SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SECTION 13 OR 15(d) OF THE
EXCHANGE ACT OF 1934
Date of Report
(Date of earliest event reported): August 11, 2021
(Exact name of
registrant as specified in its charter)
(State or other jurisdiction
Circle, Greeley CO
(Address of principal executive
offices, including zip code)
Registrant’s telephone number,
including area code: 970-506-8000
(Former name or former address, if
changed since last report)
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
communications pursuant to Rule 425 under the Securities Act (17
materials pursuant to Rule 14a-12 under the Exchange Act (17 CFR
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
emerging growth company, indicate by check mark if the registrant
has elected to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act. ☐
1.01 Entry into a Material Definitive Agreement.
August 9, 2021, Pilgrim’s Pride Corporation (the “Company”), and
certain of the Company’s subsidiaries entered into a Fifth Amended
and Restated Credit Agreement (the “New Credit Agreement”) with
CoBank, ACB, as administrative agent and collateral agent, and the
other lenders party thereto. The New Credit Agreement increased the
size of the revolver from $750.0 million to $800.0 million,
increased the size of the term loan from an outstanding principal
amount of approximately $431.3 million to $700.0 million (providing
a delayed draw term loan commitment of approximately $268.7
million) and amended certain covenants.
addition, under the New Credit Agreement, the maturity date of the
revolving loan commitment and the term loans was extended from July
20, 2023 to August 9, 2026.
Outstanding borrowings under the revolving loan commitment and the
term loans bear interest at a per annum rate equal to (i) in the
case of LIBOR loans, based on the Company’s net senior secured
leverage ratio, between LIBOR plus 1.25% and LIBOR plus 2.75% and
(ii) in the case of base rate loans, based on the Company’s net
senior secured leverage ratio, between the base rate plus 0.25% and
base rate plus 1.75% thereafter.
New Credit Agreement continues to contain customary financial and
other various covenants for transactions of this type, including
restrictions on the Company's ability to incur additional
indebtedness, incur liens, pay dividends, make certain restricted
payments, consummate certain asset sales, enter into certain
transactions with the Company’s affiliates, or merge, consolidate
and/or sell or dispose of all or substantially all of our
obligations under the New Credit Agreement continue to be
unconditionally guaranteed by certain of the Company’s non-Mexican
and non-European subsidiaries and continue to be secured by a first
priority lien on substantially all of the assets of the Company and
its non-Mexican and non-European subsidiaries that constitute
foregoing description of the New Credit Agreement and the
transactions contemplated by the New Credit Agreement does not
purport to be complete and is qualified in its entirety by
reference to the text of the New Credit Agreement, which is filed
as Exhibit 10.1 hereto and incorporated into this report by
2.03 Creation of a Direct Financial Obligation or an Obligation
under an Off-Balance Sheet Arrangement of a Registrant.
information provided in Item 1.01 of this Current Report on Form
8-K is incorporated by reference into this Item 2.03.
9.01 Financial Statements and Exhibits.
Fifth Amended and Restated Credit
Agreement, dated as of August 9, 2021.
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 thereunto duly authorized.
PILGRIM’S PRIDE CORPORATION
Date: August 11, 2021
/s/ Matthew Galvanoni
Senior Vice President and Chief Financial Officer