SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
JBS USA Holdings, Inc.

(Last) (First) (Middle)
1770 PROMONTORY CIRCLE

(Street)
GREELEY CO 80634

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PILGRIMS PRIDE CORP [ PPC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/29/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.01 per share 02/29/2012 X 29,865,897(1)(2) A $4.5 174,006,322 D(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Subscription Rights (right to buy) $4.5 02/29/2012 X 144,140,425 01/17/2012 02/29/2012 Common Stock, par value $0.01 per share 29,865,897 $0 0 D
1. Name and Address of Reporting Person*
JBS USA Holdings, Inc.

(Last) (First) (Middle)
1770 PROMONTORY CIRCLE

(Street)
GREELEY CO 80634

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
VNBM Participacoes LTDA.

(Last) (First) (Middle)
C/O AV. BRIGADEIRO FERIA LIMA, 2391
2 ANDAR CONJUNTO 22, SALA 2

(Street)
SAO PAULO D5 01452-000

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
VVMB Participacoes LTDA.

(Last) (First) (Middle)
C/O AV. BRIGADEIRO FERIA LIMA, 2391
2 ANDAR CONJUNTO 22, SALA 2

(Street)
SAO PAULO D5 01452-000

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
WWMB Participacoes LTDA.

(Last) (First) (Middle)
C/O AV. BRIGADEIRO FERIA LIMA, 2391
2 ANDAR CONJUNTO 22, SALA 2

(Street)
SAO PAULO D5 01452-000

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
ZMF Participacoes LTDA.

(Last) (First) (Middle)
C/O AV. BRIGADEIRO FERIA LIMA, 2391
2 ANDAR CONJUNTO 22, SALA 2

(Street)
SAO PAULO D5 01452-000

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
J&F Participacoes S.A.

(Last) (First) (Middle)
C/O AV. BRIGADEIRO FERIA LIMA, 2391
2 ANDAR CONJUNTO 22, SALA 2

(Street)
SAO PAULO D5 01452-000

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
ZMF Fundo de Investimento em Participacoes

(Last) (First) (Middle)
C/O AV. BRIGADEIRO FERIA LIMA, 2391
2 ANDAR CONJUNTO 22, SALA 2

(Street)
SAO PAULO D5 01452-000

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
JBS S.A.

(Last) (First) (Middle)
AV. BRIGADEIRO FERIA LIMA, 2391
2 ANDAR CONJUNTO 22, SALA 2

(Street)
SAO PAULO D5 01452-000

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
JBS Global A/S

(Last) (First) (Middle)
DAMPFAERGEVEJ 3
2 2100 KBF O

(Street)
G7

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
JBS Hungary Holdings KFT

(Last) (First) (Middle)
VARKONYI UTCA 15

(Street)
SZOMBATHELY K5 H-9700

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The reporting persons exercised in full their basic subscription rights (each subscription right entitling them to purchase 0.2072 shares of Pilgrim's Pride Corporation ("PPC") common stock, par value $0.01 per share, at a subscription price equal to $4.50 per share), issued pro rata to holders of PPC common stock on the January 17, 2012 record date for the rights offering, under the basic subscription privilege in the rights offering. The reporting persons will acquire these shares of common stock when issued by PPC at the closing of the rights offering.
2. Pursuant to the rights offering, the reporting persons have exercised their over-subscription privilege in full and may acquire additional shares of PPC's common stock in the rights offering on a pro rata basis based on the number of shares each over-subscribing stockholder purchased under the basic subscription privilege to the extent any shares offered in the rights offering are not purchased by PPC's stockholders as part of the basic subscription as of the expiration of the rights offering. Any such additional shares (once determined) will be reported by the reporting persons on a subsequent Form 4.
3. As more particularly described in the Schedule 13D filed by JBS USA Holdings, Inc. ("JBS USA") and the other reporting persons identified therein (including the Reporting Owners listed above) (the "13D Reporting Persons") with the United States Securities and Exchange Commission on March 1, 2012, the Reporting Owners listed above, together with the other 13D Reporting Persons, share beneficial ownership of the shares of common stock of Pilgrim's Pride Corporation directly owned by JBS USA. The ownership of all of the Reporting Owners listed above, other than JBS USA, is indirect.
Remarks:
The Form is the second of two being filed by JBS USA. Two Forms are being filed as there are more than ten joint filers. Filers on the first of the two Forms are: Jose Batista Sobrinho, Flora Mendonca Batista, Jose Batista Junior, Valeria Batista Mendonca, Vanessa Mendonca Batista, Vivianne Mendonca Batista, JJBJ Participacoes LTDA., JJMB Participacoes LTDA., VLBM Participacoes LTDA., and JBS USA.
/s/ Christopher Gaddis, by power of attorney (Signature on behalf of JBS USA Holdings, Inc.) 03/01/2012
/s/ Christopher Gaddis, by power of attorney (Signature on behalf of VNBM Participacoes LTDA.) 03/01/2012
/s/ Christopher Gaddis, by power of attorney (Signature on behalf of VVMB Participacoes LTDA.) 03/01/2012
/s/ Christopher Gaddis, by power of attorney (Signature on behalf of WWMB Participacoes LTDA.) 03/01/2012
/s/ Christopher Gaddis, by power of attorney (Signature on behalf of ZMF Participacoes LTDA.) 03/01/2012
/s/ Christopher Gaddis, by power of attorney (Signature on behalf of J&F Participacoes S.A.) 03/01/2012
/s/ Christopher Gaddis, by power of attorney (Signature on behalf of ZMF Fundo de Investimento em Participacoes) 03/01/2012
/s/ Christopher Gaddis, by power of attorney (Signature on behalf of JBS S.A.) 03/01/2012
/s/ Christopher Gaddis, by power of attorney (Signature on behalf of JBS Global A/S) 03/01/2012
/s/ Christopher Gaddis, by power of attorney (Signature on behalf of JBS Hungary Holdings KFT) 03/01/2012
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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