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What changed 10-Q

Item 1. Legal Proceedings

2013-09-06 compared with 2013-03-08 · 37 added, 10 removed, 2 unchanged (96% of the section changed)

LEGAL PROCEEDINGS

There have been no material changes with respect to the legal proceedings disclosed in our Annual Report on Form 10-K for the fiscal year ended April 29, 2012 and our Quarterly Reports on Form 10-Q for the quarterly periods ended July 29, 2012 and October 28, 2012.

The following matter, which arose during the quarterly period ended January 27, 2013, was previously reported in our Quarterly Report on Form 10-Q for the quarterly period ended October 28, 2012.

Farmland (Denison)

In a letter dated November 5, 2012, the Iowa Department of Natural Resources (IDNR) notified Farmland Foods, Inc.

(Farmland) that the IDNR will initiate a civil enforcement action against Farmland.

IDNR has alleged that Farmland has exceeded certain effluent limitations contained in its wastewater pretreatment agreement in connection with operations at its Denison facility.

IDNR inspected the facility in June 2012 and has been in discussions with the City of Denison.

We anticipate holding an informal conference with IDNR as a first step towards resolving this matter by agreement.

Farmland has been working on improvements to the Denison wastewater facility.

While we could face monetary penalties, depending upon the results of the referral, we believe that any ultimate liability with respect to these matters will not have a material adverse effect on our financial position or operations.

Other than the following matters, there have been no material changes with respect to the legal proceedings disclosed in our Annual Report on Form 10-K for the fiscal year ended April 28, 2013 , nor have any significant new matters arisen during the three months ended July 28, 2013 .

North Carolina Nuisance Litigation

On July 30, 2013, five complaints were filed in the Superior Court of Wake County, North Carolina by 135 individual plaintiffs against Smithfield, our wholly owned subsidiary, Murphy-Brown, and various individuals and entities who are alleged to own or operate farms under contract with Murphy-Brown.

Alderman, et al.

Smithfield Foods, Inc., et al.

, involves allegations brought by 20 plaintiffs alleged to reside in Duplin County, North Carolina against Smithfield, Murphy-Brown, and two additional defendants representing two independent growers and their farms.

Aultman, et al.

Smithfield Foods, Inc., et al.

, involves allegations brought by 23 plaintiffs alleged to reside in Duplin County, North Carolina against Smithfield, Murphy-Brown, and five additional defendants representing four independent growers and their farms and one Company-owned farm.

Smithfield Foods, Inc., et al.

, involves allegations brought by 25 plaintiffs alleged to reside in Wilson County, North Carolina against Smithfield, Murphy-Brown, and one additional defendant representing one independent grower and its farm.

Blanks, et al.

Smithfield Foods, Inc., et al.

, involves allegations brought by 26 plaintiffs alleged to reside in Bladen County, North Carolina against Smithfield, Murphy-Brown, and three additional defendants representing two independent growers and their farms and one Company-owned farm.

Bordeaux, et al.

Smithfield Foods, Inc., et al.

, involves allegations brought by 41 plaintiffs alleged to reside in Duplin County, North Carolina against Smithfield, Murphy-Brown, and four additional defendants representing two independent growers and their farms.

On August 27, 2013, a sixth complaint, titled Cromartie, et al.

Smithfield Foods, Inc., et al.

, was transmitted to the Superior Court of Wake County, North Carolina for filing by 32 plaintiffs alleged to reside in Bladen County, North Carolina against Smithfield, Murphy-Brown, and five additional defendants representing two independent growers and their farms and two Company-owned farms.

On August 28, 2013, a seventh complaint, titled Bannerman, et al.

Smithfield Foods, Inc., et al.

, was transmitted to the Superior Court of Wake County, North Carolina for filing by 14 plaintiffs alleged to reside in Duplin County, North Carolina against Smithfield, Murphy-Brown, and ten additional defendants representing six independent growers and their farms and three Company-owned farms.

All seven complaints include causes of action for temporary nuisance, negligence, and negligent entrustment and seek recovery of an unspecified amount of compensatory and punitive damages, attorneys' fees, costs and pre- and post-judgment interest.

Defendants are in the process of preparing responsive pleadings in all seven cases.

All seven complaints stemmed from requests for pre-litigation mediation of farm nuisance disputes filed in early July 2013 in Wake County, North Carolina.

Plaintiffs' counsel have filed pre-litigation mediation notices on behalf of approximately 500 additional claimants who have not filed complaints.

Approximately 300 additional potential claimants have threatened to bring claims but not initiated any formal legal process.

The Company believes that the allegations are unfounded and intends to defend the suits vigorously.

Legal Proceedings Regarding the Merger

On June 21, 2013, a putative class action was filed in the United States District Court Eastern District of Virginia ( Payne v.

Smithfield Foods, et al.

, 1:13-cv-00761-LMB-IDD) against the Company, certain of its officers and directors, and Merger Sub.

The complaint alleges that the Company officers and directors named in the suit breached their fiduciary duties to the Company's shareholders in connection with the Merger, that the Company and Merger Sub aided and abetted in that breach, and that all defendants violated Rule 14(a) of the Securities Exchange Act of 1934, as amended.

Plaintiff seeks an injunction (or, if the Merger is consummated, rescission or rescissory damages) and costs and disbursements, including reasonable attorneys' and experts' fees.

The lawsuit is in its early stages and no significant developments have occurred.

The Company believes the lawsuit is without merit and intends to vigorously defend against the complaint's allegations.

There have been no material changes with respect to the risk factors disclosed in our Annual Report on Form 10-K for the fiscal year ended April 28, 2013 .

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.