-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Lj9u8upnR1V6CqrhrnEMjUkoSI+HRzX4qlxF6S8XFbf8J5GyYs0ska1oVR8yvqHL C3VG/9ohtVRcJpIgpAMYUQ== 0000007084-97-000027.txt : 19970818 0000007084-97-000027.hdr.sgml : 19970818 ACCESSION NUMBER: 0000007084-97-000027 CONFORMED SUBMISSION TYPE: SC 13D CONFIRMING COPY: PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970815 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: IBP INC CENTRAL INDEX KEY: 0000052477 STANDARD INDUSTRIAL CLASSIFICATION: MEAT PACKING PLANTS [2011] IRS NUMBER: 420838666 STATE OF INCORPORATION: DE FISCAL YEAR END: 1227 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-06183 FILM NUMBER: 00000000 BUSINESS ADDRESS: STREET 1: IBP AVE STREET 2: P O BOX 515 CITY: DAKOTA CITY STATE: NE ZIP: 68731 BUSINESS PHONE: 4024942061 MAIL ADDRESS: STREET 1: IBP AVE STREET 2: P O BOX 515 CITY: DAKOTA CITY STATE: NE ZIP: 68731 FORMER COMPANY: FORMER CONFORMED NAME: IOWA BEEF PROCESSORS INC /PRED/ DATE OF NAME CHANGE: 19821109 FORMER COMPANY: FORMER CONFORMED NAME: IOWA BEEF PACKERS INC DATE OF NAME CHANGE: 19701130 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ARCHER DANIELS MIDLAND CO CENTRAL INDEX KEY: 0000007084 STANDARD INDUSTRIAL CLASSIFICATION: FATS & OILS [2070] IRS NUMBER: 410129150 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 4666 FARIES PKWY CITY: DECATUR STATE: IL ZIP: 62526 BUSINESS PHONE: 2174245200 SC 13D 1 SC 13D FOR IBP, INC. PAGE 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.)* IBP, Inc. _____________________________________________________________ (Name of Issuer) COMMON STOCK _____________________________________________________________ (Title of Class of Securities) 449223-10-6 ______________________________________________ (CUSIP Number) D. J. Smith, Secretary Archer-Daniels-Midland Company, 4666 Faries Parkway, P. O. Box 1470, Decatur, IL 62525, Telephone: (217)424-6183 ______________________________________________________________ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 15, 1997 ___________________________________________________ (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box __. Check the following box if a fee is being paid with the statement _X_. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of Securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. This information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that Section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). 1 PAGE 2 CUSIP NO. 449223-10-6 Page 2 of 5 Pages _______________________________________________________________ 1 NAME OF REPORTING PERSON S. S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Archer-Daniels-Midland Company I.R.S. Identification No. 41-0129150 _______________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a)__ (b)__ _______________________________________________________________ 3 SEC USE ONLY _______________________________________________________________ 4 SOURCE OF FUNDS * WC _______________________________________________________________ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(E) _x_ See Item 2 _______________________________________________________________ 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware _______________________________________________________________ |7 SOLE VOTING POWER NUMBER OF | 5,555,200 SHARES |_________________________________________________ BENEFICIALLY|8 SHARED VOTING POWER OWNED BY | -0- EACH |_________________________________________________ REPORTING |9 SOLE DISPOSITIVE POWER PERSON | 5,555,200 WITH |_________________________________________________ |10 SHARED DISPOSITIVE POWER | -0- _______________________________________________________________ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,555,200 _______________________________________________________________ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(11)EXCLUDES CERTAIN SHARES * __ _______________________________________________________________ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.0% based on 92,067,635 shares outstanding _______________________________________________________________ 14 TYPE OF REPORTING PERSON * CO _______________________________________________________________ * SEE INSTRUCTIONS BEFORE FILLING OUT! 2 PAGE 3 CUSIP NO. 449223-10-6 Page 3 of 5 Pages ARCHER-DANIELS-MIDLAND COMPANY Statement Pursuant to Section 13(d) of the Securities Exchange Act of 1934 Item 1. Security and Issuer. This Statement relates to the Common Stock, $0.05 par value, of IBP, Inc., a Delaware corporation (the "Issuer"), IBP Avenue, P.O. Box 515, Dakota City, Nebraska 68731. Item 2. Identity and Background. The person filing this Statement is Archer-Daniels- Midland Company, a Delaware corporation ("ADM"), 4666 Faries Parkway, P.O. Box 1470, Decatur, Illinois 62525. ADM is a major processor of agricultural products for the food and feed industries, and it is one of the largest oilseed and vegetable oil processors, corn refiners and fuel alcohol producers, and wheat millers in the United States. Set forth in Appendix I with respect to each director and executive officer of ADM are his or her name, business address and present principal employment or occupation and the name and principal business and address of any corporation or other organization in which such employment or occupation is carried on. No person other than persons listed in Appendix I might be deemed to control ADM. On October 15, 1996, the Company pled guilty to a two count information in the Northern District of Illinois pursuant to an agreement with the Department of Justice. This information states that the Company engaged in anticompetitive conduct in connection with the sale of lysine and citric acid. In connection with its agreement the Company will pay the United States a fine of $70 million with respect to lysine and $30 million with respect to citric acid. Each of the directors and executive officers of ADM, except F. Ross Johnson, M. Brian Mulroney, B. Cox and J. D. McNamara, is a United States citizen. 3 PAGE 4 CUSIP NO. 449223-10-6 Page 4 of 5 Pages Item 3. Source and Amount of Funds or Other Consideration. Since March 25, 1996, ADM has made purchases of the Common Stock of the Issuer on the open market (NYSE). The amounts and prices for the transactions which occurred in the last sixty (60) days are shown on Appendix II. All purchases were made from ADM's working capital. Item 4. Purpose of Transaction. ADM has purchased shares of the Common Stock of the Issuer for investment purposes. ADM may, from time to time, depending on market conditions and other considerations, purchase additional shares or dispose of some or all of the shares held by it. Except as set forth above, ADM has no plans nor proposals which relate to or would result in any of the actions enumerated in clauses (a)-(j) of Item 4 of Schedule 13D under the Securities Exchange Act of 1934, as amended. Item 5. Interest in Securities of the Issuer. The Issuer is believed to have 92,067,635 shares of Common Stock outstanding. ADM beneficially owns 5,555,200 shares of the Common Stock of the Issuer or approximately 6.034% of the outstanding Common Stock described above and has sole power to vote or to direct the vote and sole power to dispose or direct the disposition of such shares. Neither ADM nor any director or executive officer of ADM beneficially owns or has a right to acquire, directly or indirectly, any additional Common Stock of the Issuer. During the past sixty days there have been no transactions in shares of Common Stock of the Issuer by ADM or any director or executive officer of ADM, other than as reported in Item 3. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer. None. Item 7. Materials to be Filed as Exhibits. None. 4 PAGE 5 CUSIP NO. 449223-10-6 Page 5 of 5 Pages Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct. Dated: July 23, 1997 ARCHER-DANIELS-MIDLAND COMPANY /s/D. J. SMITH By:D. J. Smith Its Vice President and Secretary 5 PAGE 6 CUSIP NO. 449223-10-6 APPENDIX I ARCHER-DANIELS-MIDLAND COMPANY Set forth below with respect to each director and executive officer of Archer-Daniels-Midland Company ("ADM") are his or her name and (a) his or her business address (unless another address is set forth, the business address of each person is 4666 Faries Parkway, P.O. Box 1470, Decatur, Illinois 62525); (b) his or her present principal employment or occupation and the name and (if not ADM) principal business of any corporation or other organization in which such employment or occupation is carried on and the address of such corporation or other organization (which, unless another address is set forth, is the same as the business address set forth for such person); and (c) the number of shares of the Common Shares of the Issuer beneficially owned by him or her. DIRECTORS Dwayne O. Andreas: (a) see above; (b) Chairman of the Board of Directors of ADM; (c) none. G. Allen Andreas: (a) see above; (b) President and Chief Executive Officer of ADM; (c) none. S. M. Archer, Jr.: (a) 4350 E. Camelback Road, 200 F, Phoenix, AZ 85018; (b) private investments; (c) none. J. R. Block: (a) 201 Park Washington Court, Falls Church, VA 22046; (b) President of Food Distributors International; (c) none. Richard R. Burt: (a) 1101 Connecticut Ave., N.W., Suite 804, Washington, D.C. 20036; (b) Chairman of International Equity Partners, L.P.; (c) none. M. H. Carter; (a) 2090 S. Ohio, Salina, KS 67401; (b) Chairman of the Board of Sunflower Bank; (c) none. G. O. Coan: (a) P.O. Box 2210, Atlanta, GA 30301; (b) Chief Executive Officer of Gold Kist Inc.; (c) none. F. Ross Johnson: (a) 200 Galleria Parkway, Suite 970, Atlanta, GA 30339; (b) Chairman of the Board and Chief Executive Officer of RJM Group, Inc.; (c) none. M. Brian Mulroney: (a) 1981 Avenue McGill College, Suite 1100, Montreal, Quebec, Canada H3A 3C1; (b) Honorable; (c) none. 6 PAGE 7 CUSIP NO. 449223-10-6 APPENDIX I continued R. S. Strauss: (a) 1333 New Hampshire Ave., N.W., Washington, D.C. 20036; (b) partner in law firm of Akin, Gump, Strauss, Hauer & Feld; (c) none. J. K. Vanier: (a) Box 58, Salina, KS 67401; (b) President of Star C, Inc. (investments and livestock); (c) none. O. G. Webb: (a) P.O. Box 2500, Bloomington, IL 61702; (b) Chairman of the Board and President of GROWMARK, Inc.; (c) none. Andrew Young: (a) 303 Peachtree St., N.E., Suite 4800, Atlanta, GA 30308; (b) Co-Chairman of GoodWorks International, LLC; (c) none. OTHER EXECUTIVE OFFICERS G. A. Andreas, Jr.: (a) see above; (b) President and Chief Executive Officer; (c) none. C. T. Bayless: (a) see above; (b) Executive Vice President; (c) none. M. L. Andreas: (a) see above; (b) Senior Vice President; (c) none. B. D Kraft: (a) see above; (b) Senior Vice President; (c) none. R. P. Reising: (a) see above; (b) Senior Vice President; (c) none. L. W. Batchelder: (a) see above; (b) Group Vice President; (c) none. H. E. Buoy: (a) see above; (b) Group Vice President; (c) none. L. H. Cunningham: (a) see above; (b) Group Vice President; (c) none. C. L. Hamlin: (a) 8000 West 110th Street, Overland Park, KS 66210; (b) Group Vice President; (c) none. J. C. Ielase: (a) see above; (b) Group Vice President; (c) none. J. D. McNamara: (a) see above; (b) Group Vice President; (c) none. P. Mulhollem: (a) Church Manorway, Erith, Kent DA8 1DL, England; (b) Group Vice President; (c) none. R. V. Preiksaitis: (a) see above; (b) Group Vice President; (c) none. 7 PAGE 8 CUSIP NO. 449223-10-6 APPENDIX I continued D. J. Schmalz: (a) see above; (b) Vice President and Chief Financial Officer; (c) none. D. J. Smith: (a) see above; (b) Vice President, Secretary and General Counsel; (c) none. W. H. Camp: (a) see above; (b) Vice President; (c) none. Mark J. Cheviron: (a) see above; (b) Vice President; (c) none. B. Cox: (a) Church Manorway, Erith, Kent DA8 1DL, England; (b) Vice President; (c) none. E. A. Harjehausen: (a) see above; (b) Vice President; (c) None. P. L. Krug, Jr.: (a) 141 West Jackson Blvd. Suite 1610 A, Chicago, IL; (b) Vice President; (c) none. J. E. Long: (a) see above; (b) Vice President; (c) none. J. McDonald: (a) see above; (b) Vice President; (c) none. B. Peterson: (a) see above; (b) Vice President; (c) none. J. G. Reed: (a) Church Manorway, Erith, Kent DA8 1DL, England; (b) Vice President; (c) none. J. D. Rice: (a) see above; (b) Vice President; (c) none. K. Robinson: (a) see above; (b) Vice President; (c) none. S. Yu: (a) see above; (b) Vice President; (c) none. C. P. Archer: (a) see above; (b) Treasurer; (c) none. S. R. Mills (a) see above; (b) Controller; (c) none. 8 PAGE 9 APPENDIX II Marketable Securities - Purchase Detail From: 05/23/97 To: 07/22/97 Trade # of Tran Date Shares Price _________ _______ ______ Description: IBP, Inc. 07/15/97 150,000 23.000 07/15/97 268,600 23.000 07/16/97 25,000 22.875 07/17/97 200,000 22.875 07/17/97 38,200 22.750 07/18/97 68,600 22.125 07/18/97 131,800 22.250 07/18/97 23,800 22.500 07/21/97 105,000 22.188 ________ ______ 9 -----END PRIVACY-ENHANCED MESSAGE-----