3 unchanged sentences
Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by our Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
−Removed: The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of December 25, 2022.
+Added: The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: December 31, 2023.
Based on that evaluation and subject to the foregoing, the Company’s Chief Executive Officer and Chief Financial Officer, concluded that, as of December 31, 2023, the Company’s disclosure controls and procedures were effective.
1 unchanged sentence
There was no change in the Company’s internal control over financial reporting that occurred during the Company’s quarter ended December 31, 2023 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
+Added: During 2024, the Company will begin the first phase of a multi-year implementation of an enterprise resource planning (“ERP”) system.
+Added: The implementation is not expected to materially affect our internal control over financial reporting.
Management’s Report on Internal Control over Financial Reporting
6 unchanged sentences
Financial Statements and Supplementary Data, of this annual report.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Other Information
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Our independent registered public accounting firm is KPMG LLP , Denver, CO , Auditor Firm ID:
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The information required by Item 14 is incorporated by reference herein from the Company’s Definitive Proxy Statement for its 2024 Annual Meeting of Stockholders to be filed no later than 120 days after the close of the fiscal year covered by this report, which sections are incorporated herein by reference.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Exhibits and Financial Statement Schedules
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(ii) All other schedules for which provision is made in the applicable accounting regulations of the Securities and Exchange Commission are not required under the related instructions or are not applicable and therefore have been omitted.
−Removed: (iii) The financial statements schedule entitled “Valuation and Qualifying Accounts and Reserves” is filed as part of this annual report on page 86 .
Exhibit Number
−Removed: 2.1 Share Purchase Agreement, dated as of September 8, 2017, among JBS S.A., Granite Holdings S.à r.l., Onix Investments UK Limited and the Company (incorporated by reference from Exhibit 2.1 of the Company’s Current Report on Form 8-K (No.
−Removed: 001-09273) filed on September 11, 2017).
−Removed: 2.2 Share Purchase Agreement, dated as of August 25, 2019, by and among Tulip International (UK) Limited and Onix Investments UK Limited (incorporated by reference from Exhibit 2.4 of the Company’s Annual Report Form 10-K filed on February 21, 2020).
−Removed: 2.3 Exhibits to the Share Purchase Agreement, dated as of August 25, 2019, by and among Tulip International (UK) Limited and Onix Investments UK Limited (incorporated by reference from Exhibit 2.5 of the Company’s Annual Report on Form 10-K filed on February 21, 2020).
−Removed: 2.4 Share Purchase Agreement, dated as of June 17, 2021, by and among Kerry Group plc, Pilgrim's Pride Corporation, Onix Investments UK Limited and Arkose Investments ULC (incorporated by reference from Exhibit 10.1 of the Company's Quarterly Report on Form 10-Q (No.
−Removed: 001-09273) filed on July 29, 2021).
−Removed: 2.5 Side Letter to the Sale and Purchase Agreement, dated as of September 24, 2021, by and among Kerry Group plc, Pilgrim's Pride Corporation, Onix Investments UK Limited and Arkose Investments ULC (incorporated by reference from Exhibit 10.2 of the Company's Quarterly Report on Form 10-Q (No.
−Removed: 001-09273) filed on October 28, 2021).
3.1 Amended and Restated Certificate of Incorporation of the Company.
27 unchanged sentences
001-09273) filed on September 10, 2012).
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
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).
5 unchanged sentences
10.7 Form of Stock Award Agreement under the Pilgrim’s Pride Corporation Long Term Incentive Plan (incorporated by reference from Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed on April 28, 2021).†
+Added: 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.
+Added: 001-02973) filed on April 19, 2023).
+Added: 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.
+Added: 001-02973) filed on April 19, 2023).
+Added: 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.
+Added: 001-02973) filed on July 27, 2023).
+Added: 10.11 Revolving Syndicated Facility Agreement, dated as of October 4, 2023, by and among Pilgrim’s 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.
+Added: 001-02973) filed on October 10, 2023).
+Added: 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.
+Added: 001-02973) filed on October 13, 2023).
+Added: 10.13 Revolving Line of Credit Agreement, dated as of August 15, 2023, by and among BBVA México as lender, and Pilgrim’s Pride, Sociedad de Responsabilidad Limitada de Capital Variable, as borrower (incorporated by reference from Exhibit 4.6 of the Company’s Quarterly Report on Form 10-Q (No.
+Added: 001-02973) filed on October 26, 2023).
21 Subsidiaries of Registrant.*
+Added: 22.1 List of Guarantor Subsidiaries.*
23.1 Consent of KPMG LLP.*
3 unchanged sentences
32.2 Certification of Principal Financial Officer of Pilgrim’s Pride Corporation pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**
+Added: 97 Clawback Policy.**
101.INS Inline XBRL Instance Document
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
101.SCH Inline XBRL Taxonomy Extension Schema
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† Represents a management contract or compensation plan arrangement
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Form 10-K Summary
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Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Signature Title Date
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/s/ Farha Aslam Director February 27, 2024
+Added: /s/ Joesley Mendonça Batista Director February 27, 2024
+Added: Joesley Mendonça Batista
+Added: /s/ Wesley Mendonça Batista Director February 27, 2024
+Added: Wesley Mendonça Batista
/s/ Arquimedes A.
4 unchanged sentences
Wallim Cruz de Vasconcellos Junior
−Removed: /s/ Joanita Maria Maestri Karoleski Director February 9, 2023
−Removed: Joanita Maria Maestri Karoleski
/s/ Ajay Menon Director February 27, 2024
1 unchanged sentence
Andre Nogueira de Souza
−Removed: /s/ Vincent Trius Director February 9, 2023
−Removed: Vincent Trius
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.