Gold Kist (NASDAQ:GKIS)
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Gold Kist Inc. (NASDAQ: GKIS) today strongly recommended that
stockholders not tender into Pilgrim’s Pride
Corporation’s (NYSE: PPC) unsolicited tender
offer and issued the following statement:
“We firmly believe that Pilgrim’s
$20-a-share offer does not reflect the full strategic value of Gold Kist
and is not in the best interest of our stockholders. As we have said
consistently, our Board of Directors is committed to maximizing
stockholder value, and we are willing to pursue a transaction with
Pilgrim’s or any other strategic alternative
that is in the best interest of our stockholders. We are grateful for
the continued support of our stockholders and we remain committed to
maximizing the Company’s value on their behalf.”
Merrill Lynch & Co. and Gleacher Partners LLC are serving as financial
advisors to Gold Kist. Alston & Bird LLP and Richards, Layton & Finger
P.A. are serving as outside legal counsel to Gold Kist.
Forward Looking Statements
This press release contains “forward-looking
statements,” as defined in the federal
securities laws, regarding Gold Kist’s
beliefs, anticipations, expectations or predictions of the future,
including statements relating to market conditions, the Company’s
ability to take advantage of growth opportunities and benefits
associated with investments made pursuant to the Company’s
long-term strategic plan and potential strategic alternatives. These
forward-looking statements involve a number of risks and uncertainties.
Among the important factors that could cause actual results to differ
materially from those indicated in such forward-looking statements
include market conditions for finished and value-added products
including competitive factors and the supply and pricing of alternative
meat proteins; effectiveness of our sales and marketing programs;
disease outbreaks affecting broiler production, demand and/or
marketability of our products; uncertainties relating to fluctuations in
the cost and availability of raw materials, such as feed ingredients;
risks associated with effectively executing risk management activities;
changes in the availability and relative costs of labor and contract
growers; effectiveness of our capital expenditures and other
cost-savings measures; contamination of products, which can lead to
product liability and product recalls; access to foreign markets
together with foreign economic conditions; acquisition activities and
the effect of completed acquisitions; pending or future litigation; the
ability to obtain additional financing or make payments on our debt;
regulatory developments, industry conditions and market conditions; and
general economic conditions; as well as other risks described under “Risk
Factors” in our Annual Report on Form 10-K
for the fiscal year ended October 1, 2005, and subsequently filed
Quarterly Reports on Form 10-Q. Gold Kist undertakes no obligation to
update or revise publicly any forward-looking statements, whether as a
result of new information, future events or otherwise.
About Gold Kist
Gold Kist is the third largest chicken company in the United States,
accounting for more than nine percent of chicken produced in the United
States in 2005. Gold Kist operates a fully integrated chicken production
business that includes live production, processing, marketing and
distribution. Gold Kist’s operations include
nine divisions located in Alabama, Florida, Georgia, North Carolina and
South Carolina. For more information, visit the company’s
Web site at http://www.goldkist.com.
We will file a proxy statement in connection with our 2007 annual
meeting of stockholders. Our stockholders are strongly advised to read
the proxy statement when it becomes available, as it will contain
important information. Stockholders will be able to obtain the proxy
statement, any amendments or supplements to the proxy statement and
other documents filed by the Company with the Securities and Exchange
Commission for free at the Internet website maintained by the Securities
and Exchange Commission at www.sec.gov.
Copies of the proxy statement and any amendments and supplements to the
proxy statement will also be available for free at the Company's
Internet website at www.goldkist.com
or by writing to Gold Kist Inc., Attn: Investor Relations, 244 Perimeter
Center Parkway, N.E., Atlanta, Georgia 30346. In addition, copies of
Gold Kist’s proxy materials may be requested
by contacting our proxy solicitor, MacKenzie Partners, Inc. at (800)
322-2885 toll-free or by email at proxy@mackenziepartners.com.
Detailed information regarding the names, affiliations and interests of
individuals who may be deemed participants in the solicitation of
proxies of Gold Kist Inc. stockholders is available on Schedule 14A
filed with the Securities and Exchange Commission on August 21, 2006.
Gold Kist Inc. (NASDAQ: GKIS) today strongly recommended that
stockholders not tender into Pilgrim's Pride Corporation's (NYSE: PPC)
unsolicited tender offer and issued the following statement:
"We firmly believe that Pilgrim's $20-a-share offer does not
reflect the full strategic value of Gold Kist and is not in the best
interest of our stockholders. As we have said consistently, our Board
of Directors is committed to maximizing stockholder value, and we are
willing to pursue a transaction with Pilgrim's or any other strategic
alternative that is in the best interest of our stockholders. We are
grateful for the continued support of our stockholders and we remain
committed to maximizing the Company's value on their behalf."
Merrill Lynch & Co. and Gleacher Partners LLC are serving as
financial advisors to Gold Kist. Alston & Bird LLP and Richards,
Layton & Finger P.A. are serving as outside legal counsel to Gold
Kist.
Forward Looking Statements
This press release contains "forward-looking statements," as
defined in the federal securities laws, regarding Gold Kist's beliefs,
anticipations, expectations or predictions of the future, including
statements relating to market conditions, the Company's ability to
take advantage of growth opportunities and benefits associated with
investments made pursuant to the Company's long-term strategic plan
and potential strategic alternatives. These forward-looking statements
involve a number of risks and uncertainties. Among the important
factors that could cause actual results to differ materially from
those indicated in such forward-looking statements include market
conditions for finished and value-added products including competitive
factors and the supply and pricing of alternative meat proteins;
effectiveness of our sales and marketing programs; disease outbreaks
affecting broiler production, demand and/or marketability of our
products; uncertainties relating to fluctuations in the cost and
availability of raw materials, such as feed ingredients; risks
associated with effectively executing risk management activities;
changes in the availability and relative costs of labor and contract
growers; effectiveness of our capital expenditures and other
cost-savings measures; contamination of products, which can lead to
product liability and product recalls; access to foreign markets
together with foreign economic conditions; acquisition activities and
the effect of completed acquisitions; pending or future litigation;
the ability to obtain additional financing or make payments on our
debt; regulatory developments, industry conditions and market
conditions; and general economic conditions; as well as other risks
described under "Risk Factors" in our Annual Report on Form 10-K for
the fiscal year ended October 1, 2005, and subsequently filed
Quarterly Reports on Form 10-Q. Gold Kist undertakes no obligation to
update or revise publicly any forward-looking statements, whether as a
result of new information, future events or otherwise.
About Gold Kist
Gold Kist is the third largest chicken company in the United
States, accounting for more than nine percent of chicken produced in
the United States in 2005. Gold Kist operates a fully integrated
chicken production business that includes live production, processing,
marketing and distribution. Gold Kist's operations include nine
divisions located in Alabama, Florida, Georgia, North Carolina and
South Carolina. For more information, visit the company's Web site at
http://www.goldkist.com.
We will file a proxy statement in connection with our 2007 annual
meeting of stockholders. Our stockholders are strongly advised to read
the proxy statement when it becomes available, as it will contain
important information. Stockholders will be able to obtain the proxy
statement, any amendments or supplements to the proxy statement and
other documents filed by the Company with the Securities and Exchange
Commission for free at the Internet website maintained by the
Securities and Exchange Commission at www.sec.gov. Copies of the proxy
statement and any amendments and supplements to the proxy statement
will also be available for free at the Company's Internet website at
www.goldkist.com or by writing to Gold Kist Inc., Attn: Investor
Relations, 244 Perimeter Center Parkway, N.E., Atlanta, Georgia 30346.
In addition, copies of Gold Kist's proxy materials may be requested by
contacting our proxy solicitor, MacKenzie Partners, Inc. at (800)
322-2885 toll-free or by email at proxy@mackenziepartners.com.
Detailed information regarding the names, affiliations and interests
of individuals who may be deemed participants in the solicitation of
proxies of Gold Kist Inc. stockholders is available on Schedule 14A
filed with the Securities and Exchange Commission on August 21, 2006.