investment program in fiscal
2008. We believe this investment, which includes labor-reducing
technology, will enable us to move more products through our plants efficiently
and help alleviate some of the recent issues related to a tight labor market
and
higher input costs,” Mr. Goolsby explained.
For
the
full 2007 fiscal year, the Company reported net income of $47.0 million, or
$0.71 per share, on record sales of $7.60 billion. Included in these
results were charges of $26.5 million, $15.8 million net of tax or $0.24 per
share, related to the early extinguishment of debt incurred by the Company
in
connection with the financing for the Gold Kist acquisition and in connection
with the calling of our 9 5/8% bonds in September. In fiscal 2006,
Pilgrim’s Pride reported a net loss of $34.2 million, or $0.51 per share, on
sales of $5.24 billion.
Conference
Call Information
A
conference call to discuss the Company's fourth-quarter results will be held
at
10 a.m. Central (11 a.m. Eastern) on November 13, 2007. To listen
live via telephone, call (877) 656-8906, verbal pass code
Pilgrim’s. The call will also be webcast live on the Internet at
http://www.videonewswire.com/event.asp?id=43815 (Please
copy and paste the link into the browser.)
Additionally,
the Company has posted a slide presentation on its website at http://www.pilgrimspride.com,
which may be viewed by listeners in connection with today’s conference
call. The webcast will be available for replay within two hours of
the conclusion of the call. A telephone replay will be available
beginning at approximately 2 p.m. (Central) on November 13 through November
20,
2007, at (877) 919-4059 pass code 59276220.
About
Pilgrim’s Pride
Pilgrim’s
Pride Corporation is the largest chicken company in the United States and Puerto
Rico and the second-largest in Mexico. Pilgrim’s Pride employs
approximately 55,500 people and operates 37 chicken processing and 12
prepared-foods facilities, with major operations in Texas, Alabama, Arkansas,
Florida, Georgia, Kentucky, Louisiana, North Carolina, Pennsylvania, South
Carolina, Tennessee, Virginia, West Virginia, Mexico and Puerto Rico as well
as
other facilities in Arizona, Iowa, Mississippi, Ohio and Utah.
Pilgrim's
Pride products are sold to foodservice, retail and frozen entree customers.
The
Company's primary distribution is through retailers, foodservice distributors
and restaurants throughout the United States and Puerto Rico and in the Northern
and Central regions of Mexico. For more information, please visit http://www.pilgrimspride.com.
Forward-Looking
Statements
Statements
contained in this press
release that state the intentions, plans, hopes, beliefs, anticipations,
expectations or predictions of the future of Pilgrim's Pride Corporation and
its
management, including as to the expected benefits and synergies associated
with
the acquisition of Gold Kist and changes in pricing, demand and market
conditions for chicken products and profitability, are forward-looking
statements. It is important to note that the actual results could differ
materially from those projected in such forward-looking
statements. Factors that could cause actual results to differ
materially from those projected in such forward-looking statements include:
matters affecting the poultry industry generally, including fluctuations in
the
commodity prices of feed ingredients, chicken and turkey; additional outbreaks
of avian influenza or other diseases, either in our own flocks or elsewhere,
affecting our ability to conduct our operations and/or demand for our poultry
products; contamination of our products, which has previously and can in the
future lead to product liability claims and product recalls; exposure to risks
related to product liability, product recalls, property damage and injuries
to
persons, for which insurance coverage is expensive, limited and potentially
inadequate; management of our cash resources, particularly in light of our
substantial leverage; restrictions imposed by, and as a result of, our
substantial leverage; changes in laws or regulations affecting our operations
or
the application thereof; new
immigration legislation or
increased enforcement efforts in connection with existing immigration
legislation that cause our costs of doing business to increase, cause us to
change the way in which we do business, or otherwise disrupt our operations;
competitive factors and pricing pressures or the loss of one or more of our
largest customers; inability to consummate, or effectively integrate, any
acquisition, including integrating our recent acquisition of Gold Kist, or
realize the associated cost savings and operating synergies currently
anticipated; currency exchange rate fluctuations, trade barriers, exchange
controls, expropriation and other risks associated with foreign operations;
disruptions in international markets and distribution channels; and the impact
of uncertainties of litigation as well as other risks described under "Risk
Factors" in our Annual Report on Form 10-K and subsequent filings with the
Securities and Exchange Commission. Pilgrim's Pride Corporation undertakes
no
obligation to update or revise publicly any forward-looking statements, whether
as a result of new information, future events or otherwise.
Contact: Gary
Rhodes
Vice
President, Corporate
Communications & Investor Relations
(903)
434-1495
PILGRIM'S
PRIDE CORPORATION
News
Release
November
13, 2007
Page
3
PILGRIM'S
PRIDE CORPORATION
Consolidated
Statements of Income
[In
thousands, except share and per share amounts]
|
Three
Months Ended
|
September
29, 2007
|
September
30, 2006
|
||||||
|
Net
sales
|
$ | 2,149,116 | $ | 1,338,398 | ||||
|
Cost
of sales
|
1,942,285
|
1,239,095
|
||||||
|
Gross
profit
|
206,831
|
99,303
|
||||||
|
Selling,
general and administrative
|
96,467
|
77,826
|
||||||
|
|
||||||||
|
Operating
income
|
110,364
|
21,477
|
||||||
|
|
||||||||
|
Other
expense (income):
|
||||||||
|
Interest
expense
|
31,627
|
12,199
|
||||||
|
Interest
income
|
(1,450 | ) | (1,620 | ) | ||||
|
Loss
on early extinguishment of debt
|
11,988
|
--
|
||||||
|
Foreign
exchange (gain) loss
|
128
|
(868 | ) | |||||
|
Miscellaneous,
net
|
772
|
(352 | ) | |||||
|
Total
other expenses, net
|
43,065
|
9,359
|
||||||
|
|
||||||||
|
Income
before income taxes
|
67,299
|
12,118
|
||||||
|
Income
tax expense
|
34,112
|
19,601
|
||||||
|
Net
income (loss)
|
$ | 33,187 | $ | (7,483 | ) | |||
|
|
||||||||
|
Net
income (loss) per common share
|
||||||||
|
-basic
and diluted
|
$ | 0.50 | $ | (0.11 | ) | |||
|
Dividends
declared per common share
|
$ | 0.0225 | $ | 0.0225 | ||||
|
Weighted
average shares outstanding
|
66,555,733
|
66,555,733
|
||||||
|
Fiscal
Year Ended
|
September
29, 2007
|
September
30, 2006
|
||||||
|
Net
sales
|
$ | 7,598,599 | $ | 5,235,565 | ||||
|
Cost
of sales
|
7,007,061
|
4,937,965
|
||||||
|
Gross
profit
|
591,538
|
297,600
|
||||||
|
Selling,
general and administrative
|
359,001
|
294,598
|
||||||
|
|
||||||||
|
Operating
income
|
232,537
|
3,002
|
||||||
|
|
||||||||
|
Other
expense (income):
|
||||||||
|
Interest
expense
|
125,757
|
50,601
|
||||||
|
Interest
income
|
(4,640 | ) | (10,048 | ) | ||||
|
Loss
on early extinguishment of debt
|
26,463
|
--
|
||||||
|
Foreign
exchange loss
|
1,378
|
144
|
||||||
|
Miscellaneous,
net
|
(8,028 | ) | (1,378 | ) | ||||
|
Total
other expenses, net
|
140,930
|
39,319
|
||||||
|
|
||||||||
|
Income
(loss) before income taxes
|
91,607
|
(36,317 | ) ) | |||||
|
Income
tax expense (benefit)
|
44,590
|
(2,085 | ) | |||||
|
Net
income (loss)
|
$ | 47,017 | $ | (34,232 | ) | |||
|
|
||||||||
|
Net
income (loss) per common share
|
||||||||
|
-basic
and diluted
|
$ | 0.71 | $ | (0.51 | ) | |||
|
Dividends
declared per common share
|
$ | 0.090 | $ | 1.090 | ||||
|
Weighted
average shares outstanding
|
66,555,733
|
66,555,733
|
||||||
PILGRIM'S
PRIDE CORPORATION
News
Release
November
13, 2007
Page
4
PILGRIM'S
PRIDE CORPORATION
Condensed
Consolidated Balance Sheets
[In
thousands]
|
|
|
September 29, 2007
|
|
September 30, 2006
|
|||
|
ASSETS
|
|
|
|
|
|
|
|
|
Current
Assets:
|
|||||||
|
Cash
and cash equivalents
|
|
$
|
66,168
|
|
$
|
156,404
|
|
|
Investments
in available for sale securities
|
|
|
8,153
|
|
|
21,246
|
|
|
Other
current assets
|
|
|
1,210,013
|
|
|
928,024
|
|
|
Total
Current Assets
|
|
|
1,284,334
|
|
|
1,105,674
|
|
|
Investments
in Available for Sale Securities
|
46,035
|
115,375
|
|||||
|
Other
Assets
|
|
|
138,546
|
|
|
50,825
|
|
|
Goodwill
|
|
|
505,166
|
|
|
--
|
|
|
Property,
Plant and Equipment, net
|
|
|
1,800,155
|
|
|
1,154,994
|
|
|
|
|
|
|
|
|
|
|
|
Total
Assets
|
|
$
|
3,774,236
|
|
$
|
2,426,868
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
|
|
|
|
|
|
|
|
Current
Liabilities:
|
|||||||
|
Current
maturities of long-term debt
|
|
$
|
2,872
|
|
$
|
10,322
|
|
|
Other
current liabilities
|
|
|
902,330
|
|
|
566,515
|
|
|
Total
Current Liabilities
|
|
|
905,202
|
|
|
576,837
|
|
|
Long-Term
Debt, Less Current Maturities
|
|
|
1,318,558
|
|
|
554,876
|
|
|
Deferred
Income Taxes
|
|
|
326,570
|
|
|
175,869
|
|
|
Other
Long-Term Liabilities
|
|
|
49,785
|
|
|
--
|
|
|
Minority
Interest in Subsidiary
|
|
|
1,900
|
|
|
1,958
|
|
|
Commitments
and Contingencies
|
--
|
--
|
|||||
|
Total
Stockholders' Equity
|
|
|
1,172,221
|
|
|
1,117,328
|
|
|
|
|
|
|
|
|
|
|
|
Total
Liabilities and Stockholders' Equity
|
|
$
|
3,774,236
|
|
$
|
2,426,868
|
|
|
|
|
|
|
|
|
|
|
PILGRIM'S
PRIDE CORPORATION
News
Release
November
13, 2007
Page
5
|
Pilgrim's
Pride Corporation
Pro
forma Financial Information
(Unaudited)
(In
thousands except per share amounts)
The
unaudited pro forma financial information has been presented as if
the
acquisition of Gold Kist Inc. had occurred as of the beginning of
the
fiscal year presented.
|
|
||||||
|
|
|
|
|
||||
|
Three
Months Ended
|
|
|
September 29, 2007
|
September 30, 2006
|
|||
|
|
|
|
(Actual)
|
(Pro
forma)
|
|
||
|
|
|
|
|
|
|
|
|
|
Net
sales
|
|
$
|
2,149,116
|
|
$
|
1,880,746
|
|
|
Depreciation
and amortization
|
|
$
|
55,352
|
|
$
|
56,797
|
|
|
Operating
income
|
|
$
|
110,364
|
$
|
27,812
|
||
|
Interest
expense, net
|
|
$
|
43,615
|
|
$
|
31,378
|
|
|
Income
tax expense
|
|
$
|
34,112
|
$
|
15,569
|
||
|
Net
income (loss)
|
|
$
|
33,187
|
$
|
(16,818)
|
||
|
Net
income (loss) per common share
|
|
$
|
0.50
|
$
|
(0.25)
|
||
|
Weighted
average shares outstanding
|
|
|
66,555,733
|
|
|
66,555,733
|
|
|
|
|
||||||
|
|
|
|
|
||||
|
Fiscal
Year Ended
|
|
|
September 29, 2007
|
|
|
September
30, 2006
|
|
|
|
|
|
(Pro
forma)
|
|
|
(Pro
forma)
|
|
|
|
|
|
|
|
|
|
|
|
Net
sales
|
|
$
|
8,126,409
|
|
$
|
7,352,018
|
|
|
Depreciation
and amortization
|
|
$
|
228,239
|
|
$
|
220,806
|
|
|
Operating
income (loss)
|
|
$
|
200,000
|
$
|
(46,286
|
)
|
|
|
Interest
expense, net
|
|
$
|
158,926
|
|
$
|
125,314
|
|
|
Income
tax expense (benefit)
|
|
$
|
23,125
|
$
|
(51,541
|
)
|
|
|
Net
income (loss)
|
|
$
|
11,561
|
$
|
(113,900
|
)
|
|
|
Net
income (loss) per common share
|
|
$
|
0.17
|
$
|
(1.71
|
)
|
|
|
Weighted
average shares outstanding
|
|
|
66,555,733
|
|
|
66,555,733
|
|
PILGRIM'S
PRIDE CORPORATION
News
Release
November
13, 2007
Page
6
Selected
Financial Information (in
thousands)
(Unaudited)
Note: “EBITDA”
is defined as the sum of the net income (loss) plus interest, taxes,
depreciation and amortization. EBITDA is presented because it is used
by us, and we believe it is frequently used by securities analysts, investors
and other interested parties, in addition to and not in lieu of Generally
Accepted Accounting Principles (GAAP) results, to compare the performance of
companies. EBITDA is not a measurement of financial performance under
GAAP and should not be considered as an alternative to cash flow from operating
activities or as a measure of liquidity or an alternative to net income as
indicators of our operating performance or any other measures of performance
derived in accordance with GAAP. EBITDA is calculated as
follows:
|
Three
Months Ended
|
September
29, 2007
|
September
30, 2006
|
|||
|
Net
Income (Loss)
|
$
|
33,187
|
$
|
(7,483)
|
|
|
Add:
|
|||||
|
Income
tax expense
|
34,112
|
19,601
|
|||
|
Interest
expense, net
|
30,177
|
10,579
|
|||
|
Depreciation
and amortization
|
52,908
|
35,082
|
|||
|
Minus:
|
|||||
|
Amortization
of capitalized financing costs
|
3,621
|
572
|
|||
|
EBITDA
|
$
|
146,763
|
$
|
57,207
|
|
|
Add:
|
|||||
|
Loss
on early extinguishment of debt
|
11,988
|
--
|
|||
|
EBITDA
- Adjusted
|
158,751
|
57,207
|
|||
|
Capital
Expenditures
|
$
|
36,163
|
$
|
42,568
|
|
Fiscal
Year Ended
|
September
29, 2007
|
September
30, 2006
|
|||
|
Net
Income (Loss)
|
$
|
47,017
|
$
|
(34,232)
|
|
|
Add:
|
|||||
|
Income
tax expense
|
44,590
|
(2,085)
|
|||
|
Interest
expense, net
|
121,117
|
40,553
|
|||
|
Depreciation
and amortization
|
198,586
|
135,133
|
|||
|
Minus:
|
|||||
|
Amortization
of capitalized financing costs
|
6,554
|
2,606
|
|||
|
EBITDA
|
$
|
404,756
|
$
|
136,763
|
|
|
Add:
|
|||||
|
Loss
on early extinguishment of debt
|
26,463
|
--
|
|||
|
EBITDA
- Adjusted
|
431,219
|
136,763
|
|||
|
Capital
Expenditures
|
$
|
172,323
|
$
|
143,882
|
|
Note: We
have included EBITDA-Adjusted to exclude losses on early extinguishment of
debt
in fiscal 2007, as we believe investors may be interested in our EBITDA
excluding this item as this is how our management analyzes EBITDA from
continuing operations.