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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Quarterly Period Ended September 27, 2003
Commission File Number 2-62681
GOLD KIST INC.
(Exact name of registrant as specified in its charter)
GEORGIA 58-0255560
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
244 Perimeter Center Parkway, N.E., Atlanta, Georgia 30346
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code(770) 393-5000
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. Yes X No
______
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).
Yes No X
GOLD KIST INC.
INDEX
Page No.
Part I. Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets -
September 27, 2003 and June 28, 2003 1
Consolidated Statements of Operations
Three Months Ended September 27, 2003
and September 28, 2002 2
Consolidated Statements of Cash Flows -
Three Months Ended September 27, 2003
and September 28, 2002 3
Notes to Consolidated Financial
Statements 4 - 5
Item 2. Management's Discussion and Analysis of
Consolidated Results of Operations and
Financial Condition 6 - 10
Item 3. Quantitative and Qualitative Disclosure About
Market Risks 11
Item 4. Controls and Procedures 11
Part II. Other Information
Item 6. Exhibits and reports on Form 8-K 12
Page 1
Item 1. Financial GOLD KIST INC.
Statements CONSOLIDATED BALANCE SHEETS
(Amounts in Thousands)
(Unaudited)
September 27, June 28,
2003 2003
ASSETS
Current assets:
Cash and cash equivalents $ 13,875 11,026
Receivables, principally trade,
less allowance for doubtful
accounts of $2,028 at
September 27, 2003 and $2,002
at June 28, 2003 112,745 104,699
Inventories 206,481 196,728
Deferred income taxes 31,524 43,270
Other current assets 25,403 20,100
Total current assets 390,028 375,823
Investments 67,073 66,805
Property, plant and equipment, net 216,248 226,905
Deferred income taxes 26,246 26,822
Other assets 67,118 65,692
$766,713 762,047
LIABILITIES AND EQUITY
Current liabilities:
Notes payable and current maturities of
long-term debt:
Short-term borrowings $ - -
Current maturities of long-term debt 21,303 22,162
21,303 22,162
Accounts payable 69,254 63,281
Accrued compensation and related expenses 35,594 31,875
Interest left on deposit 8,150 8,495
Other current liabilities 44,439 39,783
Total current liabilities 178,740 165,596
Long-term debt, less current maturities 289,894 324,011
Accrued pension costs 44,856 44,487
Accrued postretirement benefit costs 9,699 10,119
Other liabilities 37,434 33,937
Total liabilities 560,623 578,150
Patrons' and other equity:
Common stock, $1.00 par value - Authorized
500 shares; issued and outstanding 2 at
September 27, 2003 and June 28, 2003 2 2
Patronage reserves 184,041 185,620
Accumulated other comprehensive loss (42,480) (43,448)
Retained earnings 64,527 41,723
Total patrons' and other equity 206,090 183,897
Commitments and contingencies $766,713 762,047
See Accompanying Notes to Consolidated Financial Statements.
Page 2
GOLD KIST INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in Thousands)
(Unaudited)
Three Months Ended
Sept. 27, Sept. 28,
2003 2002
Net sales volume $516,688 460,624
Cost of sales 453,998 437,757
Gross margins 62,690 22,867
Distribution, administrative and
general expenses 24,271 20,540
Net operating margins 38,419 2,327
Other income (deductions):
Interest and dividend income 173 330
Interest expense (7,603) (6,091)
Unrealized loss on investment - (24,064)
Miscellaneous, net 4,242 307
Total other deductions (3,188) (29,518)
Margins (loss) from operations before
income taxes 35,231 (27,191)
Income tax (benefit) expense 11,746 (1,043)
Net margins (loss) $ 23,485 (26,148)
See Accompanying Notes to Consolidated Financial Statements.
Page 3
GOLD KIST INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands)
(Unaudited)
Three Months Ended
Sept. 27, Sept. 28,
2003 2002
Cash flows from operating activities:
Net margins (loss) $ 23,485 (26,148)
Non-cash items included in net margins (loss)
from operations:
Depreciation and amortization 9,964 9,616
Unrealized loss on investment - 24,064
Deferred income tax expense (benefit) 11,746 (698)
Other 3,684 2,007
Changes in operating assets and liabilities:
Receivables (8,046) 9,888
Inventories (9,753) (12,018)
Other current assets 300 1,306
Accounts payable, accrued and other expenses 10,471 (7,264)
Net cash provided by operating activities 41,851 753
Cash flows from investing activities:
Acquisitions of property, plant and equipment (3,992) (9,307)
Proceeds from disposal of investments 42 104
Other 2,184 (873)
Net cash used in investing activities (1,766) (10,076)
Cash flows from financing activities:
Short-term debt repayments, net - (10,000)
Proceeds from long-term debt - 120,000
Principal repayments of long-term debt (34,976) (96,975)
Patrons' equity redemptions paid in cash (2,260) (967)
Net cash (used in) provided by financing
activities (37,236) 12,058
Net change in cash and cash equivalents 2,849 2,735
Cash and cash equivalents at beginning of period 11,026 8,997
Cash and cash equivalents at end of period $ 13,875 11,732
Supplemental disclosure of cash flow data:
Cash paid (received) during the periods for:
Interest (net of amounts capitalized) $ 8,000 6,405
Income taxes, net $ (2,984) (4,153)
See Accompanying Notes to Consolidated Financial Statements.
Page 4
GOLD KIST INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in Thousands)
(Unaudited)
1. The accompanying unaudited consolidated financial statements reflect
the accounts of Gold Kist Inc. and its subsidiaries as of and for the
three months ended September 27, 2003 ("Gold Kist" or the
"Association"). These consolidated financial statements should be read
in conjunction with Management's Discussion and Analysis of
Consolidated Results of Operations and Financial Condition and the
Notes to Consolidated Financial Statements on pages 9 through 16 and
pages 25 through 37, respectively, of Gold Kist's Annual Report in the
previously filed Form 10-K for the year ended June 28, 2003.
The Association employs a 52/53 week fiscal year. Fiscal 2004 will be
a 52-week year and fiscal 2003 was also a 52-week year with each
quarter in both periods consisting of 13 weeks.
2. In the opinion of management, the accompanying unaudited consolidated
financial statements contain all adjustments (consisting of normal
recurring accruals) necessary to present fairly the financial position,
the results of operations, and the cash flows. All significant
intercompany balances and transactions have been eliminated in
consolidation. Results of operations for interim periods are not
necessarily indicative of results for the entire year.
3. Inventories consist of the following:
Sept. 27, 2003 June 28, 2003
Live poultry and hogs $ 95,982 97,691
Marketable products 66,133 53,587
Raw materials and supplies 44,366 45,450
$206,481 196,728
4. At June 28, 2003, the Association had a minimum pension liability of
$43.4 million, net of the deferred tax benefit of $25.9 million. The
minimum pension liability, net of deferred taxes, has been included as
a component of patrons' and other equity in accumulated other
comprehensive loss. At September 27, 2003, the cumulative minimum
pension liability included in accumulated other comprehensive loss was
$42.5 million, net of the deferred tax benefit of $25.3 million.
5. In October 1998, the Association completed the sale of assets of the
Agri-Services segment to Southern States Cooperative, Inc. (SSC). In
order to complete the transaction, the Association committed to
purchase from SSC, subject to certain terms and conditions, up to $60
million principal amount of capital trust securities and $40 million
principal amount of cumulative preferred securities if SSC was unable
to market the securities to other purchasers. In October 1999, the
Company purchased for $98.6 million the $100 million principal amount
of the securities under the commitment. The securities, with
interest/dividends payable quarterly, carried a combined weighted
Page 5
average interest/dividend rate of 8.55% at September 27, 2003. No
dividends from the cumulative preferred securities have been received
since the quarterly payment received in January 2002.
In October 2002, SSC notified the Association that, pursuant to the
provisions of the indenture under which the Association purchased the
capital trust securities, SSC would defer the capital trust
certificates quarterly interest payment due on October 5, 2002.
Quarterly interest payments for subsequent quarters through October 5,
2003 have also been deferred. The terms of the capital trust
securities allow for the deferral of quarterly interest payments for up
to 20 quarters with any deferred payments bearing interest at 10.75%.
As a result of the deferral of the interest payments, the Association
reduced the carrying value of the capital trust securities by $24.1
million with a corresponding charge against margins from continuing
operations before income taxes for the three months ended September 28,
2002. The carrying value of the SSC securities was $57.3 million at
June 28 and September 27, 2003.
As interest rates and market conditions change, the carrying value
of the securities could be further reduced. Also, the proceeds from
any future sale of the SSC securities could differ from these
estimates. If these events were to occur, they could have a material
impact on results of operations and financial position of the
Association.
Gold Kist is permitted to sell the SSC securities pursuant to
applicable securities regulations. The SSC securities are classified
as noncurrent assets - investments in the accompanying consolidated
balance sheets at September 27 and June 28, 2003.
6. On September 27, 2002, the Company refinanced and extended the Senior
Secured Credit Facility to include a $110 million Revolving Credit
Facility maturing November 2004 and a $95 million Term Loan maturing
November 2005. The interest rates on the facility ranged from 1.50% to
2.25% over the London Interbank Offered Rate (LIBOR), adjusted
quarterly based on the Association's financial condition. Other terms
and conditions were essentially unchanged. The terms and conditions on
the $45 million five-year term loan due November 2005 were also
unchanged.
In February 2003, the Company amended its Senior Secured Credit
Facility and arranged a Temporary Revolving Credit Facility to provide
up to $35 million of incremental liquidity. The Temporary Revolving
Credit Facility matured on September 30, 2003. There was no
outstanding balance under the Temporary Facility at September 27 or
June 28, 2003.
At September 27, 2003, the Association was in compliance with or had
obtained waivers for all applicable loan covenants.
7. The Company announced the closing of a poultry processing facility
on September 3, 2003 and wrote down the carrying value of the related
assets by $2.5 million to the expected sales price less costs of
disposal. Additional charges of $1 million were also taken in the
first quarter of fiscal 2004, primarily related to employee severance
amounts.
Page 6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF CONSOLIDATED RESULTS OF OPERATIONS
AND FINANCIAL CONDITION
RESULTS OF OPERATIONS
Net Sales Volume
Gold Kist's net sales volume for the quarter ended September 27, 2003
increased 12.2% as compared to the quarter ended September 28, 2002. The
increase in net sales volume was due primarily to a 9.1% increase in average
poultry sales prices, which was partially offset by a 1.9% decrease in ready-
to-cook (RTC) broiler meat production. The increase in poultry sales prices
was due to stronger domestic and export demand coupled with lower industry-
wide production.
The Association's export sales of $18.4 million for the September 2003 period
were 63.5% higher than the September 2002 period, due to the resumption of
shipments to Russia and increased demand from other countries. Negotiations
with Russian officials on an import quota system have been held. A general
agreement has been reached with the U.S. level of imports comparable to
periods prior to the embargo.
According to the U.S. Department of Agriculture's (USDA) World Agricultural
Outlook Board, the forecast for calendar 2003 broiler meat production is
32.21 billion pounds, ready-to-cook weight, .98% above the 31.89 billion
pounds produced in 2002. This is the smallest increase in broiler production
for the industry in recent history, which contributed to the improved broiler
market prices in the first quarter of fiscal 2004. The estimate for calendar
2004 production is 32.89 billion pounds, 2.1% over the 2003 forecast.
Net Operating Margins
The Association had net operating margins of $38.4 million for the three
months ended September 27, 2003 as compared to $2.3 million in the comparable
period last year. The increase in operating margins was due primarily to
higher poultry selling prices partially offset by higher feed ingredient
costs for the September 2003 quarter as compared to the September 2002
quarter. Corn and soybean prices were 4.5% and 11.7% higher, respectively,
during the three-month period ended September 27, 2003 than over the same
period a year ago. The increased feed grain costs were due to adverse
weather conditions experienced late in the growing season. Cost of sales
also included a $3.5 million charge to write down the assets and recognize
other expenses, primarily employee severance amounts, related to the closing
of a poultry processing facility announced in September 2003.
The 18.2% increase in distribution, administrative and general expenses for
the three months ended September 27, 2003 was attributable to incentive
compensation accruals due to the net margins for the September 2003 quarter
as compared to the net loss in the September 2002 quarter.
Page 7
Other Income (Deductions)
Interest and dividend income were nominal for the periods presented in the
consolidated statements of operations. No dividends or interest were paid or
accrued on the Southern States capital trust and preferred securities for the
quarters ended September 27, 2003 and September 28, 2002, respectively.
In October 2002, Southern States Cooperative, Inc. (SSC) notified the
Association that, pursuant to the provisions of the indenture under which the
Association purchased the capital trust securities, SSC would defer the
capital trust certificates quarterly interest payment due on October 5, 2002.
Interest payments for subsequent quarters through October 5, 2003 have also
been deferred. The terms of the capital trust securities allow for the
deferral of quarterly interest payments for up to 20 quarters with the
deferred payments bearing interest at 10.75%.
As interest rates and market conditions change, the carrying value of the
securities could be further reduced. Also, the proceeds from any future sale
of the SSC securities could differ from these estimates. If these events
were to occur, they could have a material impact on results of operations and
financial position of the Association.
Interest expense was $7.6 million for the three months ended September 27,
2003 as compared to $6.1 million for the comparable period last year, a 24.6%
increase. The increase in interest expense was due to increased long-term
debt balances and higher fees, partially offset by lower market interest
rates.
Miscellaneous, net was $4.2 million for the current quarter as compared to
$.3 million in the same quarter last year. Gains from the sale of assets and
from the settlement of notes receivable that exceeded their carrying value
were the primary items accounting for the increase.
For the three months ended September 27, 2003, the Association's combined
federal and state effective income tax rate on the tax expense of the margins
before income taxes was 33.3%. Combined effective rates on the tax benefit
of the loss before income taxes for the three-month period ended September
28, 2002 was 3.8%. The limited tax benefit in the September 2002 quarter was
due to the deferred income tax valuation allowance established for the
unrealized capital loss resulting from the write down of the SSC investment.
Income tax expense (benefit) for the periods presented also reflects income
taxes at statutory rates adjusted for available tax credits and deductible
nonqualified equity redemptions.
In response to the adverse operating conditions in 2003, the Company
instituted a cost reduction plan freezing pay levels, reducing staff and
overtime, implementing employee benefit plan reductions/eliminations and
selling certain non-operating assets. The improvement in broiler sales
prices and other factors have contributed to strong operating results in the
first quarter of fiscal 2004, however the Company is continuing to consider
the implementation of further cost reduction measures.
Page 8
LIQUIDITY AND CAPITAL RESOURCES
The Association's liquidity is dependent upon funds from operations and
external sources of financing. On September 27, 2002, the Company refinanced
and extended its Senior Secured Credit Facility to include a $110 million
Revolving Credit Facility maturing November 2004 and a $95 million Term Loan
maturing November 2005. The interest rates on the facility ranged from 1.50%
to 2.25% over the London Interbank Offered Rate (LIBOR), adjusted quarterly
based on the Association's financial condition. Other terms and conditions
were essentially unchanged. The terms and conditions on the $45 million five-
year term loan due November 2005 were also unchanged.
The Association also has $45.7 million in term loans outstanding with an
agricultural credit bank and $45.0 million in senior notes with an insurance
company. The Association's senior notes, senior secured credit facilities
and term loans are secured by substantially all of the Association's
inventories, receivables, and property, plant and equipment.
In February 2003, the Company amended its Senior Secured Credit Facility and
arranged a Temporary Revolving Credit Facility to provide up to $35 million
of incremental liquidity. The Temporary Revolving Credit Facility matured on
September 30, 2003. There was no outstanding balance under the Temporary
Facility at September 27 or June 28, 2003.
At October 31, 2003, the Association had unused loan commitments of $54.9
million.
Covenants under the terms of the loan agreements with lenders include
conditions that could limit short-term and long-term financing available from
various external sources. The terms of debt agreements specify minimum
consolidated tangible net worth, current ratio and coverage ratio
requirements, as well as a limitation on the total debt to total capital
ratio. The debt agreements place a limitation on capital expenditures,
equity distributions, cash patronage refunds, commodity hedging contracts and
additional loans, advances or investments. At September 27, 2003, the
Association was in compliance with or had obtained waivers for all applicable
loan covenants.
For the first three months of fiscal 2004, cash provided from operating
activities was $41.9 million as compared to $.8 million for the first three
months of fiscal 2003. The increase was due to the net margins for the
quarter as adjusted for non-cash items. Cash used in financing activities
was $37.2 million as compared to cash provided by financing activities of
$12.1 million for the quarters ended September 2003 and September 2002,
respectively. Debt repayments included scheduled long-term debt amounts and
payments on the revolving credit facility.
Working capital and patrons' and other equity were $211.3 million and $206.1
million, respectively, at September 27, 2003 as compared to $210.2 million
and $183.9 million, respectively, at June 28, 2003. The increase in patrons'
and other equity reflects the net margins for the September 2003 quarter
partially offset by equity redemptions.
Page 9
The Association plans capital expenditures of approximately $45 million in
2004 that primarily include expenditures for expansion of further processing
capacity and technological advances in poultry production and processing. In
addition, planned capital expenditures include other asset improvements and
necessary replacements. Management intends to finance planned 2004 capital
expenditures and related working capital needs with existing cash balances,
cash expected to be provided from operations and additional borrowings, as
needed.
In August 2003, the Board of Directors of the Association suspended the early
cashing of notified equity at the request of the holder, but will continue to
pay the full face value to the estates of deceased equity holders subject to
a board imposed $4.0 million limitation on total equity cashings in 2004.
The redemption of patrons' equity is subject to the discretion of the Board
of Directors.
In connection with the sale of assets of the Agri-Services segment to
Southern States during 1999, Gold Kist discontinued the sale of Subordinated
Certificates. The Association believes cash on hand and cash equivalents at
September 27, 2003 and cash expected to be provided from operations, in
addition to borrowings available under committed credit arrangements, will be
sufficient to maintain cash flows adequate for the Association's operational
objectives over the next twelve months and to fund the repayment of
outstanding Subordinated Certificates as they mature.
Important Considerations Related to Forward-Looking Statements
It should be noted that this discussion contains forward-looking statements,
which are subject to substantial risks and uncertainties which constitute
"forward-looking statements" within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. For these statements, Gold Kist claims the
protection of the safe harbor for forward-looking statements contained in the
Private Securities Litigation Reform Act of 1995. These statements are based
on assumptions, which could prove inaccurate and therefore there can be no
assurance that the "forward-looking statements" will prove to be accurate.
There are many factors, which could cause actual results to differ materially
from those anticipated by statements made herein. In light of these risks
and uncertainties, the Association cautions readers not to place undue
reliance on any forward-looking statements. The Association undertakes no
obligation to publicly update or revise any forward-looking statements based
on the occurrence of future events, the receipt of new information or
otherwise.
Among the factors that may affect the operating results of the Association
are the following: (i) fluctuations in the cost and availability of raw
materials, such as feed ingredients; (ii) changes in the availability and
relative costs of labor and contract growers; (iii) market conditions for
finished products, including competitive factors and the supply and pricing
of alternative proteins; (iv) effectiveness of sales and marketing programs;
(v) risks associated with leverage, including cost increases due to rising
interest rates; (vi) changes in regulations and laws, including changes in
accounting standards, environmental laws and occupational, health and safety
laws; (vii) disease outbreaks affecting broiler production and/or
marketability of the Association's products; (viii) contamination of
Page 10
products, which can lead to product liability and product recalls; (ix)
access to foreign markets together with foreign economic conditions; and (x)
changes in general economic conditions.
Effects of Inflation
The major factor affecting the Association's net sales volume and cost of
sales is the change in commodity market prices for broilers, hogs and feed
grains. The prices of these commodities are affected by world market
conditions and are volatile in response to supply and demand, as well as
political and economic events. The price fluctuations of these commodities
do not necessarily correlate with the general inflation rate. Inflation has,
however, affected operating costs such as labor, energy and material costs.
Future Accounting Requirements
In February 2003, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 150, "Accounting for
Certain Financial Instruments with Characteristics of Liabilities and
Equity," which is effective at the beginning of the first interim period
beginning after June 15, 2003. SFAS No. 150 establishes standards for the
classification of liabilities in financial statements that have
characteristics of both liabilities and equity. Any redemption of the
Company's patrons' equity is subject to the discretion of the Board of
Directors and is not mandatorily redeemable.
In January 2003, the FASB issued Interpretation No. 46, "Consolidation of
Variable Interest Entities, an interpretation of Accounting Research Bulletin
No. 51." This interpretation addresses the consolidation by business
enterprises of variable interest entities as defined in the interpretation.
Generally, the provisions of the Interpretation are effective for the first
interim or annual period ending after December 15, 2003. The Company is
currently evaluating the impact of this interpretation.
In May 2003, the Emerging Issues Task Force ("EITF") of the FASB reached a
consensus on Issue 01-08, "Determining Whether an Arrangement Contains a
Lease." If an arrangement contains a lease in accordance with the EITF
guidance, the timing of the expense and recognition in the balance sheet (if
a capital lease) and disclosures could be affected. The EITF is effective
for all arrangements agreed to or modified in fiscal periods after May 28,
2003. The Company is still evaluating the impact of this EITF. The effect
of this EITF is not material to the Company for those arrangements entered
into for the quarter ended September 27, 2003.
In April 2003, the FASB issued SFAS No. 149, "Amendment of Statement 133 on
Derivative Instruments and Hedging Activities." This statement does not have
a material impact on the Company's consolidated financial statements.
Page 11
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISKS
Market Risk
The principal market risks affecting the Association are exposure to changes
in broiler and commodity prices and interest rates on borrowings. Although
the Company has international sales and related accounts receivable from
foreign customers, there is no foreign currency exchange risk as all sales
are denominated in United States dollars.
Commodities Risk
The Association is a purchaser of certain agricultural commodities used for
the manufacture of poultry feeds. The Association uses commodity futures and
options for economic hedging purposes to reduce the effect of changing
commodity prices and to ensure supply of a portion of its commodity
inventories and related purchase and sale contracts. Feed ingredients
futures and option contracts, primarily corn and soybean meal, are accounted
for at fair value. Changes in fair value on these commodity futures and
options are recorded as a component of product cost in the consolidated
statements of operations. Terms of the Association's secured credit facility
limit the use of forward purchase contracts and commodities futures and
options transactions. At September 27, 2003, the notional amounts and fair
value of the Association's outstanding commodity futures and options
positions were not material.
Interest Rate Risk
The Association has exposure to changes in interest rates on certain debt
obligations. The interest rates on the Senior Secured Credit facilities
fluctuate based on the London Interbank Offered Rate (LIBOR). A 1% change in
LIBOR would increase annual interest expense by approximately $2.0 million.
ITEM 4. CONTROLS AND PROCEDURES
An evaluation was performed under the supervision and with the participation
of the Company's management, including the President and Chief Executive
Officer ("CEO"), and the Chief Financial Officer ("CFO"), of the
effectiveness of the design and operation of the Company's disclosure
controls and procedures. Based on that evaluation, the Company's management,
including the CEO and the CFO, concluded that the Company's disclosure
controls and procedures as of the end of the period covered by this report,
were effective in timely bringing to their attention material information
related to the Company required to be included in the Company's periodic
Securities and Exchange Commission filings. There has not been any change in
the Company's internal control over financial reporting that occurred during
the Company's most recent fiscal quarter that has materially affected, or is
reasonably likely to materially affect, the registrant's internal control
over financial reporting.
Page 12
PART II: OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
Designation of Exhibit in this Report Description of Exhibit
B-31 Section 302, Sarbanes-
Oxley Act, Certifications
B-32 Section 906, Sarbanes-
Oxley Act, Certifications
(b)Reports on Form 8-K. Gold Kist has not filed any reports on Form
8-K during the three months ended September 27, 2003.
SIGNATURES
Pursuant to the requirements 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.
GOLD KIST INC.
(Registrant)
Date November 11, 2003
John Bekkers
Chief Executive Officer
(Principal Executive Officer)
Date November 11, 2003
Stephen O. West
Treasurer and Chief Financial Officer
(Principal Financial Officer)
Page 12
PART II: OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
Designation of Exhibit in this Report Description of Exhibit
B-31 Section 302, Sarbanes-
Oxley Act, Certifications
B-32 Section 906, Sarbanes-
Oxley Act, Certifications
(b)Reports on Form 8-K. Gold Kist has not filed any reports on Form
8-K during the three months ended September 27, 2003.
SIGNATURES
Pursuant to the requirements 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.
GOLD KIST INC.
(Registrant)
Date November 11, 2003 /s/ John Bekkers
John Bekkers
Chief Executive Officer
(Principal Executive Officer)
Date November 11, 2003 /s/ Stephen O. West
Stephen O. West
Treasurer and Chief Financial Officer
(Principal Financial Officer)