STOCKHOLDERS' EQUITY

12 Months Ended

Dec. 29, 2013

STOCKHOLDERS' EQUITY [Abstract]

STOCKHOLDERS' EQUITY

13. STOCKHOLDERS' EQUITY

Rights Offering

     In January 2012, Pilgrim's commenced the Rights Offering for stockholders of record as of January 17, 2012 (the "Record Date"). The basic subscription privilege gave stockholders the option to purchase 0.2072 shares of Pilgrim's common stock, rounded up to the next largest whole number, at a subscription price of $4.50 per share for each share of Pilgrim's common stock they owned as of the Record Date. The multiplier was determined by dividing the 44,444,444 shares being offered in the Rights Offering by the total number of shares owned by all stockholders on the Record Date. Those stockholders that exercised their basic subscription privilege in full also received an over-subscription privilege that afforded them the opportunity to purchase additional shares at the subscription price of $4.50 per share from a pool of the shares left over had all stockholders not elected to exercise their basic subscription privileges in full. JBS USA committed to participate in the Rights Offering and exercise its basic and over-subscription privileges in full. The last day a stockholder could exercise either their basic subscription rights or their over-subscription rights was February 29, 2012. On March 7, 2012, the Company issued 44,444,444 shares of common stock to stockholders that exercised their basic subscription privileges and over-subscription privileges under the Rights Offering. Gross proceeds received under the Rights Offering totaled $200.0 million. The Company incurred costs directly attributable to the Rights Offering of $1.7 million that it deferred and charged against the proceeds of the Rights Offering in Additional Paid-in Capital on the Consolidated Balance Sheet. The Company used the net proceeds of $198.3 million for additional working capital to improve its capital position and for general corporate purposes. Pilgrim's also used a portion of the net proceeds to repay the outstanding principal amount of $50.0 million, plus accrued interest, of its subordinated debt owed to JBS USA and to repay indebtedness under the U.S. Credit Facility.

The Rights Offering contained a subscription price that was less than the fair value of the Company's common stock on the last day the rights could be exercised. This price discount is considered a bonus element similar to a stock dividend. Because of this bonus element, the Company adjusted both the weighted average basic and diluted shares outstanding as reported in the Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on April 29, 2011 by multiplying those weighted average shares by an adjustment factor that represented the $6.40 fair value of a share of the Company's common stock immediately prior to the exercise of the basic and over-subscription privileges under the Rights Offering divided by the $6.07 theoretical ex-rights fair value of a share of the Company's common stock immediately prior to the exercise of the basic and over-subscription privileges under the Rights Offering. Weighted average basic and diluted shares outstanding and net loss per weighted average basic and diluted share for 2011 as originally reported and as adjusted for this bonus element were as follows:

	As Originally Reported			As Adjusted			Effect of Change
	(In thousands, except per share data)
Weighted average basic shares outstanding		214,282			224,996			10,714
Weighted average diluted shares outstanding		214,282			224,996			10,714
Net loss per weighted average basic share	$	(2.32	)	$	(2.21	)	$	0.11
Net loss per weighted average diluted share	$	(2.32	)	$	(2.21	)	$	0.11

Restrictions on Retained Earnings

Both The U.S. Credit Facility and the indenture governing the 2018 Notes restrict, but do not prohibit, the Company from declaring dividends.

Antidilutive Common Stock Equivalents

Due to the net loss incurred during 2011, the Company did not include 12,094 common stock equivalents in the calculation of the denominator used for net loss per weighted average diluted common share outstanding as these common stock equivalents would have been antidilutive.

Accumulated Other Comprehensive Loss

The following tables provide information regarding the changes accumulated other comprehensive loss during 2013 and 2012:

	2013								2012
	Losses Related to								Losses Related to
	Pension and Other			Unrealized Holding					Pension and Other
	Postretirement			Gains on Available-					Postretirement
	Benefits			for-Sale Securities		Total			Benefits
	(In thousands)
Balance, beginning of year	$	(68,511	)	$	-	$	(68,511	)	$	(46,070	)
Other comprehensive income (loss)
before reclassifications		21,713			62		21,775			(22,886	)
Amounts reclassified from accumulated
other comprehensive loss to net income		1,001			-		1,001			445
Net current year other comprehensive
income (loss)		22,714			62		22,776			(22,441	)
Balance, end of year	$	(45,797	)	$	62		(45,735	)	$	(68,511	)

(a) All amounts are net of tax. Amounts in parentheses indicate debits.

	Amount Reclassified from Accumulated
	Other Comprehensive Loss(a)
Details about Accumulated Other Comprehensive								Affected Line Item in the Consolidated
Loss Components	2013			2012				Statements of Operations
	(In thousands)
Realized gain on sale of securities	$	-		$	18			Selling, general and administrative expense
Amortization of pension and other
postretirement plan actuarial losses:
Union employees pension plan(b)		(36	)	$	(64	)	(d)	Cost of goods sold
Legacy Gold Kist plans(c)		(965	)		(399	)	(d)	Selling, general and administrative expense
Total before tax		(1,001	)		(445	)
Tax benefit (expense)		-			-
Total reclassification for the period	$	(1,001	)	$	(445	)

(a)	Amounts in parentheses represent debits to results of operations.
(b)	The Company sponsors the Union Plan, a qualified defined benefit pension plan covering certain locations or work groups with collective bargaining agreements.
(c)	The Company sponsors the GK Pension Plan, a qualified defined benefit pension plan covering certain eligible U.S. employees who were employed at locations that the Company purchased through its acquisition of Gold Kist in 2007, the SERP Plan, a nonqualified defined benefit retirement plan covering certain former Gold Kist executives, the Directors' Emeriti Plan, a nonqualified defined benefit retirement plan covering certain former Gold Kist directors and the Retiree Life Plan, a defined benefit postretirement life insurance plan covering certain retired Gold Kist employees (collectively, the "Legacy Gold Kist Plans").
(d)	These accumulated other comprehensive loss components are included in the computation of net periodic pension cost. See "Note 12. Pension and Other Postretirement Benefits" to the Consolidated Financial Statements.