PPC 10-K Annual Report Dec. 31, 2023 | Alphaminr

PPC 10-K Fiscal year ended Dec. 31, 2023

PILGRIMS PRIDE CORP
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 1C. CybersecurityItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For The Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. [reserved]Item 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.1 Amended and Restated Certificate of Incorporation of the Company. (incorporated by reference from Exhibit 3.1 of the Company's Current Form 8-K (No. 001-09273) filed on May 3, 2021). 3.2 Amended and Restated Corporate Bylaws of the Company. (incorporated by reference from Exhibit 3.2 of the Company's Current Form 8-K (No. 001-09273) filed on May 3, 2021). 4.1 Stockholders Agreement dated December 28, 2009 between the Company and JBS USA Holding Lux, S..r.l., formerly known as JBS USA Holdings, LLC, as amended (incorporated by reference from Exhibit 3.3 to the Companys Form 8-A (No. 001-09273) filed on December 27, 2012). 4.2 Form of Common Stock Certificate (incorporated by reference from Exhibit 4.1 to the Companys Current Report on Form 8-K (No. 001-09273) filed on December 29, 2009). 4.3 Indenture dated as of September 29, 2017 among the Company, Pilgrims Pride Corporation of West Virginia, Inc., Goldn Plump Poultry, LLC, Goldn Plump Farms, LLC, JFC LLC and U.S. Bank National Association, as Trustee (incorporated by reference from Exhibit 4.2 of the Companys Current Report on Form 8-K (No. 001-09273) filed on October 3, 2017). 4.4 Form of Senior 5.875% Note due 2027 (included in Exhibit 4.3). 4.5 Indenture dated as of April 8, 2021 among the Company, Pilgrims Pride Corporation of West Virginia, Inc., Goldn Plump Poultry, LLC, Goldn Plump Farms, LLC, JFC LLC and Regions Bank, as Trustee (incorporated by reference from Exhibit 4.1 of the Companys Current Report on Form 8-K (No. 001-09273) filed on April 9, 2021). 4.6 Form of Senior 4.25% Note due 2031 (included in Exhibit 4.5). 4.7 Indenture, dated as of September 2, 2021 among the Company, as issuer, Pilgrim's Pride Corporation of West Virginia, Inc., Gold'n Plump Poultry, LLC, Gold'n Plump Farms, LLC and JFC LLC, as Guarantors, and Regions Bank, as Trustee (incorporated by reference from Exhibit 4.1 of the Companys Current Report on Form 8-K (No. 001-09273) filed on September 2, 2021). 4.8 Form of Senior 3.50% Note due 2032 (included in Exhibit 4.7). 4.9 Description of Securities Registered Pursuant to Section 12(b) of the Exchange Act. 4.10 First Supplemental Indenture, dated as of September 22, 2022 among the Company, as issuer, Pilgrims Pride Corporation of West Virginia, Inc., Goldn Plump Poultry, LLC, Goldn Plump Farms, LLC and JFC LLC, as Guarantors, and Regions Bank, as Trustee (incorporated by reference from Exhibit 4.1 of the Company's Current Report on Form 8-K (No. 001-09273) filed on September 26, 2022). 4.11 First Supplemental Indenture, dated as of September 22, 2022 among the Company, as issuer, Pilgrims Pride Corporation of West Virginia, Inc., Goldn Plump Poultry, LLC, Goldn Plump Farms, LLC and JFC LLC, as Guarantors, and Regions Bank, as Trustee (incorporated by reference from Exhibit 4.1 of the Company's Current Report on Form 8-K (No. 001-09273) filed on September 26, 2022). 10.1 Pilgrims Pride Corporation Long Term Incentive Plan (incorporated by reference from Exhibit 10.2 of the Companys Current Report on Form 8-K (No. 001-09273) filed on December30, 2009). 10.2 Form of Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.2 of the Companys Current Report on Form 8-K (No. 001-09273) filed on September 10, 2012). 10.3 Multicurrency Revolving Facility Agreement, dated as of June 24, 2022, by and among Moy Park Holdings (Europe) Limited and other Pilgrim's subsidiaries, the Governor and Company of the Bank of Ireland, as agent, and the other lenders party thereto (incorporated by reference from Exhibit 10.1 of the Company's Quarterly Report on Form 10-Q filed on July 28, 2022). 10.4 Revolving Line of Credit Agreement, dated as of December 14, 2018, by and among Banco del Bajo, Sociedad Annima, Institucin de Banca Mltiple as lender, Avcola Pilgrims Pride de Mxico, Sociedad Annima de Capital Variable as borrower, and Comercializadora de Carnes de Mxico, Sociedad de Responsabilidad Limitada de Capital Variable, Pilgrims Pride, Sociedad de Responsabilidad Limitada de Capital Variable, and Pilgrims Operaciones Laguna, Sociedad de Responsabilidad Limitada de Capital Variable, as guarantors (incorporated by reference from Exhibit 10.1 of the Companys Current Report on Form 8-K (No. 001-09273) filed on December 20, 2018). 10.5 2019 Pilgrims Pride Corporation Long-Term Incentive Plan (incorporated by reference from Exhibit 10.14 of the Companys Annual Report on Form 10-K filed on February 21, 2020). 10.6 Fifth Amended and Restated Credit Agreement, dated as of August 9, 2021, by and among Pilgrims Pride Corporation, certain of its subsidiaries, CoBank, ACB, as administrative agent and collateral agent, and the other lenders party thereto (incorporated by reference from Exhibit 10.1 of the Companys Current Report on Form 8-K (No. 001-09273) filed on August 11, 2021, as amended on August 16, 2021). 10.7 Form of Stock Award Agreement under the Pilgrims Pride Corporation Long Term Incentive Plan (incorporated by reference from Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q filed on April 28, 2021). 10.8 Indenture dated as of April 19, 2023, among the Company, the Guarantors and Regions Bank, as Trustee (incorporated by reference from Exhibit 4.1 of the Company's Current Report on Form 8-K (No. 001-02973) filed on April 19, 2023). 10.9 First Supplemental Indenture dated as of April 19, 2023, among the Company, the Guarantors and the Trustee (incorporated by reference from Exhibit 4.2 of the Company's Current Report on Form 8-K (No. 001-02973) filed on April 19, 2023). 10.10 First Amendment to the Fifth Amended and Restated Credit Agreement, dated as of June 21, 2023, by and among Pilgrim's Pride Corporation, certain of its subsidiaries, CoBank ACB, as administrative agent and collateral agent, and the other lenders party thereto (incorporated by reference from Exhibit 4.3 of the Company's Quarterly Report on Form 10-Q (No. 001-02973) filed on July 27, 2023). 10.11 Revolving Syndicated Facility Agreement, dated as of October 4, 2023, by and among Pilgrims Pride Corporation, certain of its subsidiaries, CoBank, ACB, as administrative agent and the other lenders party thereto (incorporated by reference from Exhibit 10.1 of the Company's Current Report on Form 8-K (No. 001-02973) filed on October 10, 2023). 10.12 Second Supplemental Indenture, dated as of October 12, 2023, between the Company and Regions Bank, as trustee (incorporated by reference from Exhibit 4.1 of the Company's Current Report on Form 8-K (No. 001-02973) filed on October 13, 2023). 10.13 Revolving Line of Credit Agreement, dated as of August 15, 2023, by and among BBVA Mxico as lender, and Pilgrims Pride, Sociedad de Responsabilidad Limitada de Capital Variable, as borrower (incorporated by reference from Exhibit 4.6 of the Companys Quarterly Report on Form 10-Q (No. 001-02973) filed on October 26, 2023). 21 Subsidiaries of Registrant.* 22.1 List of Guarantor Subsidiaries.* 23.1 Consent of KPMG LLP.* 31.1 Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.* 31.2 Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.* 32.1 Certification of Principal Executive Officer of Pilgrims Pride Corporation pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.** 32.2 Certification of Principal Financial Officer of Pilgrims Pride Corporation pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.** 97 Clawback Policy.**