UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): December 17, 2012
PILGRIM'S PRIDE
CORPORATION
(Exact Name of registrant as specified
in its charter)
| Delaware | 1-9273 | 75-1285071 | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 1770 Promontory Circle | ||
| Greeley, CO | 80634-9038 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (970) 506-8000
Not Applicable
(Former name or former address, if changed since last
report.)
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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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| o |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| o |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule; Transfer of Listing
On December 17, 2012, Pilgrim’s Pride Corporation (“PPC”) provided written notice to the New York Stock Exchange (“NYSE”) that PPC expects to voluntarily delist from the NYSE at the close of trading on December 27, 2012, and intends to transfer its listing to the NASDAQ Global Select Market (“NASDAQ”) to commence trading on the next business day, December 28, 2012. PPC’s common stock has been approved for listing on NASDAQ, and will continue to trade under the stock symbol “PPC”.
A copy of the press release issued by PPC in connection with its move from the NYSE to NASDAQ is attached here to as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| Exhibit 99.1 | Press release dated December 17, 2012 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PILGRIM'S PRIDE CORPORATION | |||||||
| Date: | December 17, 2012 | By: | /s/ Fabio Sandri | ||||
| Fabio Sandri | |||||||
| Chief Financial Officer | |||||||
Exhibit Index
| Exhibit 99.1 | Press release dated December 17, 2012 |
PILGRIM’S PRIDE CORPORATION TO SWITCH STOCK EXCHANGE LISTING TO NASDAQ
Company's Ticker Symbol to Remain ‘PPC’
GREELEY, Colo., December 17, 2012 /Globenewswire/ -- Pilgrim’s Pride Corporation (NYSE: PPC) today announced that it will voluntarily transfer its stock exchange listing from The New York Stock Exchange to The NASDAQ Global Select Market, an exchange of The NASDAQ OMX Group Inc. (Nasdaq: NDAQ). The Company currently expects that its common stock will commence trading on the NASDAQ on December 28, 2012 and will continue to be listed under the ticker symbol "PPC."
"As part of our effort to reduce costs and optimize value for our stockholders, we determined that the move to NASDAQ will provide our stockholders the most cost-effective services available in the market today." said William Lovette, President and CEO of Pilgrim’s Pride. “This decision is one more step supporting our vision of becoming the best managed and most respected company in the industry.”
“We are thrilled to welcome Pilgrim’s Pride Corporation to NASDAQ’s family of listed companies, which represent the world’s largest and most innovative brands,” said Bruce Aust, Executive Vice President, NASDAQ OMX. “Pilgrim’s is a wonderful company with a great product and we look forward to supporting Pilgrim’s Pride and its stockholders through our partnership in the years to come.”
About Pilgrim’s Pride
Pilgrim’s employs approximately 38,000 people and operates chicken processing plants and prepared-foods facilities in 12 states, Puerto Rico and Mexico. The Company’s primary distribution is through retailers and foodservice distributors. For more information, please visit http://www.pilgrims.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 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; the ability to execute the Company’s business plan to achieve desired cost savings and profitability; the ability of the Company to achieve the anticipated synergistic gains from the sale of its common stock to JBS USA Holdings, Inc; the ability of the Company to reopen its idled facilities in the manner and on the time schedule planned due to, among other things, the Company’s dependence on commodity prices and economic conditions; future pricing for feed ingredients and the Company’s products; additional outbreaks of avian influenza or other diseases, either in Pilgrim’s Pride’s flocks or elsewhere, affecting its ability to conduct its operations and/or demand for its poultry products; contamination of Pilgrim’s Pride’s 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 cash resources, particularly in light of Pilgrim’s Pride’s substantial leverage; restrictions imposed by, and as a result of, Pilgrim’s Pride’s substantial leverage; changes in laws or regulations affecting Pilgrim’s Pride’s operations or the application thereof; new immigration legislation or increased enforcement efforts in connection with existing immigration legislation that cause the costs of doing business to increase, cause Pilgrim’s Pride to change the way in which it does business, or otherwise disrupt its operations; competitive factors and pricing pressures or the loss of one or more of Pilgrim’s Pride’s largest customers; currency exchange rate fluctuations, trade barriers, exchange controls, expropriation and other risks associated with foreign operations; disruptions in international markets and distribution channel, including exports into Russia, the anti-dumping proceeding in Ukraine and the anti-dumping and countervailing duty proceeding in China; and the impact of uncertainties of litigation as well as other risks described under “Risk Factors” in the Company’s 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. In addition, Pilgrim’s Pride cannot assure that it will be successful in completing the rights offering on the terms outlined in this press release or otherwise.
| Contact : | Rosemary Geelan | |
| Investor Relations | ||
| (970) 506 -8192 | ||
| Rosemary.geelan@pilgrims.com |
SOURCE: Pilgrim’s Pride Corporation