UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
PILGRIM'S PRIDE CORPORATION
(Name of Issuer)
CLASS A COMMON STOCK
CLASS B COMMON STOCK
(Title of Class of Securities)
721467207 - Class A Common Stock
721467108 - Class B Common Stock
(CUSIP Numbers)
James P. O'Donnell Guy Lawson
Executive Vice President, Chief Financial McGrath North Mullin
Officer and Corporate Secretary & Kratz, PC LLO
ConAgra Foods, Inc. Suite 3700 First National Tower
One ConAgra Drive 1601 Dodge Street
Omaha, NE 68102 Omaha, NE 68102
(402) 595-4000 (402) 341-3070
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 24, 2003
(Date of Event which Requires Filing of this Statement)
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 Rule 13d-1(e), 13d-1(f) or 13d-1(g) check the following box
[ ].
* 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.
CUSIP No. 721467207 Page 2 of 4
CUSIP No. 721467108
1) Names of Reporting Persons: I.R.S. Identification No. of Above
Person:
ConAgra Foods, Inc. 47-0248710
2) Check the Appropriate Box if a Member of a Group:
(a)
(b)
3) SEC Use Only:
4) Source of Funds (See Instructions):
00
5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e):
6) Citizenship or Place of Organization:
Delaware
Class A Class B
Common Stock Common Stock
Number of Shares (7) Sole Voting Power: 0 0
Beneficially (8) Shared Voting Power: 0 0
Owned by Each (9) Sole Dispositive Power: 0 0
Reporting Person (10) Shared Dispositive Power: 0 0
With
11) Aggregate Amount Beneficially Owned by Each Reporting Person:
0 shares - Class A Common Stock
0 shares - Class B Common Stock
12) Check Box if the Aggregate Amount in Row (11) Excludes Certain
Shares (See Instructions):
13) Percent of Class Represented by Amount in Row (11):
0% - Class A Common Stock
0% - Class B Common Stock
14) Type of Reporting Person (See Instructions):
CO
CUSIP No. 721467207 Page 3 of 4
CUSIP No. 721467108
ConAgra Foods, Inc. ("ConAgra Foods") makes this filing to amend certain
information previously reported by ConAgra Foods. This filing constitutes
Amendment No. 1 to the Statement on Schedule 13D of ConAgra Foods ("Amendment
No. 1"). ConAgra Foods amends such prior Schedule 13D reports with respect to
the Class A Common Stock, par value $.01 per share (the "Class A Common Stock"),
and the Class B Common Stock, par value $.01 per share (the "Class B Common
Stock"), of Pilgrim's Pride Corporation ("Pilgrim's Pride") by adding the
following information to the items indicated:
ITEM 4. PURPOSE OF TRANSACTION.
On November 24, 2003, Pilgrim's Pride acquired the chicken business (the
"Acquired Business") of ConAgra Foods through the acquisition (the
"Acquisition") contemplated by the Stock Purchase Agreement, dated as of June 7,
2003, as amended, between ConAgra Foods and Pilgrim's Pride (the "Purchase
Agreement"). The Acquired Business was wholly-owned by ConAgra Foods. In the
Acquisition, ConAgra Foods received cash and shares of Common Stock, par value
$.01 per share (the "Common Stock"), of Pilgrim's Pride, pursuant to the terms
and conditions described in the Purchase Agreement.
On November 21, 2003, Pilgrim's Pride reclassified its Class A Common Stock
and Class B Common Stock into the Common Stock. The Common Stock issued to
ConAgra Foods pursuant to the Purchase Agreement is entitled to one vote per
share.
Following the closing of the Acquisition, ConAgra Foods may no longer be
deemed to be the beneficial owner of the shares of Class A Common Stock and
Class B Common Stock.
All references to and descriptions of the Purchase Agreement are qualified
in their entirety by reference to a copy of the Purchase Agreement, previously
filed with this Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
Following the closing of the Acquisition, ConAgra Foods may no longer be
deemed to be the beneficial owner of the shares of Class A Common Stock and
Class B Common Stock.
CUSIP No. 721467207 Page 4 of 4
CUSIP No. 721467108
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the above information set forth in this Amendment No. 1 is true,
complete and correct.
DATED this 24th day of November, 2003.
CONAGRA FOODS, INC.
By: /s/ J.P. O'Donnell
------------------------------
J.P. O'Donnell
Executive Vice President,
Chief Financial Officer and
Corporate Secretary