What changed in this filing

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Item 1. Financial Statements

2014-08-11 compared with 2014-05-14 · 141 added, 104 removed, 342 unchanged (42% of the section changed)

4 unchanged sentences

Three Months Ended

Six Months Ended

Cost of sales

Selling, general and administrative expenses

Income from equity method investments

(Income) loss from equity method investments

Operating profit

Interest expense

Non operating income

Non-operating gain

Income before income taxes

Income tax (benefit) expense

Income tax expense

See Notes to Consolidated Condensed Financial Statements

3 unchanged sentences

Three Months Ended

March 30, 2014

March 31, 2013

Six Months Ended

Other comprehensive income (loss), net of tax:

2 unchanged sentences

Hedge accounting

Total other comprehensive loss

Comprehensive loss

Total other comprehensive income (loss)

Comprehensive income (loss)

See Notes to Consolidated Condensed Financial Statements

32 unchanged sentences

(in millions and unaudited)

Three Months Ended

March 30, 2014

March 31, 2013

Six Months Ended

Cash flows from operating activities:

6 unchanged sentences

Capital expenditures

Business acquisitions

Net proceeds (expenditures) from breeding stock transactions

6 unchanged sentences

Payments on Securitization Facility

Net proceeds (payments) on revolving credit facilities

Net proceeds on revolving credit facilities

Net cash flows from financing activities

10 unchanged sentences

We produce and market a wide variety of fresh meat and packaged meats products both domestically and internationally.

We conduct our operations through four reportable segments:

Pork, Hog Production, International and Corporate, each of which is comprised of a number of subsidiaries, joint ventures and other investments.

We conduct our operations through five reportable segments:

Fresh Pork, Packaged Meats, Hog Production, International and Corporate.

See Note 12—Reportable Segments for additional information about changes to our reportable segments during the current quarter.

On September 26, 2013 (the Merger Date), pursuant to the Agreement and Plan of Merger dated May 28, 2013 (the Merger Agreement) with WH Group Limited, formerly Shuanghui International Holdings Limited, a corporation formed under the laws of the Cayman Islands hereinafter referred to as WH Group, the Company merged with Sun Merger Sub, Inc., a Virginia corporation and wholly owned subsidiary of WH Group (the Merger Sub), in a transaction hereinafter referred to as the Merger.

2 unchanged sentences

The accompanying unaudited consolidated condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X.

You should read these statements in conjunction with the audited consolidated financial statements and the related notes included in our Transition Report on Form 10-K for the eight months ended December 29, 2013 .

You should read these statements and notes in conjunction with the audited consolidated financial statements and the related notes included in our Transition Report on Form 10-K for the eight months ended December 29, 2013 .

The information reflects all normal recurring adjustments which we believe are necessary to present fairly the financial position and results of operations for all periods included.

6 unchanged sentences

Purchase price allocations resulting from the Merger affect the comparability of results of operations for the Successor and Predecessor periods.

The consolidated condensed balance sheets, as of March 30, 2014 and December 29, 2013 , reflect various preliminary fair value estimates and analyses resulting from applying the acquisition method of accounting as of the Merger Date, including preliminary work performed by third-party valuation specialists, which are subject to change within the measurement period as valuations are finalized.

The consolidated condensed balance sheets, as of June 29, 2014 and December 29, 2013 , reflect various preliminary fair value estimates and analyses resulting from applying the acquisition method of accounting as of the Merger Date, including preliminary work performed by third-party valuation specialists, which are subject to change within the measurement period as valuations are finalized.

The Company expects to continue to obtain information to assist in determining the fair value of the net assets acquired at the Merger Date during the measurement period.

3 unchanged sentences

The change in fiscal year was made effective as of December 29, 2013 .

Therefore, the three months ended March 30, 2014 correspond to the first quarter of 2014 and the three months ended March 31, 2013 represents the comparable period for 2013.

Therefore, the three and six months ended June 29, 2014 correspond to the second quarter and first half of 2014 and the three and six months ended June 30, 2013 represent the comparable periods for 2013.

Recently Issued Accounting Pronouncements

1 unchanged sentence

This update does not have a significant impact on our consolidated condensed balance sheet.

In May 2014, the FASB issued Accounting Standards Update 2014-09, Revenues from Contracts with Customers (ASU 2014-09).

The new guidance is effective for fiscal year and interim periods within those years beginning after December 15, 2016 and early adoption is not permitted.

The guidance is not currently effective for us and has not been applied in this Form 10-Q.

We are currently in the process of evaluating the potential impact of future adoption but at this time do not anticipate it will have a material impact on our consolidated financial statements.

Inventories consist of the following:

4 unchanged sentences

DERIVATIVE FINANCIAL INSTRUMENTS

Our meat processing and hog production operations use various raw materials, primarily live hogs, corn, soybean meal and wheat, which are actively traded on commodity exchanges.

Our meat processing and hog production operations use various raw materials, primarily live hogs, corn and soybean meal, which are actively traded on commodity exchanges.

We hedge these commodities when we determine conditions are appropriate to mitigate price risk.

11 unchanged sentences

Additionally, certain of our derivative contracts contain credit risk-related contingent features, which would require us to post additional cash collateral to cover net losses on open derivative instruments if our credit rating was downgraded.

As of March 30, 2014 , the net liability position of our open derivative instruments that are subject to credit risk related contingent features was not material.

As of June 29, 2014 , the net liability position of our open derivative instruments that are subject to credit risk related contingent features was not material.

We are exposed to losses in the event of nonperformance or nonpayment by counter parties under financial instruments.

2 unchanged sentences

Determination of the credit quality of our counter parties is based upon a number of factors, including credit ratings and our evaluation of their financial condition.

As of March 30, 2014 , we had credit exposure of $10.1 million on non-exchange traded derivative contracts, excluding the effects of netting arrangements.

As a result of netting arrangements, we had no significant credit exposure as of March 30, 2014 .

No significant concentrations of credit risk existed as of March 30, 2014 .

As of June 29, 2014 , we had credit exposure of $11.6 million on non-exchange traded derivative contracts, excluding the effects of netting arrangements.

As a result of netting arrangements, we had no significant credit exposure as of June 29, 2014 .

No significant concentrations of credit risk existed as of June 29, 2014 .

The size and mix of our derivative portfolio varies from time to time based upon our analysis of current and future market conditions.

16 unchanged sentences

These agreements legally allow for net settlement in the event of bankruptcy.

We offset the fair values of derivative assets and liabilities that are executed with the same counterparty under a master netting arrangement in the consolidated balance sheet.

We do not offset the related cash collateral held with or received from the same counterparty with the fair value of the net derivative position.

As of March 30, 2014 , prepaid expenses and other current assets included $334.2 million representing cash on deposit with brokers to cover losses on our open derivative instruments and for initial margin requirements.

We offset the fair values of derivative assets and liabilities, along with the related cash collateral, that are executed with the same counterparty under these arrangements in the consolidated balance sheet.

The following tables reconcile the gross amounts of derivative assets and liabilities to the net amounts presented in our consolidated condensed balance sheets and the related effects of cash collateral under netting arrangements that provide a legal right of offset of assets and liabilities.

March 30, 2014

June 29, 2014

Gross Amount of Derivative Assets/ Liabilities

Netting of Derivative Assets/ Liabilities

Net Derivative Assets/Liabilities

Cash Collateral

Net Amount Presented in the Condensed Consolidated Balance Sheet

Cash Collateral Pledged (1)

(in millions)

5 unchanged sentences

Net Amount Presented in the Condensed Consolidated Balance Sheet

Cash Collateral Pledged (1)

Cash Collateral

(in millions)

1 unchanged sentence

Foreign exchange contracts

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Cash collateral pledged represents the cash on deposit with brokers and is included in prepaid expenses and other current assets on the consolidated balance sheets.

Cash on deposit is the initial margin deposited with the broker plus the cash margin to cover gains and losses on our open positions.

The cash collateral presented in the table is limited to amounts available to offset our open net derivative positions under master netting arrangements, and therefore does not reflect the Company's total amount received or pledged.

For example, initial margin deposited with our brokers would not be included in the table to the extent it exceeds the net loss position on our open derivative instruments.

See Note 10—Fair Value Measurements for additional information about the fair value of our derivatives.

3 unchanged sentences

In addition, we enter into foreign exchange contracts to manage our exposure to the variability in expected future cash flows attributable to changes in foreign exchange rates associated with the forecasted purchase or sale of assets denominated in foreign currencies.

As of March 30, 2014 , we had no cash flow hedges for forecasted transactions beyond December 2015 .

As of June 29, 2014 , we had no cash flow hedges for forecasted transactions beyond December 2015 .

When cash flow hedge accounting is applied, derivative gains or losses are recognized as a component of other comprehensive income (loss) and reclassified into earnings in the same period or periods during which the hedged transactions affect earnings.

The ineffective portion of derivative gains and losses is recognized as part of current period earnings.

The ineffective portion of derivative gains and loses is recognized as part of current period earnings.

Derivative gains and losses, when reclassified into earnings, are recorded in cost of sales for grain contracts, sales for lean hog contracts, interest expense for interest rate contracts and selling, general and administrative expenses (SG&A) for foreign exchange contracts.

Gains and losses on derivatives designed to hedge price risk associated with fresh pork sales are recorded in the Hog Production segment.

During the three months ended March 30, 2014 , the range of notional volumes associated with open derivative instruments designated in cash flow hedging relationships was as follows:

During the six months ended June 29, 2014 , the range of notional volumes associated with open derivative instruments designated in cash flow hedging relationships was as follows:

1,847,680,000

10 unchanged sentences

Three Months Ended

March 30, 2014

March 31, 2013

March 30, 2014

March 31, 2013

March 30, 2014

March 31, 2013

(in millions)

5 unchanged sentences

Foreign exchange contracts

Six Months Ended

(in millions)

Commodity contracts:

Grain contracts

Lean hog contracts

Foreign exchange contracts

For the periods presented, foreign exchange contracts were determined to be highly effective.

We have excluded from the assessment of effectiveness differences between spot and forward rates, which we have determined to be immaterial.

As of March 30, 2014 , there were deferred net losses of $134.1 million , net of tax of $85.4 million , in accumulated other comprehensive income (loss).

We expect to reclassify $6.2 million ( $3.8 million net of tax) of the deferred net gains on closed commodity contracts into earnings within the next twelve months.

As of June 29, 2014 , there were deferred net losses of $103.7 million , net of tax of $66.1 million , in accumulated other comprehensive income (loss).

We expect to reclassify $10.3 million ( $6.3 million net of tax) of deferred net gains on closed commodity contracts into earnings within the next twelve months.

We are unable to estimate the amount of unrealized gains or losses to be reclassified into earnings within the next twelve months related to open contracts as their values are subject to change.

3 unchanged sentences

The gains or losses on the derivative instruments and the offsetting losses or gains on the related hedged items are recorded in cost of sales for commodity contracts.

During the three months ended March 30, 2014 , the range of notional volumes associated with open derivative instruments designated in fair value hedging relationships was as follows:

During the six months ended June 29, 2014 , the range of notional volumes associated with open derivative instruments designated in fair value hedging relationships was as follows:

The following table presents the effects on our consolidated condensed statements of income of gains and losses on derivative instruments designated in fair value hedging relationships and the related hedged items for the periods indicated:

Gains (Losses) Recognized in Earnings on Derivative

Gains (Losses) Recognized in Earnings on Related Hedged Item

Gains Recognized in Earnings on Derivative

Losses Recognized in Earnings on Related Hedged Item

Three Months Ended

March 30, 2014

March 31, 2013

March 30, 2014

March 31, 2013

(in millions)

1 unchanged sentence

Commodity contracts

We recognized gains of $0.1 million during the three months ended March 30, 2014 and losses of $(2.4) million during the three months ended March 31, 2013 on closed commodity derivative contracts as the underlying cash transactions affected earnings.

Six Months Ended

(in millions)

Commodity contracts

We recognized losses of $0.1 million and gains of $1.5 million for the three months ended June 29, 2014 and June 30, 2013 , respectively, and losses of $0.9 million for the six months ended June 30, 2013 , on closed commodity derivative contracts as the underlying cash transactions affected earnings.

There were no similar gains or losses recognized for the six months ended June 29, 2014.

Mark-to-Market Method

1 unchanged sentence

Under the mark-to-market method, gains and losses are recorded in either sales or cost of sales for commodity contracts, and SG&A for foreign exchange contracts.

During the three months ended March 30, 2014 , the range of notional volumes associated with open derivative instruments using the “mark-to-market” method was as follows:

During the six months ended June 29, 2014 , the range of notional volumes associated with open derivative instruments using the "mark-to-market" method was as follows:

Foreign currency (1)

4 unchanged sentences

Three Months Ended

March 30, 2014

March 31, 2013

Six Months Ended

(in millions)

Commodity contracts (cost of sales)

(in millions)

Commodity contracts (sales)

Commodity contracts (cost of sales)

Foreign exchange contracts

8 unchanged sentences

Total investments

We record our share of earnings and losses from our equity method investments in income from equity method investments.

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Beginning in June 2014, our investment in CFG is through our interest in Sigma & WH Europe, as defined below.

We record our share of earnings and losses from our equity method investments in (income) loss from equity method investments.

Some of these results are reported on a one-month lag which, in our opinion, does not materially impact our consolidated condensed financial statements.

As of March 30, 2014 , we held 37.8 million shares of CFG common stock.

Shares of CFG are publicly traded on the Bolsa de Madrid Exchange (Madrid Exchange).

Our investment in CFG contractually entitles us to two seats on CFG's board of directors, giving us the ability to exert significant influence over the strategic and operational decisions of our investee.

The stock is very thinly traded on the Madrid Exchange.

CFG is a closely held company, with the three largest shareholders owning approximately 74% of the outstanding shares.

We are CFG's largest shareholder, with approximately a 37% interest.

In November 2013, Mexican processed meats producer Sigma Alimentos (Sigma) announced its intention to tender for all of CFG’s outstanding shares at a bid price of €6.80 per share (the Bid Price).

As part of the announcement, Sigma publicly acknowledged that it has obtained commitments to purchase approximately 44.5% of CFG's outstanding shares at the Bid Price.

The Bid Price offered by Sigma was also considered in our fair value assessment discussed above.

In December 2013, we announced our intention to join Sigma in its tender offer by retaining our 37% interest in CFG.

As a result of our agreement with Sigma, the Bid Price was increased to €6.90 per share.

Income from equity method investments consists of the following:

In November 2013, Mexican processed meats producer Sigma Alimentos, S.A.

(Sigma) announced its intention to tender for all of CFG’s outstanding shares (the Tender Offer) at a bid price of €6.80 per share (the Bid Price).

In December 2013, we announced our intention to participate in the Tender Offer by retaining our 37% interest in CFG.

As a result, the Bid Price was increased to €6.90 per share.

In June 2014, we finalized our shareholder agreement with Sigma creating a new entity called Sigma & WH Food Europe, S.L.

(Sigma & WH Europe) to hold all shares of CFG owned by Sigma and the Company.

At the formation of Sigma & WH Europe, both the Company and Sigma contributed all of our shares of CFG to Sigma & WH Europe.

As of June 29, 2014, Sigma & WH Europe owned 98% of the outstanding shares of CFG.

The Tender Offer and the shareholder agreement with Sigma had no impact on the book value of our investment in CFG.

(Income) loss from equity method investments consists of the following:

Three Months Ended

Six Months Ended

Equity Investment

March 30, 2014

March 31, 2013

(in millions)

International

2 unchanged sentences

All other equity method investments

Income from equity method investments

(Income) loss from equity method investments

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3 unchanged sentences

Working Capital Facilities

As of March 30, 2014 , we had aggregate credit facilities and credit lines totaling $1.4 billion , including an inventory-based revolving credit facility totaling $1.025 billion (the Inventory Revolver), an accounts receivable securitization facility totaling $275.0 million (the Securitization Facility) and international credit facilities totaling $141.3 million .

As of March 30, 2014 , our unused capacity under these credit facilities and credit lines was $735.5 million .

As of June 29, 2014 , we had aggregate credit facilities totaling $1.4 billion , including an inventory-based revolving credit facility totaling $1.025 billion (the Inventory Revolver), an accounts receivable securitization facility totaling $275.0 million (the Securitization Facility) and international credit facilities totaling $140.8 million .

As of June 29, 2014 , our unused capacity under these credit facilities was $930.0 million .

As part of the Securitization Facility agreement, all accounts receivable of our major Pork segment subsidiaries are sold to a wholly-owned "bankruptcy remote" special purpose vehicle (SPV).

2 unchanged sentences

However, the accounts receivable owned by the SPV are separate and distinct from our other assets and are not available to our other creditors should we become insolvent.

As of March 30, 2014 , the SPV hel d $572.8 million of accounts receivable.

As of June 29, 2014 , the SPV held $567.3 million of accounts receivable.

As part of our business, we are a party to various financial guarantees and other commitments as described below.

2 unchanged sentences

If we consider it probable that we will become responsible for an obligation, we will record the liability on our consolidated balance sheet.

As of March 30, 2014 , we continued to guarantee $9.2 million of leases that were transferred to JBS S.A.

in connection with the sale of Smithfield Beef, Inc.

As of June 29, 2014 , we continued to guarantee $8.9 million of leases that were transferred to JBS S.A.

in connection with the sale of Smithfield Beef, Inc which closed in October 2008.

Some of these lease guarantees may be released in the near future and others may remain in place until the leases expire through February 2022.

Our effective tax rate was 33% and (14)% for the three months ended March 30, 2014 and March 31, 2013 , respectively.

For the period ended March 30, 2014, taxable income relative to permanent items, the mix of income between jurisdictions, and the expiration of certain federal tax credits as of December 31, 2013 impacted the effective tax rate.

The period ended March 31, 2013 was impacted by income relative to permanent items, the mix of income between jurisdictions, state income tax credits and federal legislation during that period that reinstated certain federal tax credits retroactively to January 1, 2012.

Beginning with the Successor period, the Company, with its respective subsidiaries, is included in its U.S.

Our effective tax rate was 35% and 28% for the three months ended June 29, 2014 and June 30, 2013 , respectively, and 34% and 17% for the six months ended June 29, 2014 and June 30, 2013 , respectively.

For the three and six months ended June 29, 2014, taxable income relative to permanent items, the mix of income between jurisdictions, and the expiration of certain federal tax credits as of December 31, 2013 impacted the effective tax rate.

The three and six months ended June 30, 2013 were impacted by income relative to permanent items, the mix of income between jurisdictions, state income tax credits and federal legislation during that period that reinstated certain federal tax credits retroactively to January 1, 2012.

Beginning with the Successor period, the Company, with its subsidiaries, is included in its U.S.

parent company’s consolidated federal income tax group and consolidated income tax return.

3 unchanged sentences

Three Months Ended

March 30, 2014

March 31, 2013

Six Months Ended

(in millions)

Interest cost

2 unchanged sentences

Net periodic pension cost

Other Comprehensive Loss

The following table presents changes in the accumulated balances for each component of other comprehensive income (loss) and the related effects on net income of amounts reclassified out of other comprehensive income (loss).

Other Comprehensive Income (Loss)

The following tables present changes in the accumulated balances for each component of other comprehensive income (loss) and the related effects on net income of amounts reclassified out of other comprehensive income (loss).

Three Months Ended

March 30, 2014

March 31, 2013

June 29, 2014

June 30, 2013

(in millions)

2 unchanged sentences

Pension accounting:

Actuarial loss

Amortization of actuarial losses and prior service credits reclassified to cost of sales

2 unchanged sentences

Losses arising during the period

Losses reclassified to sales

Gains reclassified to cost of sales

Gains reclassified to SG&A

Total other comprehensive income (loss)

Six Months Ended

June 29, 2014

June 30, 2013

(in millions)

Foreign currency translation:

Translation adjustment arising during the period

Pension accounting:

Actuarial loss

Amortization of actuarial losses and prior service credits reclassified to cost of sales

Amortization of actuarial losses and prior service credits reclassified to SG&A

Hedge accounting:

Losses arising during the period

(Gains) losses reclassified to sales

(Gains) losses reclassified to cost of sales

Gains reclassified to cost of sales

Gains reclassified to SG&A

20 unchanged sentences

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following tables set forth, by level within the fair value hierarchy, our non-pension financial assets and liabilities that were measured at fair value on a recurring basis as of March 30, 2014 and December 29, 2013 :

March 30, 2014

June 29, 2014

December 29, 2013

16 unchanged sentences

that is, the assets and liabilities are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances, for example, when there is evidence of impairment.

During the three months ended March 30, 2014 , we had no significant assets or liabilities that were measured and recorded at fair value on a nonrecurring basis.

During the six months ended June 29, 2014 , we had no significant assets or liabilities that were measured and recorded at fair value on a nonrecurring basis.

Other Financial Instruments

1 unchanged sentence

The carrying amount of all other debt approximates fair value as those instruments are based on variable interest rates.

The following table presents the fair value and carrying value of long-term debt, including the current portion of long-term debt as of March 30, 2014 and December 29, 2013 .

March 30, 2014

The following table presents the fair value and carrying value of long-term debt, including the current portion of long-term debt as of June 29, 2014 and December 29, 2013 .

June 29, 2014

December 29, 2013

10 unchanged sentences

North Carolina Nuisance Litigation

As previously disclosed in our Transition Report on Form 10-K for the eight months ended December 29, 2013, in July, August and September 2013, 25 complaints were filed in the Superior Court of Wake County, North Carolina by 479 individual plaintiffs against Smithfield and our wholly owned subsidiary, Murphy-Brown, alleging causes of action for nuisance and related claims.

As previously disclosed in our Transition Report on Form 10-K for the eight months ended December 29, 2013 and Quarterly Report on Form 10-Q for the quarterly period ended March 30, 2014, in July, August and September 2013, 25 complaints were filed in the Superior Court of Wake County, North Carolina by 479 individual plaintiffs against Smithfield and our wholly owned subsidiary, Murphy-Brown, alleging causes of action for nuisance and related claims.

All 25 complaints stem from previously disclosed requests for pre-litigation mediation of farm nuisance disputes filed in Wake County, North Carolina in early July 2013.

2 unchanged sentences

Our policy for establishing accruals and disclosures for contingent liabilities is contained in Note 1—Summary of Significant Accounting Policies in our Transition Report on Form 10-K for the eight months ended December 29, 2013.

We established a reserve estimating our expenses to defend against these and similar potential claims on the opening balance sheet.

We established a reserve estimating our expenses to defend against these and similar potential claims on the opening balance sheet upon the Merger.

Consequently, expenses and other liabilities associated with these claims for subsequent periods will not affect our profits or losses unless our reserve proves to be insufficient or excessive.

5 unchanged sentences

For external reporting purposes, we aggregate operating segments which have similar economic characteristics, products, production processes, types or classes of customers and distribution methods into reportable segments based on a combination of factors, including products produced and geographic areas of operations.

Our reportable segments are:

Pork, Hog Production, International, and Corporate, each of which is comprised of a number of subsidiaries, joint ventures and other investments.

The Pork segment consists mainly of our three wholly owned U.S.

fresh pork and packaged meats subsidiaries :

The S mithfield Packing Company, Inc., Farmland Foods, Inc.

and John Morrell Food Group.

The Hog Production segment consists of our hog production operations located in the U.S.

Prior to the second quarter of 2014, we conducted our operations through four reportable segments:

Pork, Hog Production, International and Corporate.

Over the past several years, the Pork segment has undergone significant structural change and consolidation.

In the second quarter of 2014, two of the largest Pork segment operating companies, The Smithfield Packing Company, Inc.

and Farmland Foods, Inc., merged to form Smithfield Farmland Corp (Smithfield Farmland).

With this merger, only two large operating companies remain;

Smithfield Farmland, which produces both fresh pork and packaged meats, and John Morrell Food Group, which is predominately a packaged meats company.

Based on the evolution of the Pork segment over the past several years and the recent merger of Smithfield Farmland, the former Pork segment has been reorganized from an independent operating company structure to a product division structure to more closely align with the way in which the chief operating decision maker views the business, assesses segment performance and allocates resources.

Therefore, the former Pork segment now consists of two reportable segments;

the Fresh Pork segment and the Packaged Meats segment.

As such, beginning with the second quarter of 2014, our reportable segments are:

Fresh Pork, Packaged Meats, Hog Production,

International and Corporate.

The changes to our reportable segments have been applied retrospectively for all periods presented.

The Fresh Pork segment consists of our U.S.

fresh pork operations.

The Packaged Meats segment consists of our U.S.

packaged meats operations.

The Hog Production segment consists of our U.S.

hog production operations.

The International segment is comprised mainly of our meat processing and distribution operations in Poland, Romania and the United Kingdom, our interests in meat processing operations, mainly in Western Europe and Mexico, our hog production operations located in Poland and Romania and our interests in hog production operations in Mexico.

2 unchanged sentences

Three Months Ended

March 30, 2014

March 31, 2013

Six Months Ended

(in millions)

Segment sales—

Packaged Meats

Hog Production

2 unchanged sentences

Intersegment sales—

Packaged Meats

Hog Production

2 unchanged sentences

Consolidated sales

Operating profit:

Operating profit (loss):

Packaged Meats

Hog Production

2 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-Q

Item 1. Financial Statements