-----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, ULrrDesaTH8WWxzAHPqTkmFJZLFpoILNTJPI0vqglOCPMuLP57ZMiCJQV69hAYjE 1B7lsYPUISJ3ElCM1TEoXg== 0000950168-99-001546.txt : 19990517 0000950168-99-001546.hdr.sgml : 19990517 ACCESSION NUMBER: 0000950168-99-001546 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990514 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SMITHFIELD FOODS INC CENTRAL INDEX KEY: 0000091388 STANDARD INDUSTRIAL CLASSIFICATION: MEAT PACKING PLANTS [2011] IRS NUMBER: 520845861 STATE OF INCORPORATION: VA FISCAL YEAR END: 0427 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-07808 FILM NUMBER: 99624214 BUSINESS ADDRESS: STREET 1: 200 COMMERCE STREET STREET 2: 999 WATERSIDE DRIVE CITY: SMITHFIELD STATE: VA ZIP: 23430 BUSINESS PHONE: 8043653000 MAIL ADDRESS: STREET 1: 900 DOMINION TOWER STREET 2: 999 WATERSIDE DRIVE CITY: NORFOLK STATE: VA ZIP: 23510 FORMER COMPANY: FORMER CONFORMED NAME: LIBERTY EQUITIES CORP DATE OF NAME CHANGE: 19710221 FORMER COMPANY: FORMER CONFORMED NAME: LIBERTY REAL ESTATE TRUST DATE OF NAME CHANGE: 19661113 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MATTHEWS JAMES O CENTRAL INDEX KEY: 0001085671 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: PO BOX 856 CITY: WARSAW STATE: NC ZIP: 28398 BUSINESS PHONE: 9102933434 MAIL ADDRESS: STREET 1: PO BOX 856 CITY: WARSAW STATE: NC ZIP: 28398 SC 13G 1 SMITHFIELD FOODS, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )* SMITHFIELD FOODS, INC. - ------------------------------------------------------------------------------- (Name of Issuer) COMMON STOCK, $ .50 PAR VALUE - ------------------------------------------------------------------------------- (Title of Class of Securities) 832248 10 8 --------------------------------------------------- (CUSIP Number) J. Troy Smith, Jr. William R. Lathan, Jr. Ward and Smith, P.A. 1001 College Court New Bern, North Carolina 28562 (252) 633-1000 ------------------------------------------------------------------------------ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) May 7, 1999 ------------------------------------------------------------ (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [X] Rule 13d-1(c) [ ] Rule 13d-1(d) *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. The 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). SEC 1745(3-98) SCHEDULE 13G
CUSIP No. 832248 10 8 Page 2 of 6 Pages ------------------- ---------- ---------- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) James O. Matthews - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (SEE INSTRUCTIONS) (b) [X] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States - -------------------------------------------------------------------------------- NUMBER OF 5 SOLE VOTING POWER SHARES BENEFICIALLY 2,185,334 OWNED BY --------------------------------------------------------- EACH 6 SHARED VOTING POWER REPORTING PERSON -0- WITH --------------------------------------------------------- 7 SOLE DISPOSITIVE POWER 2,185,334 --------------------------------------------------------- 8 SHARED DISPOSITIVE POWER -0- - -------------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,185,334 - -------------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) [X] - -------------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.75% - -------------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN - --------------------------------------------------------------------------------
2 of 6 ITEM 1. (a) NAME OF ISSUER. The Issuer is Smithfield Foods, Inc. (b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES. The Issuer's principal executive offices are located at 200 Commerce Street, Smithfield, Virginia 23430. ITEM 2. (a) NAME OF PERSON FILING. The Reporting Person filing this Statement is James O. Matthews. The Reporting Person may be deemed to be a member of a "group" consisting of him, his sister, Carroll M. Baggett, and his brother, Jeffrey S. Matthews (together with the Reporting Person, the "Family Members") formed for the purpose of disposing of shares of the Issuer's Common Stock. The Reporting Person received a portion of his shares of the Issuer's Common Stock on May 7, 1999, in exchange for his equity interests in various companies owned by the Family Members that were acquired by the Issuer (the "Acquired Companies"). Each of the other two Family Members also received a portion of their respective shares of Common Stock in exchange for their equity interests in the Acquired Companies. In connection with those transactions, each of the Family Members entered into a Registration Rights Agreement and an Agreement of Shareholders, both dated as of May 3, 1999, with the Issuer. Pursuant to the Registration Rights Agreement, and subject to certain restrictions and conditions, each of the Family Members has certain rights to demand that the Issuer file registration statements with the Securities and Exchange Commission under the Securities Act of 1933, as amended, covering resales of shares of Common Stock held by him or her and to include shares he or she holds in any registration statement filed by the Issuer upon the demand of any other Family Member. Also, pursuant to the Agreement of Shareholders, each Family Member has agreed, among other things, to certain restrictions on his or her ability to sell, transfer or encumber the shares of Common Stock held by him or her during a period of one year following receipt of such stock. As a result of the above agreements, and to facilitate any desired dispositions of portions of their separate shares of Common Stock, the Family Members likely will, from time to time in the future, act cooperatively in any such dispositions of shares of Common Stock. To the extent that the above arrangements cause the Family Members to constitute a group, then the members of the group are the Family Members. However, the Reporting Person disclaims the existence of a "group." (b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE. The address of the Reporting Person's principal business office is: Post Office Box 707 Warsaw, North Carolina 28398. (c) CITIZENSHIP. The Reporting Person is a citizen of the United States. 3 of 6 (d) TITLE OF CLASS OF SECURITIES. This Statement relates to the Issuer's Common Stock, $0.50 par value per share. (e) CUSIP NO. The CUSIP number of the Common Stock is 832248108. ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SECTIONS 240.13d-1(b) OR 240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); (b) [ ] Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); (c) [ ] Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); (d) [ ] Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) [ ] An investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E); (f) [ ] An employee benefit plan or endowment fund in accordance with Section 240.13d.1(b)(1)(ii)(F); (g) [ ] A parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G); (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) [ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); (j) [ ] Group, in accordance with Section. 240.13d-1(b)(1)(ii)(J). ITEM 4. OWNERSHIP. The Reporting Person's separate beneficial ownership of Common Stock is as follows: (a) Amount beneficially owned: 2,185,334 (b) Percent of class: 4.75% (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 2,185,334 (ii) Shared power to vote or to direct the vote: -0- (iii) Sole power to dispose or to direct the disposition of: 2,185,334 (iv) Shared power to dispose or to direct the disposition of: -0-
Carroll M. Baggett and Jeffrey S. Matthews each owns and has sole power to vote and dispose of 2,185,333 shares of Common Stock. Therefore, to the extent that the Family Members constitute a "group," the group would beneficially own an aggregate of 6,556,000 shares constituting 14.24% of the Issuer's outstanding shares of Common Stock. The 4 of 6 Reporting Person has no power (sole or shared) with respect to the voting or disposition of the shares held by either of Carroll M. Baggett or Jeffrey S. Matthews and, accordingly, disclaims beneficial ownership thereof. ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. Not applicable. ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. Not applicable. ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON. Not applicable. ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. To the extent that the Family Members constitute a group (see response to Item 2(a)), then the group consists of the Reporting Person (James O. Matthews), Carroll M. Baggett and Jeffrey S. Matthews. The Reporting Person disclaims the existence of a group. ITEM 9. NOTICE OF DISSOLUTION OF GROUP. Not applicable. ITEM 10. CERTIFICATION. By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 5 of 6 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. May 12, 1999 /S/ James O.Matthews ------------------------------------------- James O. Matthews 6 of 6 -----END PRIVACY-ENHANCED MESSAGE-----