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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
_X_ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934 (FEE REQUIRED)
For the fiscal year ended______MARCH 29, 2003________________________or
___ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from _______________ to _________________
COMMISSION FILE NUMBER:____1-7138_________________________________________
________________________________CAGLE'S, INC.__________________________________
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
___________GEORGIA_____________________________________58-0625713______________
(STATE OF INCORPORATION) I.R.S EMPLOYER IDENTIFICATION NO.
_______2000 HILLS AVE., NW, ATLANTA, GA.______________________30318____________
(address of principal executive offices) (zip code)
Registrant's telephone number, including area code: ___(404) 355-2820__________
SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
Title of each class Name of exchange on which registered
________CLASS A COMMON STOCK___________________AMERICAN STOCK EXCHANGE_________
SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
________________none___________________________________________________________
INDICATE BY CHECK MARK WHETHER THE REGISTRANT (1) HAS FILED ALL REPORTS
REQUIRED TO BE FILED BY SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF
1934 DURING THE PRECEDING 12 MONTHS (OR FOR SUCH SHORTER PERIOD THAT THE
REGISTRANT WAS REQUIRED TO FILE SUCH REPORTS) AND (2) HAS BEEN SUBJECT TO SUCH
FILING REQUIREMENTS FOR THE PAST 90 DAYS. _X_ YES ___ NO
STATE THE AGGREGATE MARKET VALUE OF THE VOTING STOCK HELD BY NONAFFILIATES OF
THE REGISTRANT. (THE AGGREGATE MARKET VALUE SHALL BE COMPUTED BY REFERENCE TO
THE PRICE AT WHICH THE STOCK WAS SOLD, OR THE AVERAGE BID AND ASKED PRICES OF
SUCH STOCK, AS OF A SPECIFIED DATE WITHIN 60 DAYS PRIOR TO THE DATE OF FILING.)
__$_9,689,262(based_on__$5.53_per_share_closing_price_on_May 2, 2003)____
INDICATE THE NUMBER OF SHARES OUTSTANDING OF EACH OF THE REGISTRANT'S CLASSES
OF COMMON STOCK, AS OF THE LATEST PRACTICABLE DATE (APPLICABLE ONLY TO
CORPORATE REGISTRANTS.)
__Class_A_Common_Stock_at_$1.00_par_value______________________________________
__4,747,280_shares_at_$1.00_par_value__________________________________________
DOCUMENTS INCORPORATED BY REFERENCE: LIST THE FOLLOWING DOCUMENTS IF
INCORPORATED BY REFERENCE AND THE PART OF THE FORM 10-K INTO WHICH THE DOCUMENT
IS INCORPORATED: (1) ANY ANNUAL REPORT TO SECURITY HOLDERS; (2) ANY PROXY OR
INFORMATION STATEMENT; AND (3) ANY PROSPECTUS FILED PURSUANT TO RULE 424(b) OR
(c) UNDER THE SECURITIES ACT OF 1933. (THE LISTED DOCUMENTS SHOULD BE CLEARLY
DESCRIBED FOR IDENTIFICATION PURPOSES.)
Parts of the following documents are incorporated by reference in Parts II,
III, and IV of this form 10-K report: 1) registrant's annual report to
shareholders for fiscal year ended March 29, 2003 - Items 5, 6, 7, 8 and 14;
2) registrant's annual report to shareholders for fiscal year ended March 30,
2002 - Items 6, 8 and 14; 3) registrant's annual report to shareholders for
fiscal year ended March 31, 2001 - Items 6, 8 and 14; 4) registrant's annual
report to shareholders for fiscal year ended April 1, 2000 - Item 6; 5)
registrant's annual report to shareholders for fiscal year ended April 3,
1999 - Item 6; and 6) Proxy statements for registrant's 2003 annual meeting
of shareholders- Items 10, 11, 12, 13, and 15.
CAGLE'S, INC.
PART I
Item 1: General Business
Cagle's, Inc. (the "Company"), which began business in 1945 and was first
incorporated in Georgia in 1953, and its wholly owned subsidiary (Cagle's
Farms, Inc., formerly Strain Poultry Farms, Inc.) produce, market, and
distribute a variety of fresh and frozen poultry products. The vertically
integrated operations of the Company consist of breeding, hatching, and
growing of chickens; feed milling; processing; further processing; and
marketing. The Company's products are sold to national and regional
independent and chain supermarkets, food distributors, food processing
companies, national fast-food chains, and institutional users, such as
restaurants, schools, and distributors, by the Company's sales staff located
in Atlanta, Georgia, and through brokers selected by the Company.
Narrative Description of Business
Food Processing
All of the Company's business activities are conducted on a vertically
integrated basis within one industry segment, poultry products. The Company's
various poultry products are closely related, have similar purposes and uses,
and, except for product sold under cost-plus arrangements, are similar in terms
of profitability and types and degrees of risks. In addition, the production
processes are similar to the extent that (a) production facilities are shared
or are interchangeable and (b) the same types of raw materials, labor, and
capital are used. Markets and marketing methods are comparable for all
products (except cost-plus products) to the extent that they are generally sold
to the same types of customers by a common sales force and are sensitive to
changes in economic conditions to the same degree.
The Company currently processes approximately 2,800,000 birds per week in its
three processing plants, including two plants which operate with two full
shifts and one plant operating one shift. Of the Company's total production,
approximately 1,015,000 head per week are deboned.
The complete cycle for growing broilers begins with the placement on a farm of
a day-old breeder chick. This bird is reared for 25 weeks, at which time it
begins to produce hatching eggs. The breeder produces eggs for approximately
40 weeks. These eggs are set in one of the Company's two hatcheries, and in
three weeks, a baby chick is hatched.
The day-old broiler chick is placed on a farm where it will grow for six to
eight weeks depending upon the size of bird desired, at which time it is
transported to the processing plant for slaughter. A significant investment
in field inventories is required to support the Company's operating cycle.
All feed for all flocks is produced in feed mills owned by the Company.
The Company's goal is to add value to all of its birds. This value-added
Product can take the form of deboned breast and thigh meat, cut-up marinated
raw breaded chicken (including barbecue), fast-food cuts, IQF (individually
quick frozen) products, and mechanically deboned chicken meat.
Raw Materials
The primary raw materials used by the Company are corn, soybean meal, and other
ingredients; packaging materials; cryogenic materials; and breeder chicks. The
Company believes that sources of supply for these materials are adequate and
does not expect significant difficulty in acquiring required supplies. The
major source of supply is the midwestern grain belt of the United States,
although local supplies are utilized when available. Prices for the feed
ingredients are sensitive to supply fluctuations worldwide, and weather
conditions, especially drought, can cause significant price volatility. Since
feed is the most significant factor in the cost of producing a broiler chicken,
those fluctuations can have significant effects on margins. The Company also
purchases product outside for further processing requirements.
Research and Development
The Company has made no material expenditures for research and development
during the last three years.
Employees and Labor Relations
The Company employs approximately 3,300 persons of whom approximately 20% are
covered by collective bargaining agreements which expire at various dates over
the next three years. The Company believes its relationship with the
bargaining groups and other employees is good.
Seasonal Variations in Business
The seasonal demand for the Company's products is highest during the late
spring and summer months and is normally lowest during the winter months.
Major Customers
Sales to the Company's largest customers represent 16.5%, 16.9%, and 18.7%
of net sales during fiscal 2003, 2002, and 2001, respectively.
Backlog
The Company had no material backlog of orders existing as of March 29, 2003.
Competition
The Company is a leading regional integrated poultry processor, ranking
ninth nationally in pounds produced. The Company's products compete in the
marketplace with comparable products of approximately ten national and regional
producers in the areas of quality, service, and price. The Company believes
its flexibility and accessibility are positive factors enhancing the Company's
competitive position.
Regulation
The Company's facilities and operations are subject to regulation by various
federal and state agencies, including, but not limited to, the Federal Food
and Drug Administration ("FDA"), the United States Department of Agriculture
("USDA"), the Environmental Protection Agency, the Occupational Safety and
Health Administration, and the corresponding state agencies. The Company's
processing plants are subject to continuous on-site inspection by the USDA,
and the FDA inspects the production of the Company's feed mill.
Management believes that the Company is in substantial compliance with
applicable laws and regulations relating to the operation of its facilities.
Item 2: Properties
Production and Facilities
Breeding and Hatching
The Company supplies its broiler chicks by producing all of its own hatching
eggs from breeder flocks owned by the Company. These breeder flocks are
maintained on 56 contract grower farms. In addition, the replacement breeder
pullets are maintained on 21 contract grower farms where the breeders are
reared from one day old to approximately 18 weeks old and then moved to the
breeder farm where they begin to produce eggs at about 25 weeks of age.
These farms are located in north Georgia and Tennessee.
The Company owns two hatcheries located in Dalton, Georgia, and Forsyth,
Georgia, at which eggs are incubated and hatched. This is a continuous
process and requires 21 days to complete. After the chicks are removed
from the incubator, they are separated by sex, vaccinated against disease,
and moved by a special-purpose vehicle, Chick Bus, to the Company's grow-out
farms. The two hatcheries have an aggregate capacity of 3,000,000 chicks per
week. Both of the hatcheries are company-owned.
Grow-Out
The Company places its broiler chicks on approximately 294 contract grower
farms.
The independent contract growers provide the housing, equipment, utilities,
and labor to grow the baby chicks to market age, which varies from six to
eight weeks, depending on the market for which they are intended. The Company
supplies the baby chicks, the feed, and all veterinary and technical services.
Title to the birds remains with the Company at all times. The contract
growers are paid on live weight and are guaranteed a minimum rate with
various incentives based upon a grower's performance as compared to other
growers whose birds are marketed during the same week. These contract
farms are located in Georgia and Alabama.
Feed Mills
The Company owns three feed mills. The feed mill in Forsyth, Georgia, has the
capacity to produce approximately 9,000 tons per week. A new feed mill in
Rockmart, Georgia has production capacity of over 12,000 tons per week which
can be increased to 20,000 tons per week by adding additional equipment. A
mill in Dalton, Georgia is currently idle.
Processing
As the broilers reach the desired processing weight, they are removed from the
houses and transported by company trucks to a processing plant.
The processing plants are located in Pine Mountain, Georgia; Perry, Georgia;
and Collinsville, Alabama. The Collinsville plant can process up to 12,600
birds per hour. The Pine Mountain plant has the capacity to process 10,800
birds per hour. The Perry plant has the capacity to process 15,625 per hour.
Perry and Collinsville operate two full shifts plus a sanitation shift. Pine
Mountain Valley is one shift as of April 25, 2003.
Further Processing and Deboning
The Company has a stated goal of marketing the majority of its product as
value-added product. This is accomplished by cutting the product into parts
or fast-food cuts, deboning, marinating and breading, and converting into
other convenience-type products.
Currently, further processing and deboning are conducted at the Collinsville,
Alabama, plant (cutting, marinating, and breading) and the Pine Mountain and
plant (deboning) and the Perry, Ga. plant, (deboning, IQF and marinating and
breading).
Freezer Storage
The Company's facilities located in Atlanta, Georgia; Collinsville, Alabama;
Pine Mountain, Georgia; and Perry, Georgia, have freezer storage facilities
with aggregate capacity of approximately 25,800,000 pounds of frozen product.
The Company utilizes outside storage services as needed to supplement its own
freezer capacity.
Local Distribution
As an extension of the company sales division, local distribution is operated
from separate refrigerated warehouse facilities in Atlanta, Georgia,
Collinsville, Alabama, and Mobile, Alabama and are designed to provide
storage and delivery service for those customers.
Significant Unconsolidated Subsidiaries
In November 1997, a Joint Venture poultry company was formed in Kentucky and
the company became a minority member. On April 30, 2002 the Company sold its
interest in a joint venture in Camilla, Georgia and its interest in a grower
financing credit company for $50,000,000.00, and in December, 2002 sold its
interest in a rendering company.
Executive Offices
The Company's executive offices are located in a renovated two-story
(22,000-square-foot) building at 2000 Hills Avenue, NW, Atlanta, Georgia.
The building is owned by the Company.
All of the properties described above are in good condition and are adequate
for their stated uses.
Item 3: Legal Proceedings
Suit was filed against Cagle's Farms, Inc. on December 18, 1998 in U.S.
District Court for the Northern District of Georgia by terminated contract
broiler growers. Cagle's, Inc. was subsequently added as a party. These
former growers sought unspecified damages and alleged, among other things,
that their birds were misweighed on numerous occasions and that they were
terminated as growers because of their involvement in a poultry grower's
association. Cagle's, Inc. and Cagle's Farms, Inc. denied all allegations.
During the fiscal year the case settled and, subsequent to the end of the
fiscal year, the case was dismissed with prejudice.
In addition to the above mentioned case, a suit was brought against Cagle's,
Inc., Cagle's Farms, Inc., Cagle Foods JV, LLC and Cagle Keystone Foods JV,
LLC on May 12, 1999 in U.S. District Court for the Northern District of
Georgia by three contract broiler growers. This suit alleged certain
discrepancies in weighing live poultry and sought unspecified damages. The
Company and other defendants denied all allegations. This suit sought class
action status, which was denied by the Court. Subsequently, on July 2, 2001,
a number of individual contract growers filed suit against Cagle's, Inc. and
Cagle's Farms, Inc. in U.S. District Court for the Northern District of
Georgia, also alleging certain discrepancies in weighing and seeking
unspecified damages. Cagle's, Inc. and Cagle's Farms, Inc. denied all
allegations. During the fiscal year, both cases settled and,
subsequent to the end of the fiscal year, both of these cases were
dismissed with prejudice.
Also, suit was filed on May 19, 1999 against Cagle's, Inc., Cagle's Farms,
Inc., Cagle Foods JV, LLC, Cagle Foods Credit LLC and Cagle's Keystone Foods,
LLC in the U.S. District Court for the Middle District of Georgia. This suit
was brought by contract growers seeking unspecified damages and alleging the
defendants misrepresented certain facts regarding profitability and cash flow
as an inducement to their becoming contract producers. The Company and other
defendants deny all allegations. Subsequent to the end of the fiscal year,
the Court entered Summary Judgment in favor of all defendants. The Plaintiffs
are appealing this ruling. Cagle's, Inc. and Cagle's Farms, Inc. are
vigorously defending the appeal, and if the summary judgment ruling is
overturned, the Company will vigorously defend against these actions and
expects to be vindicated.
Two additional suits were filed in the U.S. District Court for the Middle
district of Georgia on June 15, 2001 and June 22, 2001 against Cagle's, Inc.,
Cagle's Farms, Inc., Cagle Foods JV LLC d/b/a Cagle-Keystone Foods. These
two suits were brought by different contract growers seeking unspecified
damages and alleging the defendants misrepresented certain facts regarding
profitability and cash flow as an inducement to their becoming contract
producers. The Company and other defendants deny all allegations and are
vigorously defending against these actions and expect to be vindicated.
Other than those actions listed above, the Company is routinely involved in
various lawsuits and legal matters on an ongoing basis as a result of day to
day operations; however, the Company does not believe that the ultimate
resolution of these matters will have a material adverse effect on the
Company or its business.
Item 4: Submission of Matters to a Vote of Security Holders
No matters were submitted to security holders for a vote during the fourth
quarter of fiscal 2003.
PART II
Item 5: Market for Registrant's Common Equity
and Related Stockholder Matters
The information required by this item is included in the Company's Annual
Report to Stockholders for the year ended March 29, 2003 and is incorporated
herein by reference.
Item 6: Selected Financial Data
The information required by this item is included in the Company's Annual
Report to Stockholders for the Fiscal Year ended March 29, 2003 and is
incorporated herein by reference. This Annual Report also contains in
relevant part summary columnar information from financial statements audited
by Arthur Andersen LLP("Andersen") for Cagle's, Inc.'s Fiscal Years ended
April 3, 1999 ("Fiscal Year 1999"), April 1, 2000 ("Fiscal Year 2000"), and
March 31, 2001 ("Fiscal Year 2001") which was included in Cagle's, Inc.'s
Annual Reports for these Fiscal Years. The financial statements audited by
Andersen for each of these Fiscal Years were also accompanied by Andersen's
accountants' reports which satisfied the requirements of 17 CFR Part
210.2-02(a) when originally issued. Pursuant to amendment (e) to 17 CFR
Part 210, which is included SEC Release No. 33-870, Cagle's, Inc. hereby
certifies that, after reasonable efforts, it is unable to obtain consent
from Andersen to reissue the financial statements for Fiscal Years 1999,
2000, and 2001 along with the accompanying accountants' reports. Cagle's,
Inc. further certifies that the relevant portions of the Annual Reports for
Fiscal Years 1999, 2000, and 2001, which are incorporated herein by
reference, are not reissues but are true and correct copies of the latest
financial statements and the accompanying signed and dated Andersen
accountants' reports for these Fiscal Years.
Item 7: Management's Discussion and Analysis of
Financial Condition and Results of Operations
The information required by this item is included in the Company's Annual
Report to Stockholders for the year ended March 29, 2003 and is incorporated
herein by reference.
Item 8: Financial Statements and Supplementary Data
The information required by this item is included in the Company's Annual
Report to Stockholders for the Fiscal Year ended March 29, 2003 and is
incorporated herein by reference. This annual report in relevant part also
contains summary information from financial statements audited by Arthur
Andersen LLP ("Andersen") for Cagle's, Inc.'s Fiscal Year ended March 31,
2001 ("Fiscal Year 2001") which was included in Cagle's, Inc.'s Annual Reports
for these Fiscal Years. The financial statements audited by Andersen for each
of these Fiscal Years were also accompanied by Andersen's accountants' reports
which satisfied the of requirements of 17 CFR Part 210.2-02(a) when originally
issued. Pursuant to amendment (e) to 17 CFR Part 210, which is included SEC
Release No. 33-870, Cagle's, Inc. hereby certifies that, after reasonable
efforts, it is unable to obtain consent from Andersen to reissue the financial
statements for Fiscal Year 2001 along with the accompanying accountants'
reports. Cagle's, Inc. further certifies that the relevant portions of the
Annual Reports for Fiscal Year 2001, which are incorporated herein by
reference, are not reissues but are true and correct copies of the latest
financial statements and the accompanying signed and dated Andersen
accountants' reports for this Fiscal Year.
Item 9: Changes in and Disagreements With Accountants
on Accounting and Financial Disclosure
In April 2002, the Company dismissed Arthur Andersen LLP as its auditor and
retained the firm of Moore Stevens Frost PLC as its auditors for the fiscal
year ended March 30, 2002, reference Form 8-k filed April 10, 2002 and amended
April 17, 2002.
PART III
Item 10: Directors and Executive Officers of the Registrant
The information required by this item is included in the Company's Proxy
Statement for the Annual Meeting of Stockholders to be held July 21, 2003 and
is incorporated herein by reference.
Item 11: Executive Compensation
The information required by this item is included in the Company's Proxy
Statement for the Annual Meeting of Stockholders to be held July 21, 2003
and is incorporated herein by reference.
Item 12: Security Ownership of Certain Beneficial Owners and Management
The information required by this item is included in the Company's Proxy
Statement for the Annual Meeting of Stockholders to be held July 21, 2003
and is incorporated herein by reference.
Item 13: Certain Relationships and Related Transactions
The information required by this item is included in the Company's Proxy
Statement for the Annual Meeting of Stockholders to be held July 21, 2003
and is incorporated herein by reference.
Item 14. Controls and Procedures.
The Company maintains disclosure controls and procedures that are designed to
ensure that information required to be disclosed in the Company's Securities
Exchange Act reports is recorded, processed, summarized and reported within
the time periods specified in the SEC's rules and forms, and that such
information is accumulated and communicated to the Company's management,
including its Chief Executive Officer and Chief Financial Officer, as
appropriate, to allow timely decisions regarding required disclosure.
During the 90-day period prior to the date of this report, an evaluation was
performed under the supervision and with the participation of our Company's
management, including the Chief Executive Officer and the Chief Financial
Officer, of the effectiveness of the design and operation of the Company's
disclosure controls and procedures. Based upon that evaluation, the Chief
Executive Officer and the Chief Financial Officer concluded that the Company's
disclosure controls and procedures were effective. Subsequent to the date of
this evaluation, there have been no significant changes in the Company's
internal controls or in other factors that could significantly affect these
controls.
Item 15. Principal Accountant Fees and Services.
The information required by this item is included in the Company's Proxy
Statement for the Annual Meeting of Stockholders to be held on July 21, 2003
and is incorporated herein by reference.
PART IV
Item 16: Exhibits, Financial Statement Schedules, and Reports on Form 8-K
The following documents are filed as part of this report:
(a)1. Financial Statements
The Company's 2003 Annual Report to Stockholders contains the consolidated
balance sheets as of March 29, 2003 and March 30, 2002, the related statements
of income, stockholders' equity, and cash flows for the three years in the
period ended March 29, 2003 and the related accountants' report of Moore
Stevens Frost PLC ("MSF") for the year ended March 29, 2003. These financial
statements and the report of MSF are incorporated herein by reference. Arthur
Andersen ("Andersen") audited the financial statements for the relevant years
prior to and ended on March 31, 2001 and incorporation of these statements
herein does not constitute a reissue of these statements (see Item 8 above).
The financial statements, incorporated by reference, include the following:
Consolidated Balance Sheets - March 29, 2003 (MSF) and March 30, 2002
(MSF)
Consolidated Statements of Income for the Years Ended March 29, 2003
(MSF), March 30, 2002 (MSF), and April 1, 2000 (Andersen)
Consolidated Statements of Cash Flows for the Years Ended March 29, 2003
(MSF), March 30, 2002 (MSF), and March 31, 2001 (Andersen)
Notes to Consolidated Financial Statements - March 29, 2003 (MSF),
March 30, 2002 (MSF), and March 31, 2001 (Andersen)
(a)2. Financial Statement Schedules
The financial statement schedules have been omitted because they are not
applicable or the required information is included in the consolidated
financial statements or notes thereto.
(a)3 Exhibits
8.1 consent of independent accountants, Moore Stephens Frost, PLC and letter
regarding request from independent accountants Arthur Andersen LLP.
8.2 Cagle's, Inc. annual report for the year ended March 29, 2003.
8.3 Cagle's, Inc. Proxy statements for registrant's 2003 annual meeting of
shareholders.
8.4 audited financial statements of unconsolidated affiliates: Cagle's
Keystone Foods, L.L.C.
Signatures
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
Cagle's, Inc.
BY: /s/ J. Douglas Cagle
Chairman and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report is signed below by the following persons on behalf of the registrant
and in capacities and on the date indicated:
/s/ J. Douglas Cagle Chairman and Director and Chief Executive Officer
/s/ Kenneth R. Barkley Senior Vice President Finance/Treasurer/Chief
Financial Officer/Director/Principle Financial
and Accounting Officer
/s/ G. Bland Byrne Director
/s/ George Douglas Cagle Vice President, New Product Development
and Director
/s/ John J. Bruno Senior Vice President Sales Marketing and Director
/s/ James David Cagle Vice President, New Product Sales and Director
/s/ Jerry D. Gattis President, Chief Operating Officer and Director
/s/ Mark M. Ham IV Vice President, Information Systems and Director
/s/ Candace Chapman Director
/s/ Panos J. Kanes Director
Certifications
I, J. Douglas Cagle, certify that:
1. I have reviewed this annual report on Form 10-K of Cagle's, Inc. and
subsidiary;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this annual report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of
the registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined
in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this annual report is
being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls
and procedures as of a date within 90 days prior to the filing date of
this annual report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls;
and
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or
in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions
with regard to significant deficiencies and material weaknesses.
Date: 06/24/03
/s/ J. Douglas Cagle
Chairman and Chief Executive Officer
I, Kenneth R. Barkley, certify that:
1. I have reviewed this annual report on Form 10-K of Cagle's, Inc. and
subsidiary;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this annual report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of
the registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined
in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this annual report is
being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls
and procedures as of a date within 90 days prior to the filing date of
this annual report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls;
and
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or
in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions
with regard to significant deficiencies and material weaknesses.
Date: 06/24/03
/s/ Kenneth R. Barkley
Senior Vice President Finance/Treasurer/Chief
Financial Officer/Director/Principle Financial
and Accounting Officer