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): March 4, 2015
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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 8.01 | Other Events. |
On March 4, 2015, Pilgrim’s Pride Corporation, a Delaware corporation (the “Company”), issued a press release announcing that it has priced its private offering of $500 million in aggregate principal amount of 5.750% senior unsecured notes due 2025. The notes will be issued at a price of 100.000% of the face amount in a private placement, to be conducted pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended.
A copy of the press release is attached to this Current Report on Form 8-K and is incorporated by reference into this Item 8.01.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit |
Description | |
| 99.1 | Pilgrim’s Pride Corporation press release dated March 4, 2015. | |
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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: March 4, 2015 | By: | /s/ Fabio Sandri | ||||
| Fabio Sandri | ||||||
| Chief Financial Officer | ||||||
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EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Pilgrim’s Pride Corporation press release dated March 4, 2015. | |
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Exhibit 99.1
Pilgrim’s Pride Prices $500.0 million Senior Unsecured Notes Rule 144A Offering
GREELEY, Colo., March 4, 2015 (GLOBE NEWSWIRE) – Pilgrim’s Pride Corporation (NASDAQ: PPC) (the “Company”) today announced it has priced an offering of $500.0 million aggregate principal amount of Senior Unsecured Notes due 2025 (the “Notes”) to qualified institutional buyers in accordance with Rule 144A and Regulation S under the Securities Act of 1933, as amended (the “Securities Act”). The Notes will bear interest at a rate of 5.750% per year, payable semi-annually in arrears on March 15 and September 15 of each year, beginning on September 15, 2015.
The Notes will be issued at a price of 100.000% (at par value) of the face amount in the private placement. The Notes will initially be guaranteed only by Pilgrim’s Pride Corporation of West Virginia, Inc. The offering is expected to close on March 11, 2015, subject to customary closing conditions.
The Company intends to apply $350.0 million of the net proceeds against the payment of indebtedness outstanding under the term loan commitment of its U.S. credit facility. The balance of the net proceeds from the sale of the Notes will be used for general corporate purposes.
This press release does not constitute an offer to sell or a solicitation of an offer to buy the Notes. The Notes have not been registered under the Securities Act, or any state securities laws. Unless so registered, the Notes may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act, and applicable state securities laws.
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 food service distributors.
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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: | Dunham Winoto | |||
| Director, Investor Relations Pilgrim’s Pride Corporation | ||||
| IRPPC@pilgrims.com | ||||
| (970) 506 8192 | ||||
| www.pilgrims.com |
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