Current Report — Form 8-K Filing Table of Contents
Document/ExhibitDescriptionPagesSize 1: 8-K Current Report HTML 32K
2: EX-4.1 Instrument Defining the Rights of Security Holders HTML 423K
3: EX-99.1 Miscellaneous Exhibit HTML 14K
10: R1 Cover Page HTML 46K
12: XML IDEA XML File -- Filing Summary XML 13K
9: XML XBRL Instance -- ppc-20210408_htm XML 22K
11: EXCEL IDEA Workbook of Financial Reports XLSX 6K
5: EX-101.CAL XBRL Calculations -- ppc-20210408_cal XML 7K
6: EX-101.DEF XBRL Definitions -- ppc-20210408_def XML 9K
7: EX-101.LAB XBRL Labels -- ppc-20210408_lab XML 68K
8: EX-101.PRE XBRL Presentations -- ppc-20210408_pre XML 34K
4: EX-101.SCH XBRL Schema -- ppc-20210408 XSD 12K
13: JSON XBRL Instance as JSON Data -- MetaLinks 12± 18K
14: ZIP XBRL Zipped Folder -- 0000802481-21-000040-xbrl Zip 118K
(State
or other jurisdiction of incorporation or organization)
(Commission File Number)
(IRS Employer Identification No.)
i1770 Promontory Circle
i80634-9038
iGreeley
iCO
(Zip
Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (i970) i506-8000
Securities
registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of Exchange on Which Registered
iCommon
Stock, Par Value $0.01
iPPC
iThe Nasdaq Stock Market LLC
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:
i☐Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
i☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
i☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use
the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01 Entry into a Material Definitive Agreement.
On April 8, 2021, Pilgrim’s Pride Corporation (the “Company”) completed a sale of $1.0 billion in aggregate principal amount of its 4.250% Sustainability-Linked Senior Notes due 2031 (the “Notes”).
The Company
intends to use the net proceeds from the sale of the Notes, together with cash on hand, to pay (i) the consideration in connection with the any and all cash tender offer (the “Tender Offer”) that the Company launched for its outstanding 5.750% Senior Notes due 2025 (the “2025 Notes”) pursuant to an Offer to Purchase and Consent Solicitation Statement, dated March 25, 2021 (the “Offer to Purchase”) and (ii) the redemption price in connection with the redemption of any 2025 Notes that remain outstanding following the consummation of the Tender Offer.
The Notes were sold in a private offering exempt from the registration requirements of the United States Securities Act of 1933, as amended (the “Securities Act”). The Notes were sold only to “qualified institutional
buyers” pursuant to Rule 144A of the Securities Act and to certain persons outside the United States pursuant to Regulation S of the Securities Act.
The Notes were issued pursuant to the Indenture dated as of April 8, 2021, by and among the Company, as issuer, Pilgrim’s Pride Corporation of West Virginia, Inc., Gold’N Plump Poultry, LLC, Gold’N Plump Farms, LLC and JFC LLC, as Guarantors, and Regions Bank, as Trustee (the “Indenture”). The Indenture provides, among other things, that the Notes will bear interest at a rate
of 4.250% per annum and, from the Interest Rate Step Up Date (as defined in the Indenture), at a rate of 4.500% per annum, unless the Company has notified the Trustee that the Sustainability Performance Target (as defined in the Indenture) has been satisfied, as confirmed by the External Verifier (as defined in the Indenture).
The Company will pay interest on the Notes semi-annually in arrears on April 15 and October 15 of each year, beginning on October
15, 2021. The Notes will mature on April 15, 2031. The Notes are guaranteed on a senior unsecured basis by the Guarantors. The Notes and related guarantees are unsecured senior obligations of the Company and Guarantors and rank equally with all of the Company’s and Guarantors’ other unsubordinated indebtedness.
The Notes and the Indentures also contain customary covenants and events of default, including failure to pay principal or interest on the Notes when due, among others.
The information contained in this Item 7.01, including Exhibit
99.1, shall not be deemed filed for purposes of Section 18 of the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Exchange Act or the Securities Act, except as shall be expressly set forth by specific reference in such filing.
Exhibit 99.1 contains statements intended as “forward-looking statements” which are subject to the cautionary statements about forward-looking statements set forth therein.
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.