UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): July 30, 2014
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.)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o 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 2.02. Results of Operations and Financial Condition.
On July 30, 2014 the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit 99.1 Press release dated July 30, 2014
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: July 30, 2014 | /s/ Fabio Sandri | |
Fabio Sandri | ||
Chief Financial Officer | ||
Exhibit Index
Exhibit 99.1 Press release dated July 30, 2014
Pilgrim’s Pride Reports EBITDA of $338.6 Million and 15.5% EBITDA Margin, or 28% Growth Year over Year
GREELEY, Colo., July 30, 2014 - Pilgrim’s Pride Corporation (NASDAQ: PPC) reported second quarter 2014 earnings with Net Sales of $2.19 billion, Earnings Before Interest, Taxes, Depreciation and Amortization ("EBITDA") of $338.6 million, and Net Income of $190.4 million, resulting in Earnings Per Share of $0.73 for the quarter. These results compare to $2.18 billion of Net Sales, $264.6 million of EBITDA and Net Income of $190.7 million, or Earnings Per Share of $0.74 for the second quarter of 2013.
"Our efforts this quarter have been directed squarely towards the goals we defined in our strategy," stated Bill Lovette, Chief Executive Officer of Pilgrim's. "We outlined four distinct growth opportunities, and each undertaking we've pursued has been consistent with those opportunities. We have directed our capital spending towards leveraging our existing assets and growing our value added exports, sought out accretive acquisitions, and have expanded our presence in the Mexican chicken market. Between the improvements in our operations, the Veracruz project and our recently announced acquisition in Mexico, we believe we are delivering on our commitment to improve shareholder value."
"The margin strength we've demonstrated has been generated by capturing improvements in cost and sales mix, all rooted in operational excellence. This year we have found significant savings through our zero based budgeting process, and even now are identifying even more areas where we can drive efficiencies. Our team members are driven to be the best in class and produce results that will result in long term, profitable growth."
Conference Call Information
A conference call to discuss Pilgrim’s quarterly results will be held tomorrow, July 31, at 7:00 a.m. MDT (9 a.m. EDT). Participants are encouraged to pre-register for the conference call using the link below. Callers who pre-register will be given a unique PIN to gain immediate access to the call and bypass the live operator. Participants may pre-register at any time, including up to and after the call start time.
To pre-register, go to: http://services.choruscall.com/links/ppc140731.html
You may also reach the pre-registration link by logging in through the investor section of our website at www.pilgrims.com and clicking on the link under “Upcoming Events.”
For those who would like to join the call but have not pre-registered, access is available by dialing +1 (877) 270-2148 within the US or +1 (412) 902-6510 internationally and requesting the “Pilgrim’s Pride Conference.” Please note that to submit a question to management during the call, you must be logged in via telephone.
Replays of the conference call will be available on Pilgrim’s website approximately two hours after the call concludes and can be accessed through the “Investor” section of www.pilgrims.com. The webcast will be available for replay through October 30, 2014.
About Pilgrim’s Pride
Pilgrim’s Pride Corporation employs approximately 35,500 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.
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 considered forward-looking statements. It is important to note that 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; future pricing for feed ingredients and the Company’s products; 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; restrictions imposed by, and as a result of, Pilgrim’s Pride’s 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 anti-dumping proceedings and countervailing duty proceedings; 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.
Contact: | Rosemary Raysor |
Pilgrim's Pride Corp Investor Relations | |
rosemary.raysor@pilgrims.com | |
(970) 506 8192 | |
www.pilgrims.com | |
PILGRIM’S PRIDE CORPORATION | ||||||||
CONDENSED CONSOLIDATED BALANCE SHEETS | ||||||||
June 29, 2014 | December 29, 2013 | |||||||
(Unaudited) | ||||||||
(In thousands) | ||||||||
Cash and cash equivalents | $ | 527,412 | $ | 508,206 | ||||
Investment in available-for-sale securities | — | 96,902 | ||||||
Trade accounts and other receivables, less allowance for doubtful accounts | 404,866 | 376,678 | ||||||
Account receivable from JBS USA, LLC | 4,376 | 2,388 | ||||||
Inventories | 837,333 | 808,832 | ||||||
Income taxes receivable | — | 64,868 | ||||||
Current deferred tax assets | 2,227 | 2,227 | ||||||
Prepaid expenses and other current assets | 82,066 | 61,848 | ||||||
Assets held for sale | 5,415 | 7,033 | ||||||
Total current assets | 1,863,695 | 1,928,982 | ||||||
Deferred tax assets | 87,544 | 18,921 | ||||||
Other long-lived assets | 31,664 | 40,163 | ||||||
Identified intangible assets, net | 29,654 | 32,525 | ||||||
Property, plant and equipment, net | 1,173,868 | 1,151,811 | ||||||
Total assets | $ | 3,186,425 | $ | 3,172,402 | ||||
Accounts payable | $ | 387,466 | $ | 370,360 | ||||
Account payable to JBS USA, LLC | 4,632 | 3,934 | ||||||
Accrued expenses and other current liabilities | 290,859 | 283,355 | ||||||
Income taxes payable | 120,846 | — | ||||||
Current deferred tax liabilities | 15,622 | 15,515 | ||||||
Current maturities of long-term debt | 257 | 410,234 | ||||||
Total current liabilities | 819,682 | 1,083,398 | ||||||
Long-term debt, less current maturities | 502,039 | 501,999 | ||||||
Deferred tax liabilities | — | 13,944 | ||||||
Other long-term liabilities | 90,205 | 80,459 | ||||||
Total liabilities | 1,411,926 | 1,679,800 | ||||||
Common stock | 2,590 | 2,590 | ||||||
Additional paid-in capital | 1,655,496 | 1,653,119 | ||||||
Retained earnings (accumulated deficit) | 168,321 | (120,156 | ) | |||||
Accumulated other comprehensive loss | (55,179 | ) | (45,735 | ) | ||||
Total Pilgrim’s Pride Corporation stockholders’ equity | 1,771,228 | 1,489,818 | ||||||
Noncontrolling interest | 3,271 | 2,784 | ||||||
Total stockholders’ equity | 1,774,499 | 1,492,602 | ||||||
Total liabilities and stockholders’ equity | $ | 3,186,425 | $ | 3,172,402 | ||||
PILGRIM’S PRIDE CORPORATION | ||||||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF INCOME | ||||||||||||||||
(Unaudited) | ||||||||||||||||
Thirteen Weeks Ended | Twenty-Six Weeks Ended | |||||||||||||||
June 29, 2014 | June 30, 2013 | June 29, 2014 | June 30, 2013 | |||||||||||||
(In thousands, except per share data) | ||||||||||||||||
Net sales | $ | 2,186,816 | $ | 2,184,119 | $ | 4,204,881 | $ | 4,221,048 | ||||||||
Cost of sales | 1,837,341 | 1,901,611 | 3,640,300 | 3,820,106 | ||||||||||||
Gross profit | 349,475 | 282,508 | 564,581 | 400,942 | ||||||||||||
Selling, general and administrative expense | 48,607 | 44,099 | 93,808 | 88,091 | ||||||||||||
Administrative restructuring charges | 438 | 480 | 2,151 | 964 | ||||||||||||
Operating income | 300,430 | 237,929 | 468,622 | 311,887 | ||||||||||||
Interest expense, net of capitalized interest | 14,562 | 22,965 | 34,035 | 47,786 | ||||||||||||
Interest income | (992 | ) | (707 | ) | (1,803 | ) | (923 | ) | ||||||||
Foreign currency transaction loss (gain) | (1,819 | ) | 9,713 | (1,482 | ) | 2,089 | ||||||||||
Miscellaneous, net | (993 | ) | (717 | ) | (1,999 | ) | (722 | ) | ||||||||
Income before income taxes | 289,672 | 206,675 | 439,871 | 263,657 | ||||||||||||
Income tax expense | 99,227 | 15,884 | 151,239 | 18,638 | ||||||||||||
Net income | 190,445 | 190,791 | 288,632 | 245,019 | ||||||||||||
Less: Net income (loss) attributable to noncontrolling interests | 85 | 86 | 155 | (268 | ) | |||||||||||
Net income attributable to Pilgrim’s Pride Corporation | $ | 190,360 | $ | 190,705 | $ | 288,477 | $ | 245,287 | ||||||||
Weighted average shares of common stock outstanding: | ||||||||||||||||
Basic | 258,977 | 258,826 | 258,950 | 258,825 | ||||||||||||
Effect of dilutive common stock equivalents | 597 | 332 | 560 | 230 | ||||||||||||
Diluted | 259,574 | 259,158 | 259,510 | 259,055 | ||||||||||||
Net income attributable to Pilgrim's Pride Corporation per share of common stock outstanding: | ||||||||||||||||
Basic | $ | 0.73 | $ | 0.74 | $ | 1.11 | $ | 0.95 | ||||||||
Diluted | $ | 0.73 | $ | 0.74 | $ | 1.11 | $ | 0.95 | ||||||||
PILGRIM’S PRIDE CORPORATION AND SUBSIDIARIES | ||||||||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | ||||||||
(Unaudited) | ||||||||
Twenty-Six Weeks Ended | ||||||||
June 29, 2014 | June 30, 2013 | |||||||
(In thousands) | ||||||||
Cash flows from operating activities: | ||||||||
Net income | $ | 288,632 | $ | 245,019 | ||||
Adjustments to reconcile net income to cash provided by operating activities: | ||||||||
Depreciation and amortization | 76,521 | 75,939 | ||||||
Foreign currency transaction loss (gain) | (1,077 | ) | 1,338 | |||||
Accretion of bond discount | 228 | 228 | ||||||
Gain on property disposals | (1,139 | ) | (824 | ) | ||||
Gain on investment securities | (48 | ) | — | |||||
Share-based compensation | 2,377 | 1,603 | ||||||
Deferred income tax benefit | (79,619 | ) | — | |||||
Changes in operating assets and liabilities: | ||||||||
Trade accounts and other receivables | (29,702 | ) | (7,654 | ) | ||||
Inventories | (28,257 | ) | (579 | ) | ||||
Prepaid expenses and other current assets | (20,054 | ) | (15,114 | ) | ||||
Accounts payable, accrued expenses and other current liabilities | 24,918 | 7,097 | ||||||
Income taxes | 182,948 | 4,687 | ||||||
Deposits | — | 480 | ||||||
Long-term pension and other postretirement obligations | 94 | (2,149 | ) | |||||
Other operating assets and liabilities | 369 | 856 | ||||||
Cash provided by operating activities | 416,191 | 310,927 | ||||||
Cash flows from investing activities: | ||||||||
Acquisitions of property, plant and equipment | (90,814 | ) | (48,969 | ) | ||||
Purchases of investment securities | (37,000 | ) | — | |||||
Proceeds from sale or maturity of investment securities | 133,950 | — | ||||||
Proceeds from property disposals | 4,357 | 2,883 | ||||||
Cash provided by (used in) investing activities | 10,493 | (46,086 | ) | |||||
Cash flows from financing activities: | ||||||||
Proceeds from revolving line of credit | — | 505,600 | ||||||
Payments on revolving line of credit, long-term borrowings and capital lease obligations | (410,165 | ) | (758,251 | ) | ||||
Sale of subsidiary common stock | 332 | — | ||||||
Cash used in financing activities | (409,833 | ) | (252,651 | ) | ||||
Effect of exchange rate changes on cash and cash equivalents | 2,355 | (2,139 | ) | |||||
Increase (decrease) in cash and cash equivalents | 19,206 | 10,051 | ||||||
Cash and cash equivalents, beginning of period | 508,206 | 68,180 | ||||||
Cash and cash equivalents, end of period | $ | 527,412 | $ | 78,231 | ||||
“EBITDA” is defined as the sum of net income (loss) plus interest, taxes, depreciation and amortization. “Adjusted EBITDA” is defined as the sum of EBITDA plus restructuring charges, reorganization items and loss on early extinguishment of debt less net income attributable to noncontrolling interests. EBITDA is presented because it is used by management and we believe it is frequently used by securities analysts, investors and other interested parties, in addition to and not in lieu of results prepared in conformity with accounting principles generally accepted in the US (“GAAP”), to compare the performance of companies. We believe investors would be interested in our Adjusted EBITDA because this is how our management analyzes EBITDA. The Company also believes that Adjusted EBITDA, in combination with the Company’s financial results calculated in accordance with GAAP, provides investors with additional perspective regarding the impact of certain significant items on EBITDA and facilitates a more direct comparison of its performance with its competitors. EBITDA and Adjusted EBITDA are not measurements of financial performance under GAAP. They 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.
(UNAUDITED) | Thirteen Weeks Ended | Twenty-Six Weeks Ended | ||||||||||||||
June 29, 2014 | June 30, 2013 | June 29, 2014 | June 30, 2013 | |||||||||||||
(In thousands) | ||||||||||||||||
Net income from continuing operations | $ | 190,445 | 190,791 | $ | 288,632 | 245,019 | ||||||||||
Add: | ||||||||||||||||
Interest expense, net | 13,570 | 22,258 | 32,232 | 46,863 | ||||||||||||
Income tax expense (benefit) | 99,227 | 15,884 | 151,239 | 18,638 | ||||||||||||
Depreciation and amortization | 38,261 | 38,149 | 76,521 | 75,939 | ||||||||||||
Asset impairments | — | — | — | — | ||||||||||||
Minus: | ||||||||||||||||
Amortization of capitalized financing costs | 2,906 | 2,518 | 6,492 | 5,034 | ||||||||||||
EBITDA | 338,597 | 264,564 | 542,132 | 381,425 | ||||||||||||
Add: | ||||||||||||||||
Restructuring charges | 438 | 480 | 2,151 | 964 | ||||||||||||
Minus: | ||||||||||||||||
Net income (loss) attributable to noncontrolling interest | 85 | 86 | 155 | (268 | ) | |||||||||||
Adjusted EBITDA | $ | 338,950 | $ | 264,958 | $ | 544,128 | $ | 382,657 | ||||||||
The summary unaudited consolidated income statement data for the twelve months ended June 29, 2014 (the LTM Period) have been calculated by subtracting the applicable unaudited consolidated income statement data for the twenty-six weeks ended June 30, 2013 from the sum of (1) the applicable audited consolidated income statement data for the year ended December 29, 2013 and (2) the applicable unaudited consolidated income statement data for the twenty-six weeks ended June 29, 2014.
(UNAUDITED) | Thirteen Weeks Ended | Thirteen Weeks Ended | Thirteen Weeks Ended | Thirteen Weeks Ended | LTM Ended | |||||||||||||||
September 29, 2013 | December 29, 2013 | March 30, 2014 | June 29, 2014 | June 29, 2014 | ||||||||||||||||
(In thousands) | ||||||||||||||||||||
Net income from continuing operations | $ | 161,024 | $ | 143,670 | $ | 98,187 | $ | 190,445 | $ | 593,326 | ||||||||||
Add: | ||||||||||||||||||||
Interest expense, net | 19,842 | 18,176 | 18,662 | 13,570 | 70,250 | |||||||||||||||
Income tax expense (benefit) | 5,578 | 11 | 52,012 | 99,227 | 156,828 | |||||||||||||||
Depreciation and amortization | 37,914 | 36,670 | 38,260 | 38,261 | 151,105 | |||||||||||||||
Asset impairments | 361 | — | — | — | 361 | |||||||||||||||
Minus: | ||||||||||||||||||||
Amortization of capitalized financing costs | 2,204 | 2,069 | 3,586 | 2,906 | 10,765 | |||||||||||||||
EBITDA | 222,515 | 196,458 | 203,535 | 338,597 | 961,105 | |||||||||||||||
Add: | ||||||||||||||||||||
Restructuring charges | 3,658 | 1,039 | 1,713 | 438 | 6,848 | |||||||||||||||
Minus: | ||||||||||||||||||||
Net income (loss) attributable to noncontrolling interest | 107 | 319 | 70 | 85 | 581 | |||||||||||||||
Adjusted EBITDA | $ | 226,066 | $ | 197,178 | $ | 205,178 | $ | 338,950 | $ | 967,372 | ||||||||||
Net debt is defined as total long term debt less current maturities, plus current maturities of long term debt, minus cash, cash equivalents and investments in available-for-sale securities. Net debt is presented because it is used by management, and we believe it is frequently used by securities analysts, investors and other parties, in addition to and not in lieu of debt as presented under GAAP, to compare the indebtedness of companies. A reconciliation of net debt is as follows:
PILGRIM'S PRIDE CORPORATION | |||||||||||||||
Reconciliation of Net Debt | |||||||||||||||
(UNAUDITED) | |||||||||||||||
December 30, | December 29, | Twenty-Six Weeks Ended | |||||||||||||
2012 | 2013 | June 30, 2013 | June 29, 2014 | ||||||||||||
(in thousands) | |||||||||||||||
Long term debt, less current maturities | $ | 1,148,870 | $ | 501,999 | $ | 911,939 | $ | 502,039 | |||||||
Add: Current maturities of long term debt | 15,886 | 410,234 | 393 | 257 | |||||||||||
Minus: Cash and cash equivalents | 68,180 | 508,206 | 78,231 | 527,412 | |||||||||||
Minus: Available-for-sale Securities | — | 96,902 | — | — | |||||||||||
Net debt | $ | 1,096,576 | $ | 307,125 | $ | 834,101 | $ | (25,116 | ) | ||||||
PILGRIM'S PRIDE CORPORATION | |||||||||||||||
Supplementary Selected Segment and Geographic Data | |||||||||||||||
Thirteen Weeks Ended | Twenty-Six Weeks Ended | ||||||||||||||
June 29, 2014 | June 30, 2013 | June 29, 2014 | June 30, 2013 | ||||||||||||
(In thousands) | |||||||||||||||
(UNAUDITED) | |||||||||||||||
Sources of net sales by country of origin: | |||||||||||||||
US: | $ | 1,937,749 | $ | 1,921,872 | $ | 3,732,426 | $ | 3,730,358 | |||||||
Mexico: | 249,067 | 262,247 | 472,455 | 490,690 | |||||||||||
Total net sales: | $ | 2,186,816 | $ | 2,184,119 | $ | 4,204,881 | $ | 4,221,048 | |||||||
Sources of cost of sales by country of origin: | |||||||||||||||
US: | $ | 1,643,247 | $ | 1,707,256 | $ | 3,265,224 | $ | 3,437,092 | |||||||
Mexico: | 194,094 | 194,355 | 375,076 | 383,014 | |||||||||||
Total cost of sales: | $ | 1,837,341 | $ | 1,901,611 | $ | 3,640,300 | $ | 3,820,106 | |||||||
Sources of gross profit by country of origin: | |||||||||||||||
US: | $ | 294,502 | $ | 214,616 | $ | 467,202 | $ | 293,266 | |||||||
Mexico: | 54,973 | 67,892 | 97,379 | 107,676 | |||||||||||
Total gross profit: | $ | 349,475 | $ | 282,508 | $ | 564,581 | $ | 400,942 | |||||||