Attached files
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) May 13, 2015
Seaboard Corporation
(Exact name of registrant as specified in its charter)
Delaware 1-3390 04-2260388
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation) File Number) Identification No.)
9000 W. 67th Street, Shawnee Mission, Kansas 66202
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (913) 676-8800
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement
Seaboard TF Holdings, LLC ("Seaboard TF Holdings"), a subsidiary of
Seaboard's wholly-owned subsidiary, Seaboard Foods LLC, entered into
the Seaboard Triumph Foods, LLC Subscription Agreement dated May 13,
2015 between Seaboard TF Holdings and Seaboard Triumph Foods, LLC
("STF") pursuant to which Seaboard TF Holdings agrees to contribute up
to $207.4 million to STF, as needed in connection with the development
and operation of a pork processing facility. STF is owned equally by
Seaboard TF Holdings and Triumph Foods, LLC.
Item 8.01 Other Events
On May 14, 2015, Seaboard's wholly-owned subsidiary, Seaboard Foods,
issued a press release announcing that Seaboard Foods and Triumph Foods
have organized a new joint venture entity, Seaboard Triumph Foods, LLC,
which will construct a new pork processing facility in Sioux City,
Iowa. In connection with organizing Seaboard Triumph Foods, LLC,
Seaboard Foods and Triumph Foods entered into various agreements
setting forth the terms of the joint venture, including an agreement to
provide hogs to be processed at the facility.
The foregoing is a summary and does not purport to be a complete
description of all terms and conditions of the agreements. The Seaboard
Triumph Foods, LLC Subscription Agreement is included as Exhibit 10.1
and the full text of the press release is included as Exhibit 99.1 to
this Current Report on Form 8-K and are incorporated herein by
reference.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
Seaboard hereby furnishes the following exhibits:
10.1 Seaboard Triumph Foods, LLC Subscription Agreement dated
May 13, 2015.
99.1 Press release of Seaboard Corporation dated May 14, 2015.
2
SIGNATURE
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.
DATE: May 14, 2015
Seaboard Corporation
by: /s/ Robert L. Steer
Robert L. Steer, Executive Vice President,
Chief Financial Officer
3