RELATED PARTY TRANSACTIONS

6 Months Ended

Jun. 26, 2016

Pilgrim’s has been and, in some cases, continues to be a party to certain transactions with affiliated companies.



	Thirteen Weeks Ended				Twenty-Six Weeks Ended
	June 26, 2016		June 28, 2015		June 26, 2016		June 28, 2015
	(In thousands)
JBS USA Food Company Holdings:
Letter of credit fees^(a)	$	—	$	317	$	202	$	634
JBS USA Food Company:
Purchases from JBS USA Food Company^(b)	26,377		26,714		$	46,888	$	54,294
Expenditures paid by JBS USA Food Company on behalf of Pilgrim’s Pride Corporation^(c)	8,722		8,389		16,326		16,968
Sales to JBS USA Food Company^(b)	4,114		5,377		7,416		12,245
Expenditures paid by Pilgrim’s Pride Corporation on behalf of JBS USA Food Company^(c)	1,725		315		8,688		2,029
JBS Chile Ltda.:
Sales to JBS Chile Ltda.	107		69		312		234
JBS Global (UK) Ltd.:
Sales to JBS Global (UK) Ltd.	—		—		122		—

(a)

JBS USA Food Company Holdings (“JBS USA Holdings”) arranged for letters of credit to be issued on its account in the aggregate amount of $56.5 million to an insurance company on behalf of the Company in order to allow that insurance company to return cash it held as collateral against potential workers’ compensation, auto liability and general liability claims. In return for providing this letter of credit, the Company has agreed to reimburse JBS USA Holdings for the letter of credit fees the Company would otherwise incur under its U.S. Credit Facility. The letter of credit arrangements for $40.0 million and $16.5 million were terminated on March 7, 2016 and April 1, 2016, respectively. For the twenty-six weeks ended June 26, 2016, the Company reimbursed JBS USA Holdings $0.1 million for letter of credit fees.

(b)

We routinely execute transactions to both purchase products from JBS USA Food Company (“JBS USA”) and sell products to them. As of June 26, 2016 and December 27, 2015, the outstanding payable to JBS USA was $4.1 million and $7.0 million, respectively. As of June 26, 2016 and December 27, 2015, the outstanding receivable from JBS USA was $1.8 million and $2.6 million, respectively. As of June 26, 2016, approximately $0.1 million of goods from JBS USA were in transit and not reflected on our Condensed Consolidated Balance Sheet.

(c)

The Company has an agreement with JBS USA to allocate costs associated with JBS USA’s procurement of SAP licenses and maintenance services for its combined companies. Under this agreement, the fees associated with procuring SAP licenses and maintenance services are allocated between the Company and JBS USA in proportion to the percentage of licenses used by each company. The agreement expires on the date of expiration, or earlier termination, of the underlying SAP license agreement. The Company also has an agreement with JBS USA to allocate the costs of supporting the business operations by one consolidated corporate team, which have historically been supported by their respective corporate teams. Expenditures paid by JBS USA on behalf of the Company will be reimbursed by the Company and expenditures paid by the Company on behalf of JBS USA will be reimbursed by JBS USA. This agreement expires on December 31, 2016.

The Company entered into a tax sharing agreement during 2014 with JBS USA Holdings effective for tax years starting in 2010. The net tax receivable of $3.7 million for tax year 2015 was accrued in 2015 and paid in January 2016. The net tax receivable of $3.8 million for tax years 2010 through 2014 was accrued in 2014 and paid in January 2015.

On June 25, 2015, the Company signed an intercompany revolving note to its indirect wholly-owned subsidiary, Pilgrim’s Pride S. de R.L. de C.V., in a principal amount of $100.0 million. The note bears interest based on three-month LIBOR plus a margin of 2.5% and had a maturity date of June 24, 2020. The agreement was terminated in May 2016. The proceeds of the note were used to fund a portion of the purchase price of the acquisition of Tyson Mexico (as defined in “Note 2. Business Acquisition”). Interest is payable quarterly and principal is due upon maturity. The outstanding note balance eliminates upon consolidation. As of June 26, 2016, there was no outstanding borrowings.