PILGRIMS PRIDE (PPC) SEC Filings

Pilgrim’s Pride Corporation (PPC) reported third-quarter results for the period ended September 27, 2026, with net revenue of $4,653.2 million, compared with $4,759.3 million in the quarter ended September 28, 2025. Net income was $116.3 million versus $343.1 million, and earnings per share were $0.49 versus $1.44. Adjusted EBITDA, a non-GAAP measure, was $316.3 million versus $633.1 million; its margin was 6.8% versus 13.3%.

Gross profit was $333.7 million, compared with $659.4 million, and operating income was $191.5 million versus $492.6 million. The company attributed U.S. business-unit pressure to lower year-over-year commodity market pricing and higher grain costs, partly offset by Prepared Foods volume growth and improved live performance and plant yields in Fresh. Europe’s profit decline was primarily tied to lower-priced European pork supply; Mexico’s was primarily tied to lower market pricing and higher grain costs. Selling, general and administrative expense was lower, primarily due to reduced legal settlements expense and incentive compensation costs.

Pilgrim’s Pride Corporation (PPC) reported third-quarter 2026 net sales of $4,653.2 million, down 2.2% year over year. GAAP operating income was $191.5 million, down 61.1%, and diluted GAAP EPS was $0.49, down 66.0%. Adjusted EBITDA was $316.3 million, down 50.0%; its margin was 6.8%, versus 13.3% a year earlier.

USDA-reported poultry supply rose 2.2% year over year, outpacing demand growth and pressuring commodity cutout values. U.S. Prepared Foods volumes rose more than 15% year over year, and Just Bare retail sales rose more than 25%. Europe margins were compressed by pork fundamentals and escalating input costs, while Mexico profitability rose from the prior quarter. The Walkers Deli & Sausage acquisition approval process continues to progress, with an anticipated close in early 2027; commissioning of the Walker County, Georgia facility is expected in the second half of 2027. Net leverage was 1.76x Adjusted EBITDA, below the company’s target range of 2x to 3x.

Pilgrim’s Pride Corporation (PPC) formed an independent, disinterested special committee to review and evaluate JBS N.V.’s unsolicited proposal, received August 18, 2026, to acquire all outstanding PPC common shares JBS does not currently own. The committee selected Ropes & Gray LLP as legal counsel and Moelis & Company LLC as financial advisor.

The PPC board will not approve the proposed transaction without the committee’s favorable recommendation. Any transaction is expected to be conditioned on the affirmative vote of a majority of the votes cast by holders of PPC shares not held by JBS or its affiliates. PPC stated there is no assurance that a definitive agreement will be entered into or that any transaction will be consummated.

Pilgrim’s Pride Corporation and its wholly owned subsidiary, Pilgrim’s Europe Finance PLC, completed a private offering exempt from registration under the Securities Act of 1933, as amended, selling only to qualified institutional buyers €500 million aggregate principal amount of 4.750% senior notes due January 23, 2034. The notes are unsecured senior obligations and rank equally with the issuers’ other unsubordinated indebtedness. Interest is payable annually in arrears on January 23, beginning January 23, 2027.

The issuers intend to use the net proceeds for general corporate purposes, including funding consideration for the company’s recently announced acquisition of Walkers Deli & Sausage Company and paying related costs and expenses. The notes were issued under an indenture containing customary covenants and events of default, including failure to pay principal or interest when due.

Pilgrim’s Pride Corporation (PPC) reported that it and its wholly owned subsidiary Pilgrim’s Europe Finance PLC have priced a private offering of €500 million aggregate principal amount of 4.750% senior notes due 2034.

The sale of the notes is expected to close on September 23, 2026, subject to customary closing conditions. The issuers intend to use the net proceeds for general corporate purposes, including funding consideration for Pilgrim’s Pride’s recently announced acquisition of Walkers Deli & Sausage Company and related costs and expenses. The offering is not conditioned on the closing of that acquisition. The notes are being offered in a private, unregistered transaction to qualified institutional buyers and to non‑U.S. persons in accordance with Regulation S under the Securities Act.

Pilgrim’s Pride Corporation (PPC) announced that it and its wholly owned subsidiary Pilgrim’s Europe Finance plc have commenced a private offering of up to €500 million aggregate principal amount of senior notes, subject to market conditions. The notes will be issued in an unregistered offering and sold only to qualified institutional buyers and non‑U.S. persons under Regulation S.

The issuers intend to use the net proceeds for general corporate purposes, including funding the consideration for Pilgrim’s Pride’s recently announced acquisition of Walkers Deli & Sausage Company and related transaction costs. The offering is not conditioned on the closing of the Walkers acquisition. The company highlights typical capital markets and industry risks through forward‑looking statement language.

Pilgrim’s Pride Corporation (PPC) reports that it and related defendants have reached a proposed settlement of a previously disclosed stockholder derivative and class action in Delaware Chancery Court. Under the Stipulation signed August 4, 2026, JBS-related defendants would pay $31,000,000 in cash for the benefit of the Company.

The payment reflects an additional amount due to Pilgrim’s Pride by increasing a key figure in the existing Tax Sharing Agreement from $725,000,000 to $1,170,000,000. Of the $31,000,000, $250,000 funds notice costs via an escrow controlled by plaintiffs’ counsel and $30,750,000 goes into an escrow controlled by Pilgrim’s Pride, with the net balance to be transferred to the Company after the settlement becomes effective and after fees, taxes, and notice costs. Individual stockholders will not receive direct payments.

The settlement requires final approval by the Delaware Court of Chancery. A settlement hearing is scheduled for November 20, 2026, where the Court will consider approval of the settlement and a plaintiffs’ counsel fee and expense request of up to $4,805,000, payable solely from the settlement fund.

Pilgrim’s Pride Corporation (PPC) disclosed that its majority stockholder, JBS N.V., has submitted a non-binding proposal to acquire all PPC common shares not already owned by JBS or its affiliates. The proposed consideration is a fixed exchange ratio of 2.086 JBS Class A common shares for each PPC share, referencing August 18, 2026 closing prices of $13.66 for JBS and $28.49 for PPC.

The PPC board plans to form a fully empowered special committee of independent, disinterested directors to review and evaluate the proposal with independent legal and financial advisors. JBS states it is not interested in selling its existing PPC stake or participating in any alternative change-of-control transaction, and that it and its affiliates would not vote in favor of an alternative sale or merger.

JBS indicates the proposal is not subject to due diligence, does not require approval by JBS shareholders, and that it does not anticipate material regulatory hurdles. It expects any transaction to require approval by the special committee and a majority of votes cast by PPC shares not owned by JBS or its affiliates. The proposal is expressly non-binding and may be withdrawn or modified until definitive agreements are executed.

Pilgrim's Pride Corporation (PPC) received a non-binding proposal from its controlling shareholder group led by JBS N.V. to acquire all outstanding PPC common shares not already owned by JBS or its affiliates. The proposal offers 2.086 JBS Class A common shares for each share of PPC common stock.

JBS and affiliated entities, including JBS Wisconsin Properties LLC, collectively report beneficial ownership of 195,445,936 PPC shares, representing 82.1% of the 238,108,524 PPC shares outstanding as of June 28, 2026. JBS Wisconsin is the direct holder, while upstream entities and the Batista family members share voting and dispositive power.

The proposal is conditioned on approval by a fully empowered independent special committee, separate equity-director approvals, and a majority-of-the-minority shareholder vote. If completed, the transaction could involve a merger, potential delisting of PPC from the Nasdaq Global Select Market, and deregistration under the Exchange Act. JBS may modify or withdraw the proposal and states no assurance that any transaction will be consummated.