-----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, O/iPb+yuH5QGq8qPa6sCV20bjxzjUXKHEqlgySuN2m6hkrNduGlJ1P7RvDTAZxxf eyCp8jpqNl51rPuZDNxvKQ== 0001193125-03-062682.txt : 20031016 0001193125-03-062682.hdr.sgml : 20031016 20031016101804 ACCESSION NUMBER: 0001193125-03-062682 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20031012 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031016 FILER: 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: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15321 FILM NUMBER: 03943033 BUSINESS ADDRESS: STREET 1: 200 COMMERCE STREET STREET 2: EXECUTIVE OFFICE BUILDING CITY: SMITHFIELD STATE: VA ZIP: 23430 BUSINESS PHONE: 7573653000 MAIL ADDRESS: STREET 1: 200 COMMERCE STREET STREET 2: EXECUTIVE OFFICE BUILDING CITY: SMITHFIELD STATE: VA ZIP: 23430 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 8-K 1 d8k.htm CURRENT REPORT CURRENT REPORT

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 


 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): October 12, 2003

 


 

SMITHFIELD FOODS, INC.

(Exact name of registrant as specified in its charter)

 

Virginia   1-15321   52-0845861

(State or other

jurisdiction of incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

200 Commerce Street

Smithfield, Virginia

  23430
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (757) 365-3000

 



Item 5.   Other Events and Regulation FD Disclosure.

 

On October 13, 2003, Smithfield Foods, Inc. announced it was the successful bidder at an auction to acquire substantially all of the assets of Farmland Foods. Copies of the related press releases are attached as Exhibits 99.1 and 99.2 to this report, and are incorporated herein by reference.

 

Item 7.   Financial Statements and Exhibits.

 

(c) Exhibits.

 

Exhibit
Number


  

Description


99.1    Press release, dated as of October 13, 2003.
99.2    Press release, dated as of October 13, 2003.

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

       

SMITHFIELD FOODS, INC.

Date: October 16, 2003

     

/s/    Michael H. Cole

     
           

Michael H. Cole

Vice President, Secretary and

Deputy General Counsel

 

EXHIBIT INDEX

 

Exhibit 99.1    Press Release issued October 13, 2003.
Exhibit 99.2    Press Release issued October 13, 2003.
EX-99.1 3 dex991.htm EXHIBIT 99.1 EXHIBIT 99.1

EXHIBIT 99.1

 

Smithfield Foods Selected As Winning Bidder for Farmland Foods

 

Smithfield, Va., October 13, 2003—Smithfield Foods, Inc. (NYSE:SFD) today announced that it was the successful bidder at an auction to acquire substantially all of the assets of Farmland Foods, the pork production and processing business of Farmland Industries, Inc., for $367.4 million in cash, plus the assumption of certain Farmland liabilities, including the pension obligations, and associated assets, of both Farmland Foods and Farmland Industries as well as certain post petition liabilities. The auction was held at Farmland headquarters in Kansas City, Missouri on Sunday, October 12, 2003, under auction and bid procedures approved by the United States Bankruptcy Court. In the auction, Smithfield’s agreement to assume the pension obligations was valued at $90 million by the debtor.

 

The company indicated that it expects the transaction to be immediately accretive to earnings before the impact of cost savings and synergies.

 

Smithfield’s successful bid is subject to Bankruptcy Court approval at a hearing to be held on October 28, 2003, and is subject to certain other customary conditions. Smithfield has previously received Hart-Scott-Rodino antitrust clearance for the acquisition and expects to complete the transaction early in its fiscal third quarter.

 

Farmland Foods has annual sales of $1.6 billion.

 

With annualized sales of $8 billion, Smithfield Foods is a leading processor and marketer of fresh pork and processed meats in the United States, as well as the largest producer of hogs. For more information, please visit www.smithfieldfoods.com.

 

This news release may contain “forward-looking” information within the meaning of the federal securities laws. The forward-looking information may include statements concerning the company’s outlook for the future, as well as other statements of beliefs, future plans and strategies or anticipated events, and similar expressions concerning matters that are not historical facts. The forward-looking information and statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in, or implied by, the statements. These risks and uncertainties include availability and prices of livestock, raw materials and supplies, livestock costs, product pricing, the competitive environment and related market conditions, operating efficiencies, access to capital, the cost of compliance with environmental and health standards, adverse results from ongoing litigation and actions of domestic and foreign governments.

 

Contact: Jerry Hostetter, (212) 758-2100

Smithfield Foods, Inc.

EX-99.2 4 dex992.htm EXHIBIT 99.2 EXHIBIT 99.2

EXHIBIT 99.2

 

Smithfield Foods’ Patience Pays Off in Winning Bid for Farmland Foods

 

Smithfield, Va., October 13, 2003—Smithfield Foods, Inc. (NYSE: SFD) said today that its winning bid to acquire Farmland Foods from Farmland Industries, Inc. was good news for Farmland’s employees, independent hog producers, communities, pensioners and creditors, because it ends more than a year of uncertainty and provides optimism and confidence for the future. The auction was held at Farmland headquarters in Kansas City yesterday, under auction and bid procedures approved by the United States Bankruptcy Court.

 

Smithfield was the successful bidder at an auction to acquire substantially all of the assets of Farmland Foods, the pork production and processing business of Farmland Industries Inc., for $367.4 million in cash, plus the assumption of certain Farmland liabilities. The assumed liabilities include the pension obligations, and associated assets, of both Farmland Foods and Farmland Industries as well as certain post petition liabilities of Farmland Foods. In the auction, Smithfield’s agreement to assume the pension obligations was valued at $90 million by the debtor.

 

“We are very pleased to welcome Farmland Foods to the Smithfield Foods family of companies,” said C. Larry Pope, Smithfield president and chief operating officer.

 

“We have had a continued interest in acquiring Farmland Foods for nearly 18 months, and our patience has finally been rewarded,” said Mr. Pope. “Farmland has a strong brand name, an excellent management team, as well as an outstanding working relationship with independent hog producers. The addition of Farmland to the Smithfield family further strengthens our distribution system and continues to broaden our product and brand opportunities for our customers,” he said.

 

The transaction between Farmland and Smithfield:

 

  Honors all current Farmland Foods hog production contracts giving Farmland’s independent hog producers the certainty and security of contractual supply relationships. Smithfield and Farmland Foods also will remain committed to purchasing significant numbers of hogs on the open market;

 

  Preserves the jobs of Farmland Foods’ 6,100 employees;

 

  Recognizes the UFCW at all of Farmland’s unionized facilities;

 

  Ensures all Farmland Foods’ production facilities remain open and in operation at current production levels, and that all Farmland customers will continue to be served without interruption;

 

  Keeps Farmland Foods as a stand-alone business operated by its current management. George H. Richter will continue as president and chief operating officer of Farmland Foods;

 

  The current Farmland Foods management team and headquarters employees will remain based in Kansas City;

 

  Preserves and invests in the Farmland brand;

 

  Provides Farmland’s independent producers, employees, customers, and communities with the comfort of knowing that Farmland Foods is financially strong.

 

Farmland Foods has annual sales of $1.6 billion. Smithfield stated that it expects the transaction to be accretive to its earnings immediately after closing.

 


With annualized sales of $8 billion, Smithfield Foods is a leading processor and marketer of fresh pork and processed meats in the United States, as well as the largest producer of hogs. For more information, please visit www.smithfieldfoods.com.

 

This news release may contain “forward-looking” information within the meaning of the federal securities laws. The forward-looking information may include statements concerning the company’s outlook for the future, as well as other statements of beliefs, future plans and strategies or anticipated events, and similar expressions concerning matters that are not historical facts. The forward-looking information and statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in, or implied by, the statements. These risks and uncertainties include availability and prices of livestock, raw materials and supplies, livestock costs, product pricing, the competitive environment and related market conditions, operating efficiencies, access to capital, the cost of compliance with environmental and health standards, adverse results from ongoing litigation and actions of domestic and foreign governments.

 

Contact: Jerry Hostetter, (212) 758-2100

Smithfield Foods, Inc.

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