What changed in this filing

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Item 1. Business

2023-02-09 compared with 2022-02-18 · 24 added, 25 removed, 176 unchanged (22% of the section changed)

3 unchanged sentences

We market our balanced portfolio of fresh, prepared and value-added meat products to a diverse set of over 51,100 customers across the U.S., the U.K.

and Europe, Mexico and in approximately 125 other countries.

Our sales efforts are largely targeted towards the foodservice industry, principally chain restaurants and food processors, such as Chick-fil-A® and retail customers, including grocery store chains and wholesale clubs, such as Kroger®, Costco®, Publix® and H-E-B® in the U.S., chain restaurants such as McDonald’s® and grocery store chains such as Tesco and Waitrose in the U.K.

and Europe, Mexico and in over 120 other countries.

and Europe, and grocery store chains such as Wal-Mart® in Mexico.

1 unchanged sentence

Our plants are strategically located to ensure that customers timely receive fresh products.

With our global network of approximately 5,100 growers, 35 feed mills, 48 hatcheries, 43 processing plants, 37 prepared foods cook plants, 30 distribution centers, 10 rendering facilities and four pet food plants, we believe we are well-positioned to supply the growing demand for our products.

On September 24, 2021, the Company acquired 100% of the equity of the specialty meats and ready meals businesses of Kerry Group plc for cash of £695.3 million, or $954.1 million, subject to customary working capital adjustments.

The specialty meats and ready meals businesses of Kerry Group plc, which have subsequently changed their name to Pilgrim’s Food Masters (“PFM”), are leading manufacturers of branded and private label meats, meat snacks, food to-go products in the U.K.

and the Republic of Ireland and a leading ethnic chilled and frozen ready meals business in the U.K.

The acquired operations are included in our U.K.

and Europe reportable segment.

On October 15, 2019, the Company acquired 100% of the equity of Tulip Limited and its subsidiaries (together, “Tulip”) from Danish Crown AmbA for £311.3 million, or $393.3 million for cash.

Tulip, which has subsequently changed its name to Pilgrim’s Pride Ltd.

(“PPL”), is a leading, integrated prepared pork supplier headquartered in Warwick, U.K.

This acquisition solidifies Pilgrim’s as a leading European food company, creating one of the largest integrated prepared foods businesses in the U.K.

The PPL operations are included in our U.K.

With our global network of approximately 4,950 growers, 36 feed mills, 47 hatcheries, 40 processing plants, 33 prepared foods cook plants, 31 distribution centers, nine rendering facilities, four pet food plants and three other facilities, we believe we are well-positioned to supply the growing demand for our products.

On September 24, 2021, the Company acquired 100% of the equity of the Kerry Consumer Foods’ meats and meals businesses, collectively known as Pilgrim’s Food Masters (“PFM”), for cash of £698.8 million, or $958.9 million.

The specialty meats business is a leading manufacturer of branded and private label meats, meat snacks and food-to-go products in the U.K.

and the Republic of Ireland.

The specialty meats business is a leading manufacturer of branded and private label meats, meat snacks and food-to-go products in the U.K.

and the Republic of Ireland.

The ready meals business is a leading ethnic chilled and frozen ready meals business in the U.K.

The acquired operations are included in the Company’s U.K.

and Europe reportable segment.

We operate on the basis of a 52/53-week fiscal year that ends on the Sunday falling on or before December 31.

Any reference we make to a particular year, for example, 2021, applies to our fiscal year and not the calendar year.

Fiscal 2021 was a 52-week fiscal year.

We operate on the basis of a 52/53-week fiscal year ending on the Sunday falling on or before December 31.

Any reference we make to a particular year (for example 2022) in the notes to these Condensed Consolidated Financial Statements applies to our fiscal year and not the calendar year.

Fiscal year 2022 was a 52-week fiscal year.

Reportable Segments

71 unchanged sentences

Although we generally expect adequate supply of live pigs in the U.K., there may be periods of imbalance in supply and demand.

We own registered trademarks which are used in connection with our activity in our business.

We own registered trademarks which are used in connection with our business.

The trademarks are important to the overall marketing and branding of our products.

2 unchanged sentences

As long as the Company continues to use its trademarks, they are renewed indefinitely.

Some of the more significant owned or licensed trademarks used by the Company or its affiliates are Pilgrim’s®, Just BARE®, Gold’n Pump®, Gold Kist®, County Pride®, Pierce Chicken®, Pilgrim’s® Mexico, County Post®, Savoro, To-Ricos, Del Dia®, Moy Park, O’Kane, Richmond, Fridge Raiders and Denny.

Some of the more significant owned or licensed trademarks used by the Company or

its affiliates are Pilgrim’s®, Just BARE®, Gold’n Pump®, Gold Kist®, County Pride®, Pierce Chicken®, Pilgrim’s® Mexico, County Post®, Savoro, To-Ricos, Del Dia®, Moy Park, O’Kane, Richmond, Fridge Raiders and Denny.

The demand for our chicken products generally is greatest during the spring and summer months and lowest during the winter months.

1 unchanged sentence

Key Customers

Our two largest customers accounted for approximately 12.0% and 13.1% of our net sales in 2021 and 2020, respectively.

No single customer accounted for ten percent or more of our net sales in either 2021 or 2020.

Our two largest customers, which operate in the U.S., together accounted for approximately 12.8% and 12.0% of our consolidated net sales in 2022 and 2021, respectively.

No single customer accounted for ten percent or more of our consolidated net sales in either 2022 or 2021.

The chicken and pork industry in the U.S., the U.K., continental Europe and Mexico is highly competitive.

6 unchanged sentences

Regulation and Environmental Matters

The poultry and pork industries are subject to government regulation, particularly in the health, workplace safety and environmental areas, including provisions relating to the discharge of materials into the environment, treatment and disposal of agricultural and food processing wastes, the use and maintenance of refrigeration systems, ammonia-based chillers, noise, odor and dust management, the operation of mechanized processing equipment and other operations, storm water, air emissions, treatment, storage and disposal of wastes, handling of hazardous substances and remediation of contaminated soil, surface water and groundwater, by the Centers for Disease Control, the United States Department of Agriculture (“USDA”), the Food and Drug Administration (“FDA”), the Environmental Protection Agency (“EPA”), the Occupational Safety and Health Administration and state and local regulatory authorities in the U.S.

The poultry, pork and prepared foods industries are subject to government regulation, particularly in the health, workplace safety and environmental areas, including provisions relating to the discharge of materials into the environment, treatment and disposal of agricultural and food processing wastes, the use and maintenance of refrigeration systems, ammonia-based chillers, noise, odor and dust management, the operation of mechanized processing equipment and other operations, storm water, air emissions, treatment, storage and disposal of wastes, handling of hazardous substances and remediation of contaminated soil, surface water and groundwater, by the Centers for Disease Control, the United States Department of Agriculture (“USDA”), the Food and Drug Administration (“FDA”), the Environmental Protection Agency (“EPA”), the Occupational Safety and Health Administration and state and local regulatory authorities in the U.S.

and by similar governmental agencies in the U.K., continental Europe and Mexico.

10 unchanged sentences

Human Capital Resources

As of December 26, 2021, we employed almost 59,400 persons.

As of December 25, 2022, we employed over 61,500 persons.

Our success is largely dependent on the skills, experience and efforts of our employees.

9 unchanged sentences

These audits include auditing the physical state of the plant, policies, safety culture and our occupational health clinics.

• Our efforts have resulted in year-over-year reductions in severe injuries, lost time incident rate and days away restricted or transferred of 13%, 6% and 8%, respectively.

• Our efforts have resulted in year-over-year reductions in severe injuries and days away restricted or transferred of 42% and 10%, respectively.

• As discussed in “Part II, Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Impact of COVID-19,” we have implemented and continue to implement numerous health and safety policies and procedures focused on reducing the spread of novel coronavirus (“COVID-19”) and protecting our facility workers from risks of illness while maintaining our business continuity.

21 unchanged sentences

During 2020, we launched our Hometown Strong initiative to help the communities in which we operate respond to the unexpected challenges on society, such as the COVID-19 pandemic.

We believe the Hometown Strong initiative will provide consequential investment projects and help them prepare for unanticipated challenges and build for the future.

We believe the Hometown Strong initiative will provide consequential investment projects and help them prepare for

unanticipated challenges and build for the future.

For 2020, we committed to Hometown Strong donations of $20 million and during the year ended December 27, 2020 we recorded $15 million in incremental donations expense relating to this initiative.

4 unchanged sentences

During 2021, we launched Better Futures, the largest privately funded free community college program in rural America, offering free community college to our team members and their dependents.

So far, nearly 400 team members or dependents have signed up and nearly 200 have already started their selected academic pathway.

So far, over 1,000 team members or dependents have signed up and 340 have started their selected academic pathway.

Employee Relations.

27 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business