Information about pilgrims pride vitamins





 
Proactol

 

 
 

 SEC Info
 
 

 
 

Home
 

 
 

Search
 

 
 

My Interests
 

 
 

Help
 

 
 

Sign In
 

 
 

Please Sign In
 

Pilgrims Pride Corp · 10-Q · For 6/30/01
----------------------------------------
Filed On 7/24/01 8:18am ET · SEC File 1-09273 · Accession Number
802481-1-500012

in
Show

and
As Of FilerFilingAs/For/OnDocs:Pgs
7/24/01 Pilgrims Pride Corp10-Q6/30/011:23
---------------------------------------------------------------------

Quarterly Report · Form 10-Q
Filing Table of Contents
Document/Exhibit                         Description                            Pages         Size           1:    10-Q           Final Version 3rd Q                                   23±   111K    

---------------------------------------------------------------------
Document Table of Contents

Page
(sequential)

 
(alphabetic)

Top
Alternative Formats (RTF, XML, et al.)

Exhibits and Reports on Form 8-K
Financial Statements (Unaudited)

General
Legal Proceedings

Management's Discussion and Analysis of Financial Condition and
 Results of Operations
Quantitative and Qualitative Disclosures about Market Risk

1
1st Page

2
Item 1. Financial Statements (Unaudited)

"
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations

"
Item 3. Quantitative and Qualitative Disclosures about Market Risk

"
Item 1. Legal Proceedings

"
Item 6. Exhibits and Reports on Form 8-K

6
General

10-Q
1st "Page" of    8

TOC
Top

Previous
Next

Bottom
Just 1st

 
Sponsored Ads...

 
---------------------------------------------------------------------

    SECURITIES AND EXCHANGE COMMISSION         Washington, D. C. 20549     
 FORM 10-Q           QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF            THE SECURITIES EXCHANGE ACT OF 1934        
 For quarter ended       JUNE 30, 2001         
 
 Commission file number       1-9273         
 PILGRIM'S PRIDE CORPORATION        (Exact name of registrant as specified in its charter)      
 DELAWARE                                                 75-1285071           (State or other jurisdiction of               (I.R.S. Employer          
 incorporation or organization)                Identification No.)       
 110 SOUTH TEXAS,    PITTSBURG   ,    TX                               75686-0093             (Address of principal executive offices)               (Zip code)       
 
 (   903   ) 855-1000      
 (Telephone number of principal executive offices)     
 
 Not Applicable      
 Former name, former address and former fiscal year, if changed since last       
 report.                                                                         
 
 Indicate  by  check  mark  whether    the registrant    (1) has filed all reports     
 required to be filed by Section 13 or 15 (d) of the Securities Exchange Act     
 of 1934 during the preceding  12  months  (or for such shorter periods that        the registrant    was required to file such reports), and (2) has been subject     
 to such filing requirements for the past 90 days. Yes     X      No                   
 
 Indicate the number of shares outstanding of  each  of the issuer's classes     
 of common stock, as of the latest practicable date.                             
 
 27,589,250 shares of    the Registrant   's Class B Common Stock, $.01 par value,     
 were outstanding as of    July 24, 2001   .                                           
 
 13,523,429 shares of    the Registrant   's Class A Common Stock, $.01 par value,     
 were outstanding as of    July 24, 2001   .                                           
10-Q

2nd "Page" of    8
TOC

1st
Previous

Next
Bottom

Just 2nd
    INDEX           PILGRIM'S PRIDE CORPORATION AND    SUBSIDIARIES               PART I.  FINANCIAL INFORMATION                                                           Item 1. Financial Statements (Unaudited)                                 
 
 Consolidated balance sheets                                     
 June 30, 2001    and    September 30, 2000                         
 
 Consolidated statements of income                               
 
 Three month and nine month periods ended    June  30, 2001      
 and    July 1, 2000                                       
 
 Consolidated statements of cash flows                           
 
 Nine months ended    June 30, 2001    and    July 1, 2000             
 
    Notes to condensed consolidated financial statements--   June 30, 2001         Item 2. Management's Discussion and Analysis of Financial  Condition  
 and Results of Operations                                      Item 3. Quantitative and Qualitative Disclosures about Market Risk       
 PART II.  OTHER INFORMATION                                                              Item 1. Legal Proceedings                                                      Item 6. Exhibits and Reports on Form 8-K                                 
 SIGNATURES                                                                         
 3   

10-Q
3rd "Page" of    8

TOC
1st

Previous
Next

Bottom
Just 3rd

    PART I.  FINANCIAL INFORMATION     
                                                                    Download Table      ITEM 1.  FINANCIAL STATEMENTS                                              
                  PILGRIM'S PRIDE CORPORATION AND    SUBSIDIARIES                 
                          CONSOLIDATED BALANCE SHEETS                       
                                  (UNAUDITED)                                                                                                             
                                              June 30, 2001       September 30, 2000    
                                                   (in thousands)           
                                                                               ASSETS                                                                        Current Assets:                                                            
    Cash and cash equivalents                $    8,767        $   28,060   
    Trade accounts and other receivables,                                   
      less allowance for doubtful accounts      130,060            50,286   
    Inventories                                 305,614           181,237   
    Deferred income taxes                         5,783             6,256   
    Prepaid expenses and other current assets     7,766             3,131   
         Total Current Assets                   457,990           268,970   
 
 Other Assets                                    20,047            18,576   
 Property, Plant and Equipment:                                             
    Land                                         31,802            26,137   
    Buildings, machinery and equipment          880,068           565,034   
    Autos and trucks                             52,135            48,187   
    Construction in progress                     85,211            68,743   
        Total Fixed Assets                    1,049,216           708,101   
    Less accumulated depreciation               322,433           290,227   
                                                726,783           417,874   
                                            $ 1,204,820        $  705,420      LIABILITIES AND STOCKHOLDERS' EQUITY                                          Current Liabilities:                                                       
    Notes payable to banks                  $    54,000        $       --   
    Accounts payable                            139,441           105,078   
    Accrued expenses                             82,333            34,704   
    Current maturities of long-term debt          5,022             4,657   
         Total Current Liabilities              280,796           144,439   
 
 Long-Term Debt, less current maturities        444,125           165,037   
 Deferred Income Taxes                          110,531            52,496   
 Minority Interest in Subsidiary                    889               889   
 
 Stockholders' Equity:                                                      
    Preferred stock, $.01 par value,                                        
      authorized 5,000,000                                                  
      shares;  none issued                           --                --   
    Common stock - Class A, $.01 par value,                                 
      authorized 100,000,000 shares; 13,523,429                             
      issued and outstanding at    June 30, 2001                                  
      and    September 30, 2000   , respectively          138               138   
    Common stock - Class B, $.01 par value,                                 
      authorized 60,000,000 shares; 27,589,250                              
      issued and outstanding at    June 30, 2001    and                           
         September 30, 2000   , respectively              276               276   
    Additional paid-in capital                   79,625            79,625   
    Retained earnings                           290,436           264,088   
    Other Comprehensive Income                     (428)               --   
    Less treasury stock                          (1,568)           (1,568)  
      Total Stockholders' Equity                368,479           342,559   
                                            $ 1,204,820        $  705,420      See notes to condensed consolidated financial statements.                       
10-Q

4th "Page" of    8
TOC

1st
Previous

Next
Bottom

Just 4th
    PILGRIM'S PRIDE CORPORATION AND    SUBSIDIARIES           CONSOLIDATED STATEMENTS OF INCOME       (UNAUDITED)    
                                                                    Download Table                                    Three Months Ended            Nine Months Ended    
                           June 30,2001     July 1, 2000        June 30, 2001        July 1, 2000                                 (in thousands, except share and per share data)                                                                                        
 Net Sales                   $  645,836    $  391,979    $1,573,461   $1,120,064  
 Costs and Expenses:                                                              
    Cost of sales               570,211       345,314     1,421,454      993,894  
    Selling, general and                                                          
      administrative             30,139        20,316        88,581       61,317  
 
                                600,350       365,630     1,510,035    1,055,211  
 
         Operating income        45,486        26,349        63,426       64,853  
 
 Other Expense (Income):                                                          
    Interest expense, net        10,014         4,967        21,239       13,569  
    Foreign exchange (gain)/loss   (602)          598          (439)         532  
    Miscellaneous, net            1,751           465         1,348         (252) 
 
                                 11,163         6,030        22,148       13,849  
 Income before income taxes      34,323        20,319        41,278       51,004  
 Income tax expense               9,056         3,175        13,075        9,979  
         Net income           $  25,267      $ 17,144     $  28,203    $  41,025  
 Net income per common share                                                      
     - basic and diluted      $    0.62      $   0.41     $    0.69    $    0.99  
 Dividends per common share   $   0.015      $  0.015     $   0.045    $   0.045  
 
 Weighted average shares                                                          
    outstanding              41,112,679    41,274,680    41,112,679   41,347,413  
 See Notes to condensed consolidated financial statements.                       

10-Q
5th "Page" of    8

TOC
1st

Previous
Next

Bottom
Just 5th

    PILGRIM'S PRIDE CORPORATION           CONSOLIDATED STATEMENTS OF CASH FLOWS           (UNAUDITED)        
                                                                    Download Table                                                              Nine Months Ended     
                                                      June 30, 2001         July 1, 2000                                                             (in thousands)                                                                                       
 Cash Flows From Operating Activities:                                         
    Net income                                           $28,203     $41,025   
    Adjustments to reconcile net income to cash                                
       provided by operating activities:                                       
          Depreciation and amortization                   39,428      26,748   
          Loss on property disposals                          76         572   
          Provision for doubtful accounts                 (1,577)     (1,403)  
          Deferred income taxes                            4,486      (3,043)  
    Changes in operating assets and                                            
             liabilities:                                (23,171)     11,809   
          Accounts and other receivables                 (18,167)    (16,743)  
          Inventories                                     (2,326)     (4,007)  
          Prepaid expenses                                (9,181)      6,932   
          Accounts payable and accrued expenses                                
          Other                                             (519)       (184)  
               Cash Provided by Operating Activities      17,252      61,706   
 
 Investing Activities:                                                         
     Acquisitions of property, plant and equipment       (87,640)    (56,933)  
     Business acquisitions                              (239,539)         --   
     Proceeds from property disposals                      1,622       2,202   
     Other, net                                            3,040      (6,996)  
               Net Cash Used In Investing Activities    (322,517)    (61,727)  
 
 Financing Activities:                                                         
     Borrowing for acquisition                           285,070          --   
     Repayment on WLR Foods, Inc. debt                   (45,531)         --   
     Proceeds from notes payable to banks                136,000      55,000   
     Repayment of notes payable to banks                 (82,000)    (55,000)  
     Proceeds from long-term debt                        102,631      20,047   
     Payments on long-term debt                         (108,491)    (30,865)  
     Purchase of treasury stock                               --      (1,314)  
     Cash dividends paid                                  (1,854)     (1,860)  
     Cash Provided By (Used In) Financing Activities     285,825     (13,992)  
     Effect of exchange rate changes on cash and                               
          cash equivalents                                   147          12   
              Decrease in cash and cash equivalents      (19,293)    (14,001)  
     Cash and cash equivalents at beginning of year       28,060      15,703   
     Cash and cash equivalents at end of period          $ 8,767     $ 1,702   
 Supplemental disclosure information:                                          
     Cash paid during the period for:                                          
          Interest (net of amount capitalized)           $16,262     $10,459   
          Income taxes                                     6,845      13,059   
 See notes to condensed consolidated financial statements.                       
 NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)                      NOTE A--BASIS OF PRESENTATION                                                      
 The accompanying  unaudited  condensed consolidated financial statements of     
 Pilgrim's  Pride  Corporation (   "Pilgrim's"     or     "   the  Company   "   )  have  been     
 prepared in accordance  with  generally  accepted accounting principles for     
 interim financial information and with the  instructions  to  Form 10-Q and     
 Article 10 of Regulation S-X.  Accordingly, they do not include  all of the     
 information   and  footnotes  required  by  generally  accepted  accounting     
 principles  for   complete   financial   statements.   In  the  opinion  of     
 management, all adjustments (consisting of  normal  recurring  adjustments)     
 considered necessary for a fair presentation have been included.  Operating     
 results  for  the period ended    June 30, 2001    are not necessarily indicative     
 of the results  that may be expected for the year ended    September 29, 2001   .     
 For further information, refer to the consolidated financial statements and     
 footnotes thereto  included in Pilgrim's annual report on Form 10-K for the     
 year ended    September 30, 2000   .                                                  
 
 The consolidated financial statements include the accounts of Pilgrim's and     
 its  wholly  and majority  owned     subsidiaries   .   Significant  intercompany     
 accounts and transactions have been eliminated.                                 
 
 The assets and  liabilities  of  the foreign    subsidiaries    are translated at     
 end-of-period exchange rates, except for any non-monetary assets, which are     
 translated  at  equivalent  dollar costs  at  dates  of  acquisition  using     
 historical rates.  Operations  of  foreign     subsidiaries     are translated at     
 average exchange rates in effect during the period.                             
 
 On    January 27, 2001   ,    the Company    completed the acquisition  of  all  of the     
 outstanding  shares of WLR Foods, Inc. (   "WLR"   ) common stock for $14.25  per     
 share or approximately  $239.5  million  and refinanced approximately $45.5     
 million of WLR debt.                                                            
 
 The  purchase  price and refinancing were provided  by  borrowings  on  the     
 Company's existing  secured  term  borrowing  facility and revolving credit     
 facility  (See  Note  D).   WLR  operations have been  included  since  the     
 acquisition on    January 27, 2001   .   The  acquisition  is being accounted for     
 under  the purchase method of accounting and the purchase  price  has  been     
 allocated primarily to fixed assets, summarized as follows:                     
 
                                                                    Download Table                                                               
 Current assets, less current liabilities    $  77,549 
 Fixed assets                                  261,676 
 Deferred taxes established                    (54,024)
 Long-term debt                                (45,662)
      Total Purchase Price                    $239,539    The purchase  price  allocation  is  preliminary,  but  in  the  opinion of     
 management  represents  the  estimated  fair  value of assets acquired  and     
 liabilities assumed.                                                            
 
 The following table represents pro forma financial  information  as  if the     
 acquisition  of  WLR  had  occurred  as  of  the  first  day of each period     
 presented.  Certain reclassifications have been made to the  WLR historical     
 financial statements to conform to the presentation used by Pilgrim's.          
 
                                                                    Download Table                                        Three Months Ended      Nine Months Ended       
                                                                                      
                               June 30, 2001        July 1, 2000       June 30, 2001        July 1, 2000                                                  (in thousands)                     
                                                                                   
 Net Sales                    $645,836     $597,104       $1,837,908   $1,728,254  
 Depreciation and Amortization  18,609       16,234           48,603       47,647  
 Interest Expense, Net          10,014       11,727           30,253       33,850  
 Net Income                   $ 25,267     $ 12,757       $   25,343   $   28,607  
 Net Income Per Common Share                                                       
    - Basic and Diluted       $   0.62     $   0.31       $     0.62   $     0.69  
    NOTE B--ACCOUNTS RECEIVABLE                                                        
 On     June  26,  1998        the Company    entered into an asset sale agreement  (the        "Agreement"   ) to sell up  to  $60.0  million  of  accounts  receivable.   In     
 connection  with  the  Agreement,     the Company    sells, on a revolving basis,     
 certain of its trade receivables (the     "Pooled  Receivables"   )  to a special     
 purpose  corporation  wholly  owned  by    the Company   , which in turn sells  a     
 percentage ownership interest to third  parties.   At     June  30,  2001     and        September  30,  2000   ,  an interest in Pooled Receivables of $38.0 and $35.4     
 million had been sold to  third  parties and is reflected as a reduction to     
 accounts receivable.  These transactions  have  been  recorded  as sales in     
 accordance  with  FASB  Statement  No.  140,  ACCOUNTING FOR TRANSFERS  AND        SERVICING   OF   FINANCIAL  ASSETS  AND  EXTINGUISHMENTS   OF   LIABILITIES        (   "SFAS140"   ).  The  gross  proceeds  resulting from the sale are included in     
 cash flows from operating activities in the Consolidated Statements of Cash     
 Flows.  Losses on these sales were immaterial.                                  
 NOTE C--INVENTORIES                                                                
 Inventories consist of the following:                                           
 
                                                                    Download Table                                       June 30, 2001                 September 30, 2000    
                                            (in thousands)                                                                                            
 Chicken:                                                                 
    Live chicken and hens         $  97,125                      $  72,438
    Feed, eggs and other             69,607                         54,627
    Finished chicken products        63,819                         54,172
                                    230,551                        181,237
 Turkey:                                                                  
    Live turkey and hens             29,826                              -
    Feed, eggs and other             12,129                              -
    Finished turkey products         33,108                              -
                                     75,063                              -
         Total Inventories         $305,614                       $181,237      NOTE D--LONG TERM DEBT                                                             
 We  maintain  $120.0  million  in  revolving  credit  facilities and $400.0     
 million in a secured revolving/term borrowing facility.  The $400.0 million     
 revolving/term  borrowing facility provides for $285.0 million  and  $115.0     
 million of 10-year  and 7-year commitments, respectively.  Borrowings under     
 this facility are split  pro rata between the 10-year and 7-year maturities     
 as they occur. The credit  facilities provide for interest at rates ranging     
 from LIBOR plus five-eighths  percent  to LIBOR plus two and three-quarters     
 percent, depending upon our total debt to  capitalization  ratio.  Interest     
 rates on debt outstanding under these facilities as of    June 30, 2001    ranged     
 from  LIBOR  plus  two  to  LIBOR plus two and one-quarter percent.   These     
 facilities are secured by inventory and fixed assets or are unsecured.          
 
 As of    June 30, 2001   , annual maturities  of long-term debt for the remainder     
 of fiscal 2001 and for the five years subsequent  to fiscal 2001 are: 2001-     
 $1.2  million;  2002  - $5.0 million; 2003 - $99.1 million;  2004  -  $23.0     
 million; 2005 - $22.0 million; and 2006 - $59.6 million                         
 
 At    June 30, 2001   , $24.3  million  was  available  under  the revolving/term     
 borrowing credit facilities and $110.0 million was available under the term     
 borrowing facilities.                                                           
 NOTE E--RELATED PARTY TRANSACTIONS                                                 
 Transactions with related entities are summarized as follows:                   
 
                                                                    Download Table                                 Three Months Ended           Nine  Months Ended     
                           June 30, 2001       July 1, 2001         June 30, 2001        July 1, 2000                                               (in thousands)                                                                                                          Contract    egg grower            $  48      $ 1,302        $  1,468       $ 4,065
    fees to major stockholder                                                   
 Lease payments to a                                                            
    major stockholder             188            -             376             -
 Chick, feed  and  other                                                        
    sales to major stockholder    344          440          38,459        31,663
 Live chicken purchases                                                         
    from major stockholder        288          198          39,341        31,889
    NOTE F--HEDGING                                                                    
 On     October  1,  2000   ,    the Company    adopted Financial Accounting Standards       
 Board Statement (SFAS)  No.  133, ACCOUNTING FOR  DERIVATIVE  INSTRUMENTS       
 AND  HEDGING  ACTIVITIES,  as amended.   This Statement requires the            
 Company  to  recognize all derivatives on the balance sheet at fair value.      
 Derivatives that are not hedges must be  adjusted  to fair  value  through      
 earnings.  If the derivative is a hedge, depending on the nature of the         
 hedge,  changes  in  the  fair  value of derivatives will either be offset      
 against the change in fair value of  the  hedged  assets, liabilities  or       
 firm  commitments through earnings, or recognized in other comprehensive        
 income  (loss)  until  the  hedged  item  is  recognized  in earnings.          
 The ineffective  portion  of a derivative's change in fair value is             
 recognized in earnings.                                                         
 
 The adoption of SFAS No. 133 had no impact  on    the Company    as of    October 1,           2000   .                                                                           
 The Company     periodically  uses  derivatives  to moderate the financial and     
 commodity  market  risks of its business operations,  primarily  derivative     
 products, such as futures  and  option    contracts   , are used to hedge against     
 changes  in  the  amount  of  future  cash  flows  related  to  commodities     
 procurement.                                                                    
 The Company    expects commodity derivatives  to  be  cash  flow hedges (i.e.,     
 hedging the exposure of variability in expected future cash  flows  that is     
 attributable   to  a  particular  risk).   The  effective  portion  of  the     
 cumulative gain  or  loss  on  the  derivative  instrument is reported as a     
 component of other comprehensive income (loss) in  shareholders' equity and     
 recognized  into earnings in the same period or periods  during  which  the     
 hedged transaction affects earnings (for commodity hedges when the chickens     
 that consumed  the hedged grain are sold.  The remaining cumulative gain or     
 loss on the derivative instrument in excess of the cumulative change in the     
 present value of  the  future  cash  flows  of  the hedged item, if any, is     
 recognized  in earnings during the period of change.   During  the  quarter     
 ended    June 30, 2001   ,    the Company    used derivative futures    contracts    to hedge     
 commodity  purchases,  all  of  which  occurred  during  the  quarter.   No     
 ineffectiveness  was  recognized on cash flow hedges during the nine months     
 ended    June 30, 2001   .  During  the  quarter ended    June 30, 2001   ,    the Company        
 realized  losses  due  to  commodity  hedges,   net   of   gains,  totaling     
 approximately  $1.2  million,  of  which  approximately $0.7 million  ($0.4     
 million net of tax) was deferred to future  periods  and  is   recorded  in     
 other  comprehensive income (loss) at    June 30, 2001   , and will be recognized     
 within the  next quarter.  No futures    contracts    were outstanding as of    June           30, 2001   .                                                                       
 NOTE G--CONTINGENCIES                                                              
 Since    March 23,  1999   ,     the  Company     has been a plaintiff in two antitrust     
 lawsuits in U.S. District Court in Washington,  D.C.  alleging a world-wide     
 conspiracy  to  control  production  capacity  and raise prices  of  common     
 vitamins such as A, B-4, C and E.  On    November 3, 1999   , a settlement, which     
 was entered into as part of a class action lawsuit to which    the Company    was     
 a member, was agreed to among the defendants and  the  class,  which  would     
 provide  for  a  recovery  of between 18-20% of vitamins purchased from the     
 defendants from 1990 through  1998.  On    March 28, 2000   , the judge presiding     
 over  the  case accepted the negotiated  settlement  between  the  parties;     
 however, appeals  from  various  sources  are  in process.     The Company    has     
 filed documentation showing that vitamin purchases made during the recovery     
 period  totaled  approximately  $14.9  million.  During  the  first  fiscal     
 quarter of 2001,    the Company    received $2.2 million in partial settlement of     
 its  claim and received an additional $1.1  million  in  the  third  fiscal     
 quarter of 2001 in final settlement.                                            
 
 In January  of 1998, seventeen of our current and/or former employees filed     
 the case of    "Octavius  Anderson,  et al. v. Pilgrim's Pride Corporation"    in     
 the United States District Court for  the Eastern District of Texas, Lufkin     
 Division claiming Pilgrim's Pride violated  requirements  of the Fair Labor     
 Standards  Act.  The suit alleged Pilgrim's Pride failed to  pay  employees     
 for all hours worked.  The suit generally alleged that (1) employees should     
 be paid for time spent to put on, take off, and clean certain personal gear     
 at the beginning  and  end  of their shifts and breaks and (2) the use of a     
 master time card or production     "line"     time fails to pay employees for all     
 time  actually worked.  Plaintiffs sought  to  recover  unpaid  wages  plus     
 liquidated damages and legal fees.  Approximately 1,700 consents to join as     
 plaintiffs  were  filed  with the court by current and/or former employees.     
 During the week of    March 5,  2001   ,  the case was tried in the Federal Court     
 of the Eastern District of Texas, Lufkin,  Texas.     The Company    prevailed at     
 the  trial with a judgment issued by the judge,  which  found  no  evidence     
 presented  to  support  the  plaintiffs'  allegations.  The plaintiffs have     
 filed  an  appeal in the Fifth Circuit Court  of  Appeals  to  reverse  the     
 judge's decision.  Neither the likelihood of an unfavorable outcome nor the     
 amount of ultimate  liability,  if  any,  with  respect to this case can be     
 determined  at  this  time.      The  Company     does  not expect  this  matter,     
 individually or collectively, to have a material impact  on  our  financial     
 position,  operations or liquidity.  Substantially similar suits have  been     
 filed against  four  other integrated chicken companies, including WLR, one     
 of which resulted in a  federal  judge  dismissing  most of the plaintiffs'     
 claims in that action with facts similar to our case.                           
 
 In August of 2000, four of our current and/or former  employees  filed  the     
 case of    "Betty Kennell, et al. v. Wampler Foods, Inc."    in the United States     
 District  Court  for  the  Northern  District of West Virginia, claiming we     
 violated requirements of the Fair Labor  Standards Act.  The suit generally     
 makes the same allegations as Anderson v.  Pilgrim's Pride discussed above.     
 Plaintiffs seek to recover unpaid wages plus  liquidated  damages and legal     
 fees.  Approximately 100 consents to join as plaintiffs were filed with the     
 court by current and/or former employees.  No trial date has  been set.  To     
 date, only limited discovery has been performed.  Neither the likelihood of     
 an unfavorable outcome nor the amount of ultimate liability, if  any,  with     
 respect to this case can be determined at this time.  We do not expect this     
 matter,  individually  or  collectively,  to  have a material impact on our     
 financial position, operations or liquidity.                                    
 NOTE H--BUSINESS SEGMENTS                                                          
 Since the acquisition of WLR on    January 27, 2001   ,     the  Company    operates in     
 two  reportable  business segments as (1) a producer of chicken  and  other     
 products and (2) a producer of turkey products.                                 
 The Company   's chicken  and other products segment includes sales of chicken     
 and sales of other products     the  Company    produces and purchases for resale     
 in the United States and Mexico.     The  Company   's chicken and other products     
 segment conducts separate operations in the United States and Mexico and is     
 reported as two separate geographical areas.      The Company   's turkey segment     
 includes sales of turkey products produced in our turkey operation recently     
 acquired from WLR, whose operations are exclusively in the United States.       
 
 Inter-area  sales  and inter-segment sales, which  are  not  material,  are     
 accounted  for  at  prices  comparable  to  normal  trade  customer  sales.     
 Identifiable assets by  segment  and geographic area are those assets which     
 are used in    the Company   's operations  in  each  segment or area.  Corporate     
 assets are included with chicken and other products.                            
 
 The following table presents certain information regarding our segments:        
 
                                                                    Download Table                                Three Months Ended          Nine Months Ended    
                           JUNE 30,     JULY 1,       JUNE 30,    JULY 1,   
                             2001        2000           2001       2000     
                                           (in thousands)                                                                                                 
 Net Sales to Customers:                                                    
   Chicken and                                                              
      Other Products:                                                       
      United States        $ 477,291    $ 310,913      $1,179,165 $  891,823
      Mexico                  89,752       81,066         244,076    228,241
          Sub-total          567,043      391,979       1,423,241  1,120,064
      Turkey                  78,793            -         150,220          -
          Total            $ 645,836    $ 391,979      $1,573,461 $1,120,064
 Operating Income(Loss):                                                    
   Chicken and                                                              
      Other Products:                                                       
      United States           30,023       12,910          50,397     37,519
      Mexico                  13,767       13,439          11,145     27,334
          Sub-total           43,790       26,349          61,542     64,853
       Turkey                  1,696            -           1,883          -
          Total            $  45,486    $  26,349       $  63,425  $  64,853
 Depreciation and Amortization:                                             
   Chicken and                                                              
      Other Products:                                                       
      United States        $  13,275    $   6,321       $  26,790  $  18,026
      Mexico                   3,123        2,963           8,864      8,722
          Sub-total           16,398        9,284          35,654     26,748
      Turkey                   2,210            -           3,774          -
          Total             $ 18,608     $  9,284       $  39,428  $  26,748
 Total Assets:                                                              
   Chicken and                                                              
      Other Products:                                                       
      United States       $  806,629                     $806,629           
      Mexico                 212,658                      212,658           
           Sub-total       1,019,287                    1,019,287           
      Turkey                 185,533                      185,533           
           Total          $1,204,820                   $1,204,820           
 
10-Q

6th "Page" of    8
TOC

1st
Previous

Next
Bottom

Just 6th
    PILGRIM'S PRIDE CORPORATION AND    SUBSIDIARIES                                             JUNE 30, 2001                                                                               ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND              RESULTS OF OPERATIONS                                                                       GENERAL                                                                               
 Profitability  in  the  poultry  industry  is materially  affected  by  the     
 commodity  prices  of  feed  ingredients, chicken  and  turkey,  which  are     
 determined by supply and demand  factors.  As  a  result,  the  chicken and     
 turkey  industries are subject to cyclical earnings fluctuations.  Cyclical     
 earnings fluctuations can be mitigated somewhat by:                             
 
  Business strategy;                                                  
 
  Product mix;                                                        
 
  Sales and marketing plans; and                                      
 
  Operating efficiencies.                                             
 
 In an effort  to  reduce  price  volatility  and  to  generate higher, more     
 consistent  profit  margins,  we  have concentrated on the  production  and     
 marketing of prepared foods products.  Prepared  foods  products  generally     
 have  higher  profit  margins than our other products. Also, the production     
 and sale in the U.S. of  prepared  foods  products reduce the impact of the     
 costs of feed ingredients on our profitability.  Feed  ingredient purchases     
 are  the  single largest component of our cost of goods sold,  representing     
 approximately  27.6% of our consolidated cost of goods sold in fiscal 2000.     
 The production of  feed  ingredients  is  positively or negatively affected     
 primarily by weather patterns throughout the  world,  the  global  level of     
 supply  inventories  and  demand for feed ingredients, and the agricultural     
 policies  of  the  United  States   and  foreign  governments.  As  further     
 processing  is  performed,  feed  ingredient   costs  become  a  decreasing     
 percentage  of a product's total production cost,  thereby  reducing  their     
 impact on our profitability. Products sold in this form enable us to charge     
 a premium, reduce  the impact of feed ingredient costs on our profitability     
 and improve and stabilize our profit margins.                                   
 
 The following table presents certain information regarding our segments:        
 
                                                                    Download Table                                Three Months Ended          Nine Months Ended    
                           JUNE 30,     JULY 1,       JUNE 30,    JULY 1,   
                             2001        2000           2001       2000     
                                           (in thousands)                                                                                                 
 Net Sales to Customers:                                                    
   Chicken and                                                              
      Other Products:                                                       
      United States        $ 477,291    $ 310,913      $1,179,165 $  891,823
      Mexico                  89,752       81,066         244,076    228,241
          Sub-total          567,043      391,979       1,423,241  1,120,064
      Turkey                  78,793            -         150,220          -
          Total            $ 645,836    $ 391,979      $1,573,461 $1,120,064
 Operating Income(Loss):                                                    
   Chicken and                                                              
      Other Products:                                                       
      United States           30,023       12,910          50,397     37,519
      Mexico                  13,767       13,439          11,145     27,334
          Sub-total           43,790       26,349          61,542     64,853
       Turkey                  1,696            -           1,883          -
          Total            $  45,486    $  26,349       $  63,425  $  64,853
 Depreciation and Amortization:                                             
   Chicken and                                                              
      Other Products:                                                       
      United States        $  13,275    $   6,321       $  26,790  $  18,026
      Mexico                   3,123        2,963           8,864      8,722
          Sub-total           16,398        9,284          35,654     26,748
      Turkey                   2,210            -           3,774          -
          Total             $ 18,608     $  9,284       $  39,428  $  26,748
 The following table presents certain items as a percentage of net sales for     
 the periods indicated.                                                          
 
                                                                    Download Table                                          Percentage of Net Sales                 
                           Three Months Ended             Nine Months Ended  
                          June 30,      July 1,         June 30,      July 1,
                           2001           2000            2001         2000                                                                                 
 Net Sales                100.0 %      100.0 %           100.0 %      100.0 %
 Costs and Expenses:                                                         
    Cost of sales          88.3         88.1              90.3         88.7  
    Gross profit           11.7         11.9               9.7         11.3  
    Selling, general and                                                     
       administrative       4.7          5.2               5.6          5.5  
 Operating Income           7.0          6.7               4.0          5.8  
 Interest Expense           1.6          1.3               1.3          1.2  
 Income before Income Taxes 5.3          5.2               2.6          4.6  
 Net Income                 3.9          4.4               1.8          3.7  
    RESULTS OF OPERATIONS                                                                 FISCAL THIRD QUARTER 2001 COMPARED TO FISCAL THIRD QUARTER 2000                    
 On    January 27, 2001   ,     the  Company     completed  the  acquisition  of  WLR, a     
 vertically  integrated  producer of chicken and turkey products located  in     
 the Eastern United States.   Accordingly,     the  Company   's  results  for the     
 third  fiscal quarter of 2001 include 13 weeks of operations for the former     
 WLR, whereas the third fiscal quarter of 2000 does not.                         
 
 CONSOLIDATED NET SALES.  Consolidated net sales were $645.8 million for the     
 third quarter of fiscal 2001, an increase of $253.9 million, or 64.8%, from     
 the third  quarter  of  fiscal 2000. The increase in consolidated net sales     
 resulted from a $148.6 million  increase  in  U.S.  chicken sales to $431.6     
 million, a $78.8 million increase in turkey sales, a $17.8 million increase     
 in sales of other U.S. products to $45.7 million and  by  an  $8.7  million     
 increase in Mexico chicken sales to $89.8 million.                              
 
 The increase in U.S. chicken sales was primarily due to a 48.3% increase in     
 dressed  pounds produced, which resulted primarily from the acquisition  of     
 WLR, and to  a  2.7%  increase in total revenue per dressed pound produced.     
 The increase in turkey  sales  was  due  to  the addition of WLR. The $17.8     
 million increase in sales of other U.S. products  was  due primarily to the     
 acquisition of WLR.                                                             
 
 The  $8.7  million  increase in Mexico chicken sales was primarily  due  to     
 14.1% increase in dressed  pounds  produced  offset  partially  by  a  3.0%     
 decrease in revenue per dressed pound.                                          
 
 COST  OF SALES.  Consolidated cost of sales was $570.2 million in the third     
 quarter  of  fiscal 2001, an increase of $224.9 million, or 65.1%, compared     
 to the third quarter of fiscal 2000. The increase resulted primarily from a     
 $217.2 million  increase in the cost of sales of U.S. operations and from a     
 $7.7 million increase in the cost of sales in Mexico operations.                
 
 The cost of sales increase in our U.S. operations of $217.2 million was due     
 primarily to the  acquisition of WLR, $75.9 million of which related to the     
 turkey operations,  and  increased  production of higher cost prepared food     
 products and higher energy costs.                                               
 
 The  $7.7  million cost of sales increase  in  our  Mexico  operations  was     
 primarily due  to  a  14.1%  increase  in  dressed  pounds  produced offset     
 partially  by  a 1.7% decrease in average costs of sales per dressed  pound     
 produced.                                                                       
 
 GROSS PROFIT.  Gross  profit  was  $75.6  million  for the third quarter of     
 fiscal 2001, an increase of $29.0 million, or 62.1%,  over  the same period     
 last  year  due  primarily  to  the  WLR  acquisition.  Gross profit  as  a     
 percentage of sales decreased to 11.7% in the  third quarter of fiscal 2001     
 from 11.9% in the third quarter of fiscal 2000 due  primarily  to lower net     
 sales prices in Mexico.                                                         
 
 SELLING,  GENERAL  AND  ADMINISTRATIVE  EXPENSES.    Consolidated  selling,     
 general and administrative expenses were $30.1 million in the third quarter     
 of fiscal 2001 and $20.3 million in the third quarter  of  fiscal 2000. The     
 $9.8  million,  or 48.4%, increase was due primarily to the acquisition  of     
 WLR and certain integration  costs  related thereto.  Consolidated selling,     
 general and administrative expenses as  a  percentage of sales decreased in     
 the third quarter of fiscal 2001 to 4.7%, compared  to  5.2%  in  the third     
 quarter of fiscal 2000.                                                         
 
 OPERATING INCOME.  Consolidated operating income was $45.5 million  for the     
 third quarter of fiscal 2001, an increase of $19.1 million when compared to     
 the  third quarter of fiscal 2000, resulting primarily from lower operating     
 margins in Mexico.                                                              
 
 INTEREST  EXPENSE.   Consolidated  net  interest expense increased to $10.0     
 million in the third quarter of fiscal 2001,  compared  to  $5.0 million in     
 the  third  quarter  of  fiscal  2000,  due  to higher outstanding balances     
 resulting from the acquisition of WLR.                                          
 
 INCOME TAX EXPENSE.  Consolidated income tax expense  in  the third quarter     
 of  fiscal  2001  was  $9.1 million compared to $3.2 million in  the  third     
 quarter of fiscal 2000.   This  increase  resulted from higher U.S. pre-tax     
 earnings in the third quarter of fiscal 2001  than  in  the  same period of     
 fiscal 2000.                                                                    
 FIRST  NINE MONTHS OF FISCAL 2001 COMPARED TO FIRST NINE MONTHS  OF  FISCAL        2000                                                                            
 
 On    January  27,  2001   ,     the  Company     completed  the  acquisition of WLR, a     
 vertically  integrated producer of chicken and turkey products  located  in     
 the Eastern United  States.  Accordingly, twenty-two weeks of operations of     
 the former WLR are included  in     the  Company   's  results for the first nine     
 months of fiscal 2001.                                                          
 
 Consolidated Net Sales.  Consolidated net sales were  $1.6  billion for the     
 first nine months of fiscal 2001, an increase of $453.4 million,  or 40.5%,     
 from  the  first  nine months of fiscal 2000.  The increase in consolidated     
 net sales resulted  from a $258.3 million increase in U.S. chicken sales to     
 $1.0 billion, a $150.2  million  increase  in turkey sales, a $29.0 million     
 increase in sales of other U.S. products to  $134.0  million and by a $15.8     
 million increase in Mexico chicken sales to $244.1 million.                     
 
 The increase in U.S. chicken sales was primarily due to a 29.1% increase in     
 dressed pounds produced, which resulted primarily from  the  acquisition of     
 WLR,  and  to a 2.9% increase in total revenue per dressed pound  produced.     
 The increase  in  turkey sales was due to the acquisition of WLR. The $29.0     
 million increase in  sales  of  other  U.S.  products to $134.0 million was     
 primarily due to the acquisition of WLR and higher  prices in    the Company   's     
 commercial egg and poultry by-products operations.                              
 
 The $15.8 million increase in Mexico chicken sales was  primarily  due to a     
 15.6%  increase  in  dressed  pounds  produced  offset  partially by a 7.5%     
 decrease in average revenue per dressed pound produced.                         
 
 COST OF SALES.  Consolidated cost of sales were $1.4 billion  in  the first     
 nine  months  of  fiscal  2001,  an  increase  of $427.6 million, or 43.0%,     
 compared  to the first nine months of fiscal 2000.  The  increase  resulted     
 primarily from  a  $397.3  million  increase  in  the cost of sales of U.S.     
 operations and by a $30.3 million increase in the cost  of  sales in Mexico     
 operations.                                                                     
 
 The cost of sales increase in our U.S. operations of $397.3 million was due     
 primarily to the acquisition of WLR, $140.9 million of which related to the     
 turkey  operations,  increased  production  of  higher  cost prepared  food     
 products, higher energy costs and higher feed ingredient costs.                 
 
 The  $30.3  million  cost  of  sales increase in our Mexico operations  was     
 primarily due to a 15.6% increase in dressed pounds produced.                   
 
 GROSS PROFIT.  Gross profit was $152.0 million for the first nine months of     
 fiscal 2001, an increase of $25.8  million,  or 20.5%, over the same period     
 last year.  Gross profit as a percentage of sales  decreased to 9.7% in the     
 first  nine months of fiscal 2001 from 11.3% in the first  nine  months  of     
 fiscal 2000 due primarily to lower sale prices in Mexico.                       
 
 Beginning  in  the fourth quarter of fiscal 1999, commodity chicken margins     
 in the U.S. have  been  under pressure due, in part, to increased levels of     
 chicken production.  To the  extent  that these trends continue, subsequent     
 periods' operations could be negatively  affected  to the extent not offset     
 by other factors such as those discussed under    "-   General   "    above.                
 
 SELLING,  GENERAL  AND  ADMINISTRATIVE  EXPENSES.    Consolidated  selling,     
 general and administrative expenses were $88.6 million  in  the  first nine     
 months of fiscal 2001 and $61.3 million in the first nine months of  fiscal     
 2000.  The  $27.3 million increase was due primarily to the acquisition  of     
 WLR and certain  integration  costs  related thereto. Consolidated selling,     
 general and administrative expenses as  a  percentage of sales increased in     
 the first nine months of fiscal 2001 to 5.6%, compared to 5.5% in the first     
 nine months of fiscal 2000.                                                     
 
 OPERATING INCOME.  Consolidated operating income  was $63.4 million for the     
 first nine months of fiscal 2001, a decrease of $1.4  million when compared     
 to  the  first  nine  months of fiscal 2000, resulting primarily  from  the     
 acquisition of WLR and lower sales prices in Mexico.                            
 
 INTEREST EXPENSE.  Consolidated  net  interest  expense  increased 56.5% to     
 $21.2  million  in the first nine months of fiscal 2001, when  compared  to     
 $13.6 million for  the  first  nine  months  of  fiscal 2000, due to higher     
 outstanding balances incurred for the acquisition of WLR.                       
 
 INCOME  TAX EXPENSE.  Consolidated income tax expense  in  the  first  nine     
 months of  fiscal 2001 increased to $13.1 million compared to an expense of     
 $10.0 million  in  the  first  nine  months  of fiscal 2000.  This increase     
 resulted from higher U.S. pre-tax earnings in  the  first  nine  months  of     
 fiscal 2001 than in the first nine months of fiscal 2000.                       
 LIQUIDITY AND CAPITAL RESOURCES                                                    
 We  maintain  $120.0  million  in  revolving  credit  facilities and $400.0     
 million in a secured revolving/term borrowing facility.  The $400.0 million     
 revolving/term  borrowing facility provides for $285.0 million  and  $115.0     
 million of 10-year  and 7-year commitments, respectively.  Borrowings under     
 this facility are split  pro rata between the 10-year and 7-year maturities     
 as they occur. The credit  facilities provide for interest at rates ranging     
 from LIBOR plus five-eighths  percent  to LIBOR plus two and three-quarters     
 percent, depending upon our total debt to  capitalization  ratio.  Interest     
 rates on debt outstanding under these facilities as of    June 30, 2001    ranged     
 from  LIBOR  plus  two  percent to LIBOR plus two and one-quarter  percent.     
 These  facilities  are  secured  by  inventory  and  fixed  assets  or  are     
 unsecured.                                                                      
 
 We propose to offer $200.0  million  of senior unsecured notes due in 2011.     
 The notes would be issued under our shelf  registration  statement covering     
 an  aggregate  of  $400.0 million of securities.  The net proceeds  of  the     
 offering would be used to redeem all of our outstanding senior subordinated     
 notes due 2003 and repay  indebtedness outstanding under our revolving/term     
 borrowing facility.  This does  not  constitute  an  offer  to  sell or the     
 solicitation of an offer to buy the notes.                                      
 
 As of    June 30, 2001   , annual maturities of long-term debt for the  remainder     
 of fiscal 2001 and for the five years subsequent to fiscal 2001 are:  2001-     
 $1.2  million;  2002  -  $5.0  million;  2003 - $99.1 million; 2004 - $23.0     
 million; 2005 - $22.0 million; and 2006 - $59.6 million.                        
 
 At    June 30, 2001   , $24.3 million was available  under  the  revolving credit     
 facilities  and  $110.0  million  was  available  under  the revolving/term     
 borrowing facility.                                                             
 
 On    June 26, 1998   , we entered into an Asset Sale Agreement to sell up to $60     
 million  of  accounts  receivable.   In  connection  with  the  Asset  Sale     
 Agreement,  we sell, on a revolving basis, certain of our trade receivables     
 (the    "Pooled Receivables"   ) to a special purpose corporation wholly owned by     
 us, which in  turn  sells a percentage ownership interest to third parties.     
 At    June 30, 2001    and     September  30,  2000   ,  an  interest  in  these Pooled     
 Receivables of $38.0 million and $35.4 million, respectively, had been sold     
 to  third  parties  and is reflected as a reduction in accounts receivable.     
 These transactions have been recorded as sales in accordance with Financial     
 Accounting Standards  Board Statement No. 140, ACCOUNTING FOR TRANSFERS AND     
 SERVICING OF FINANCIAL  ASSETS  AND  EXTINGUISHMENTS  OF  LIABILITIES.  The     
 gross  proceeds  resulting  from the sale are included in cash  flows  from     
 operating activities in our Consolidated  Statements of Cash Flows.  Losses     
 on these sales were immaterial.                                                 
 
 On    June 29, 1999   , the Camp County Industrial Development Corporation issued     
 $25.0  million  of  variable-rate environmental  facilities  revenue  bonds     
 supported by letters  of  credit  obtained  by Pilgrim's Pride. We may draw     
 from these proceeds over the construction period  for  new sewage and solid     
 waste disposal facilities at a poultry by-products plant  to  be  built  in     
 Camp  County,  Texas.  We are not required to borrow the full amount of the     
 proceeds from the bonds.  All amounts borrowed from these funds will be due     
 in 2029. The amounts that we borrow will be reflected as debt when received     
 from the Camp County Industrial Development Corporation. The interest rates     
 on amounts borrowed will closely  follow  the  tax-exempt  commercial paper     
 rates. Presently, there are no borrowings outstanding under the bonds.          
 
 At    June 30, 2001   , our working capital increased to  $177.2 million  and our     
 current  ratio  decreased  to  1.63  to 1, compared with working capital of     
 $124.5 million and a current ratio of  1.86 to 1 at    September 30, 2000   , and     
 was primarily due to the acquisition of WLR.                                    
 
 Trade accounts and other receivables were  $130.1 million at    June 30, 2001   ,     
 compared to $50.3 million at    September 30, 2000   .   The  158.7%  increase in     
 trade  accounts  and  other receivables between    June 30, 2001    and    September           30, 2000    was primarily  due  to  the acquisition of WLR's trade receivables     
 and other accounts partially offset  by  the  sale of receivables under the     
 Asset Sale Agreement discussed above.  Excluding  the  sale of receivables,     
 trade accounts and other receivables would have increased  96.1%, to $168.1     
 million.  This increase was primarily due to the acquisition of WLR.            
 
 Inventories  were  $305.6  million  at     June  30, 2001   , compared to  $181.2     
 million at    September 30, 2000   .  The $124.4 million,  or  68.6%, increase in     
 inventories between    September 30, 2000    and    June 30, 2001    was  primarily due     
 to the acquisition of WLR.                                                      
 
 Accounts payable and accrued expenses were $221.8 million at    June 30, 2001   ,     
 compared  to  $139.8 million at    September 30, 2000   .  The 58.7% increase  in     
 accounts payable  and  accrued expenses between    September 30, 2000    and    June           30, 2001   , was primarily due to the acquisition of WLR.                          
 
 Capital expenditures of $87.6 million and $56.9 million for the nine months     
 ended    June 30, 2001    and    July 1, 2000   , respectively, were primarily incurred     
 to  acquire and expand certain  facilities,  improve  efficiencies,  reduce     
 costs  and for the routine replacement of equipment. We anticipate spending     
 $15.0 to  $20.0  million  in the fourth quarter of fiscal 2001 and $55.0 to     
 $65.0 million in fiscal 2002  to  improve  efficiencies and for the routine     
 replacement  of  equipment.  We expect to finance  such  expenditures  with     
 available operating cash flows and long-term financing.                         
 
 Cash flows provided by operating  activities  were  $17.3 million and $61.7     
 million for the nine month periods ended    June 30, 2001     and     July  1, 2000   ,     
 respectively.   The decrease in cash flows provided by operating activities     
 for the nine months  ended    June 30, 2001   , compared to the nine months ended        July 1, 2000   , was primarily  due  to the increase of:  accounts receivable,     
 due primarily to a higher level of  sales  activity;  and  inventories, due     
 primarily  to  higher  levels  of live poultry and frozen turkey  inventory     
 resulting primarily from seasonal  variations  in the live production cycle     
 and sales of turkey products.                                                   
 
 Cash flows provided by (used in) financing activities  were  $285.8 million     
 and $(14.0) million for the nine month periods ended    June 30, 2001    and    July           1,  2000   , respectively.  The increase in cash flows provided by  (used  in)     
 financing  activities  for  the nine month period ended    June 30, 2001   , when     
 compared to the nine month period  ended     July  1,  2000   ,  reflects the net     
 proceeds (payments) from borrowings to finance the acquisition of WLR.          
 FORWARD LOOKING STATEMENTS                                                         
 Statements of our intentions, beliefs, expectations or predictions  for the     
 future, denoted by the words    "anticipate"   ,    "believe"   ,    "estimate"   ,    "expect"   ,        "project"   ,     "imply"   ,     "intend"   ,     "foresee"     and  similar  expressions,  are     
 forward-looking  statements  that  reflect  our  current views about future     
 events and are subject to risks, uncertainties and assumptions, including:      
 
    Matters  affecting  the  poultry  industry  generally,   including
    fluctuations in the commodity prices of feed ingredients, chicken
 and turkey;                                                   
 
    Management  of  our  cash resources, particularly in light of  our
 substantial leverage;                                         
 
     Restrictions imposed by,  and  as  a  result  of,  our  substantial
 leverage;                                                     
 
    Currency  exchange  rate  fluctuations,  trade  barriers, exchange
  controls, expropriation and other risks associated with foreign
 operations;                                                   
 
     Changes in laws or regulations affecting our operations, as well as
 competitive factors and pricing pressures;                    
 
    Inability to effectively integrate WLR or realize  the  associated
  cost savings and operating synergies currently anticipated; and
 
     The  impact  of uncertainties of litigation, as well as other risks
      described in    the Company   's Security and Exchange Commission (   "SEC"   )
 filings.                                                      
 
 Actual  results could differ  materially  from  those  projected  in  these     
 forward-looking statements as a result of these factors, among others, many     
 of which are beyond our control.                                                
 The Company     does  not  intend  to  provided  updated information about the     
 matters referred to in these forward looking statements,  other than in the     
 context  of Management's Discussion and Analysis of Results  of  Operations     
 and Financial  Condition  contained  herein  and  other  disclosures in the     
 Company's SEC filings.                                                                ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK                   
 The  risk  inherent in    the Company   's market risk sensitive instruments  and     
 positions is  the  potential loss arising from adverse changes in the price     
 of feed ingredients,  foreign currency exchange rates and interest rates as     
 discussed  below  and   as  adjusted  for  the  acquisition  of  WLR.   The     
 sensitivity analyses presented  do  not  consider  the  effects  that  such     
 adverse changes may have on overall economic activity, nor do they consider     
 additional  actions  management  may  take to mitigate its exposure to such     
 changes.  Actual results may differ.                                            
 
 FEED INGREDIENTS.    The Company    purchases certain commodities, primarily corn     
 and  soybean meal.  As a result,    the Company   's  earnings  are  affected  by     
 changes  in the price and availability of such feed ingredients.  As market     
 conditions  dictate,    the Company    will from time to time lock-in future feed     
 ingredient prices  using  various  hedging  techniques,  including  forward     
 purchase agreements with suppliers and futures    contracts   .     The Company    does     
 not use such financial instruments for trading purposes and is not a  party     
 to  any  leveraged derivatives.  Market risk is estimated as a hypothetical     
 10% increase  in  the  weighted-average  cost of    the Company   's primary feed     
 ingredients as of    June 30, 2001   .  Based on     the  Company   's feed consumption     
 during  the  twelve-month period  ending     June 30, 2001   ,  such  an increase     
 would have  resulted in an increase to cost of sales of approximately $51.7     
 million  in that period.   As  of     June  30,  2001   ,     the  Company     had  not     
 hedged any of its remaining fiscal 2001 or 2002 feed requirements.              
 
 FOREIGN  CURRENCY.   Our earnings are affected  by  foreign  exchange  rate     
 fluctuations related to  the  Mexican  peso  net  monetary  position of our     
 Mexico    subsidiaries    denominated in Mexican pesos.  We manage  this exposure     
 primarily by attempting to minimize our Mexican peso net monetary position,     
 but  from  time  to time we have also considered executing hedges  to  help     
 minimize this exposure.   Such  instruments, however, have historically not     
 been economically feasible.  We are also exposed to the effect of potential     
 exchange rate fluctuations to the  extent that amounts are repatriated from     
 Mexico to the United States.  However,  we  currently  anticipate  that the     
 cash flows of our Mexico    subsidiaries    will continue to be reinvested in our     
 Mexico  operations.   In  addition,  the  Mexican  peso  exchange  rate can     
 directly  and  indirectly  impact  our  results of operations and financial     
 position  in  several manners, including potential  economic  recession  in     
 Mexico resulting  from  a  devalued  peso.   The  impact  on  our financial     
 position and results of operations of a hypothetical change in the exchange     
 rate  between  the  U.S.  dollar  and the Mexican peso cannot be reasonably     
 estimated.  Foreign currency exchange  gains  and  losses, representing the     
 change in the U.S. dollar value of the net monetary  assets  of  our Mexico        subsidiaries     denominated in Mexican pesos, were a loss of $2.3 million  in     
 1998, a gain of  $0.1  million  and  $0.2  million in fiscal 1999 and 2000,     
 respectively, and a gain of $1.1 million for the twelve-month period ending        June 30, 2001   .  On    June 30, 2001   , the Mexican  peso   closed  at  9.04 to 1     
 U.S. dollar, a decrease from 9.45 at    September 30, 2000   .  No assurance  can     
 be  given  as  to  how future movements in the peso could affect our future     
 earnings.                                                                       
 
 INTEREST RATES.     The  Company   's  earnings  are  also affected by changes in     
 interest rates due to the impact those changes have  on  its  variable-rate     
 debt  instruments.   The  acquisition  of  WLR substantially increased  the     
 Company's  outstanding balances of variable-rate  debt.      The  Company     has     
 variable-rate  debt  instruments  representing approximately 64.6% of   its     
 long-term  debt  at     June 30,  2001   .   Holding  other  variables  constant,     
 including  levels of  indebtedness, a  25 basis points increase in interest     
 rates  during  the 12 month period ending    June 29, 2002   , would increase our     
 interest  expense by  $725,000 over the same period in 2001.  These amounts     
 are determined by considering the impact of the hypothetical interest rates     
 on    the Company   's variable-rate long-term debt at    June 30, 2001   .                 
 
 Market risk for  fixed-rate  long-term  debt is  estimated as the potential     
 increase in  fair  value  resulting  from  a  hypothetical  25 basis points     
 decrease in interest rates and amounts to approximately $487,000 as of    June           30, 2001   , using discounted cash flow analysis.                                  
 
 NEW ACCOUNTING PRONOUNCEMENTS.   On     October  1,  2000   ,    the Company    adopted     
 Financial Accounting Standards Board Statement (SFAS)  No.  133, ACCOUNTING     
 FOR  DERIVATIVE  INSTRUMENTS  AND  HEDGING  ACTIVITIES,  as amended.   This     
 Statement requires    the Company    to recognize all derivatives  on the balance     
 sheet at fair value.  Derivatives that are not hedges must be  adjusted  to     
 fair  value  through  earnings.  If the derivative is a hedge, depending on     
 the nature of the hedge,  changes  in  the  fair  value of derivatives will     
 either  be offset against the change in fair value of  the  hedged  assets,     
 liabilities  or  firm  commitments through earnings, or recognized in other     
 comprehensive  income  (loss)  until  the  hedged  item  is  recognized  in     
 earnings.  The ineffective  portion  of a derivative's change in fair value     
 is recognized in earnings.                                                      
 
 The adoption of SFAS No. 133 had no impact  on    the Company    as of    October 1,           2000   .                                                                           
 The Company    periodically uses derivatives to  moderate  the  financial  and     
 commodity  market  risks  of  its business operations, primarily derivative     
 products, such as futures and option     contracts   ,  are used to hedge against     
 changes  in  the  amount  of  future  cash  flows  related  to  commodities     
 procurement.                                                                    
 The  Company    expects commodity derivatives to be cash  flow  hedges  (i.e.,     
 hedging  the  exposure of variability in expected future cash flows that is     
 attributable  to   a  particular  risk).   The  effective  portion  of  the     
 cumulative gain or loss  on  the  derivative  instrument  is  reported as a     
 component of other comprehensive income (loss) in shareholders'  equity and     
 recognized  into  earnings  in the same period or periods during which  the     
 hedged transaction affects earnings (for commodity hedges when the chickens     
 that consumed the hedged grain are sold).  The remaining cumulative gain or     
 loss on the derivative instrument in excess of the cumulative change in the     
 present value of the future cash  flows  of  the  hedged  item,  if any, is     
 recognized  in  earnings  during  the period of change.  During the quarter     
 ended    June 30, 2001   ,    the Company    used derivative futures    contracts    to hedge     
 commodity  purchases,  all  of  which  occurred  during  the  quarter.   No     
 ineffectiveness was recognized on cash flow  hedges  during the nine months     
 ended    June 30, 2001   .  During the quarter ended    June 30,  2001   ,     the Company        
 realized   losses   due   to  commodity  hedges,  net  of  gains,  totaling     
 approximately $1.2 million,  of  which  approximately  $0.7  million  ($0.4     
 million  net  of  tax)  was  deferred to future periods and is  recorded in     
 other comprehensive income (loss)  at     June 30, 2001    and will be recognized     
 within the next quarter.    No futures    contracts     were  outstanding  as  of        June 30, 2001   .                                                                  

10-Q
7th "Page" of    8

TOC
1st

Previous
Next

Bottom
Just 7th

    PILGRIM'S PRIDE CORPORATION AND    SUBSIDIARIES                                             JUNE 30, 2001                                                                            PART II. OTHER INFORMATION                                                               ITEM 1.  LEGAL PROCEEDINGS                                                            
 Since     March  23,  1999   ,     the Company    has been a plaintiff in two antitrust     
 lawsuits in U.S. District Court  in  Washington, D.C. alleging a world-wide     
 conspiracy  to  control production capacity  and  raise  prices  of  common     
 vitamins such as A, B-4, C and E.  On    November 3, 1999   , a settlement, which     
 was entered into as part of a class action lawsuit to which    the Company    was     
 a member, was agreed  to  among  the  defendants and the class, which would     
 provide for a recovery of between 18-20%  of  vitamins  purchased  from the     
 defendants  from 1990 through 1998.  On    March 28, 2000   , the judge presiding     
 over the case  accepted  the  negotiated  settlement  between  the parties;     
 however,  appeals  from  various  sources are in process.     The Company     has     
 filed documentation showing that vitamin purchases made during the recovery     
 period  totaled  approximately $14.9  million.   During  the  first  fiscal     
 quarter of 2001,    the Company    received $2.2 million in partial settlement of     
 its claim and received  an  additional  $1.1  million  in  the third fiscal     
 quarter of 2001 in final settlement.                                            
 
 In January of 1998, seventeen of our current and/or former employees  filed     
 the  case of    "Octavius Anderson, et al. v. Pilgrim's Pride Corporation"     in     
 the United  States District Court for the Eastern District of Texas, Lufkin     
 Division claiming  Pilgrim's  Pride violated requirements of the Fair Labor     
 Standards Act.  The suit alleged  Pilgrim's  Pride  failed to pay employees     
 for all hours worked.  The suit generally alleged that (1) employees should     
 be paid for time spent to put on, take off, and clean certain personal gear     
 at the beginning and end of their shifts and breaks and  (2)  the  use of a     
 master  time card or production    "line"    time fails to pay employees for  all     
 time actually  worked.   Plaintiffs  sought  to  recover  unpaid wages plus     
 liquidated damages and legal fees.  Approximately 1,700 consents to join as     
 plaintiffs  were  filed with the court by current and/or former  employees.     
 During the week of     March  5, 2001   , the case was tried in the Federal Court     
 of the Eastern District of Texas, Lufkin, Texas.  We prevailed at the trial     
 with a judgment issued by the  judge,  which found no evidence presented to     
 support the plaintiffs' allegations.  The  plaintiffs  have filed an appeal     
 in  the  Fifth  Circuit  Court of Appeals to reverse the judge's  decision.     
 Neither the likelihood of an unfavorable outcome nor the amount of ultimate     
 liability, if any, with respect  to  this  case  can  be determined at this     
 time.  We do not expect this matter, individually or collectively,  to have     
 a  material  impact  on  our  financial  position, operations or liquidity.     
 Substantially similar suits have been filed  against  four other integrated     
 chicken companies, including WLR, one of which resulted  in a federal judge     
 dismissing most of the plaintiffs' claims in that action with facts similar     
 to our case.                                                                    
 
 In  August of 2000, four of our current and/or former employees  filed  the     
 case of    "Betty Kennell, et al. v. Wampler Foods, Inc."    in the United States     
 District  Court  for  the  Northern  District of West Virginia, claiming we     
 violated requirements of the Fair Labor  Standards Act.  The suit generally     
 makes the same allegations as Anderson v.  Pilgrim's Pride discussed above.     
 Plaintiffs seek to recover unpaid wages plus  liquidated  damages and legal     
 fees.  Approximately 100 consents to join as plaintiffs were filed with the     
 court by current and/or former employees.  No trial date has  been set.  To     
 date, only limited discovery has been performed.  Neither the likelihood of     
 an unfavorable outcome nor the amount of ultimate liability, if  any,  with     
 respect to this case can be determined at this time.  We do not expect this     
 matter,  individually  or  collectively,  to  have a material impact on our     
 financial position, operations or liquidity.                                    
 
 On     February  9,  2000   ,  the  U.S.  Department  of Labor  (   "DOL"   )  began  a     
 nationwide audit of wage and hour practices in the  chicken  industry.  The     
 DOL has audited 51 chicken plants, four of which are owned by  us.  The DOL     
 audit examined pay practices relating to both processing plant and catching     
 crew employees and includes practices which are the subject of Anderson  v.     
 Pilgrim's  Pride and Kennell v. Wampler Foods discussed above.  We met with     
 the DOL in a  closing  conference  in  March  of  2001  and  are  currently     
 considering the recommendations presented by the DOL, the majority of which     
 are   procedural.    We   do   not  expect  this  matter,  individually  or     
 collectively,  to  have  a  material  impact  on  our  financial  position,     
 operations or liquidity.                                                        
 
 We are subject to various other  legal  proceedings and claims, which arise     
 in the ordinary course of our business.   In the opinion of management, the     
 amount  of  ultimate  liability  with respect to  these  actions  will  not     
 materially affect our financial position,  results  of  operations  or cash     
 flows.                                                                                ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K                                                EXHIBITS                                                                           
 (a)  Computation of Ratio of Earnings to Fixed Charges                    
 REPORTS ON FORM 8-K                                                                   The  Company     filed a Form 8-K/A on    April 12, 2001   , as an amendment to  the     
 Form 8-K filed  on     February  8,  2001   ,  relating  to  the acquisition by a     
 wholly-owned subsidiary of Pilgrim's Pride Corporation of WLR.                  
 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 thereunto duly authorized.                                          
            PILGRIM'S PRIDE CORPORATION   
 Date     JULY 24, 2001                Richard A. Cogdill                              
             Executive Vice President and
            Chief Financial Officer and
        Secretary and Treasurer
                   in his respective capacity as such
10-Q

Last "Page" of 8
TOC

1st
Previous

Next
Bottom

Just 8th
    PILGRIM'S PRIDE CORPORATION AND    SUBSIDIARIES                                             JUNE 30, 2001                                                                            EXHIBIT 12            PILGRIM'S PRIDE CORPORATION           COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES        
                                                                    Download Table                                                    NINE MONTHS ENDED        
                                      JUNE 30, 2001                  JULY 1, 2000                                                                                EARNINGS:                                                                 
 Income before income taxes                                             
 and extraordinary charge              $ 41,277                 $ 51,004
 
 Add:  Total fixed charges (see below)   33,877                   21,734
 
 Less:  Interest Capitalized              5,232                    2,255
 
           Total Earnings              $ 69,922                 $ 70,483
 FIXED CHARGES:                                                            
 Interest (1)                          $ 27,032                 $ 16,257
 
 Portion of rental expense                                              
    representative of the                                               
    interest factor                       6,845                    5,477
 
           Total fixed charges         $ 33,877                 $ 21,734
 
 Ratio of earnings to fixed charges        2.06                     3.24
 
  (1)  Interest includes amortization of capitalized financing fees.    
 

---------------------------------------------------------------------
Dates Referenced Herein and Documents Incorporated By Reference

Referenced-On Page
This 10-Q Filing

Date
First

Last
Other Filings

 
6/26/98

5
6

3/23/99
5

7
6/29/99

6
11/3/99

5
7

2/9/00
7

3/28/00
5

7
7/1/00

2
8

10-Q
9/30/00

2
6

10-K, DEF 14A
10/1/00

5
6

1/27/01
5

6
8-K, 8-K/A

2/8/01
7

8-K
3/5/01

5
7

4/12/01
7

8-K/A
For The Period Ended

6/30/01
1

8
7/1/01

5
Filed On / Filed As Of

7/24/01
1

7
9/29/01

5
10-K

6/29/02
6

8-K, 10-Q
Top

List All Filings
---------------------------------------------------------------------

Filing Submission - Alternative Formats (Word / Rich Text, HTML, Plain
Text, SGML, XML, et al.)
---------------------------------------------------------------------

Sponsored Ads...
---------------------------------------------------------------------

Copyright © 2010 Fran Finnegan & Company. All Rights Reserved.
About – Privacy – Redactions – Help — Mon, 22 Feb 02:00:51.4 GMT
he over when with here where then him what but here and him
and are be look
yourself very while because hello above have doing because have on Right on! they because
and can once before is such yourself
with me see whom their is than she for such
out does pilgrims pride vitamins who ours are ours pilgrims pride vitamins this were on themselves
Like, who am than once more
their he me itself pilgrims pride vitamins each
where or again theirs that under be be few when were against over off they how again nor can
then doing am a not same
do a being over his munchies of whom because
if see of this himself me yourself should be she go there! doing further munchies out
nor visit - did who themselves they has yourselves
too for doing maybe in pilgrims pride vitamins who
was until these their did had pilgrims pride vitamins while see and while than
liquid vitamin supplement with few her these as go there! he until have he