Tyson Foods 2011 Annual Report Download

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UNITED STATES
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
For the fiscal year ended October 1, 2011
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from ________________ to ________________
Commission File No. 001-14704
TYSON FOODS, INC.
(Exact Name of Registrant as specified in its Charter)
Delaware
(State or other jurisdiction of
incorporation or organization)
71-0225165
(I.R.S. Employer Identification No.)
2200 Don Tyson Parkway, Springdale, Arkansas
(Address of principal executive offices)
72762-6999
(Zip Code)
Registrant's telephone number, including area code: (479) 290-4000
Securities Registered Pursuant to Section 12(b) of the Act:
Title of Each Class
Class A Common Stock, Par Value $0.10
Name of Each Exchange on Which Registered
New York Stock Exchange
Securities Registered Pursuant to Section 12(g) of the Act: Not Applicable
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [X] No [ ]
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes [ ] No [X]
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 has submitted electronically and posted on its corporate web site, if any, every
Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X] No [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not
be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III
of this Form 10-K or any amendment to this Form 10-K. [ ]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See definitions of “large accelerated filer, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of
the Exchange Act.
Large accelerated filer [X]
Accelerated filer [ ]
Non-accelerated filer [ ] (Do not check if a smaller reporting company)
Smaller reporting company [ ]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

Table of contents

  • Page 1
    ...(I.R.S. Employer Identification No.) 2200 Don Tyson Parkway, Springdale, Arkansas (Address of principal executive offices) 72762-6999 (Zip Code) Registrant's telephone number, including area code: Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Class A Common Stock...

  • Page 2
    ... 82 82 Directors, Executive Officers and Corporate Governance Executive Compensation Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Certain Relationships and Related Transactions, and Director Independence Principal Accounting Fees and Services 83 83...

  • Page 3
    ...caseready products. This segment also includes our live swine group, related allied product processing activities and logistics operations to move products through the supply chain. Products are marketed domestically to food retailers, foodservice distributors, restaurant operators, hotel chains and...

  • Page 4
    ... chickens and live broilers, we also purchase live, ice-packed or deboned chicken to meet production and sales requirements. Beef: The primary raw materials used in our beef operations are live cattle. We do not have facilities of our own to raise cattle but employ cattle buyers located throughout...

  • Page 5
    ... and a USDA-inspected pilot plant. The Discovery Center brings new market-leading retail and foodservice products to the customer faster and more effectively. Research and development costs totaled $42 million, $38 million and $33 million in fiscal 2011, 2010 and 2009, respectively. ENVIRONMENTAL...

  • Page 6
    ... amount of brand name and product line advertising to promote our products, we consider the protection of our trademarks to be important to our marketing efforts. We also have developed non-public proprietary information regarding our production processes and other product-related matters. We...

  • Page 7
    .... The majority of our live swine supply is obtained through procurement arrangements with independent producers. We also employ buyers who purchase hogs on a daily basis, generally a few days before the animals are required for processing. In addition, we raise live swine and sell feeder pigs to...

  • Page 8
    ...; brand identification; breadth and depth of product offerings; availability of our products and competing products; customer service; and credit terms. Demand for our products also is affected by competitors' promotional spending, the effectiveness of our advertising and marke ting programs, and...

  • Page 9
    ...or work stoppages, which could adversely affect our financial results. We depend on contract growers and independent producers to supply us with livestock. We contract primarily with independent contract growers to raise the live chickens processed in our poultry operations. A majority of our cattle...

  • Page 10
    ..., storage, distribution, advertising, labeling and export of our products. Our facilities for processing chicken, beef, pork, prepared foods and milling feed and for housing live chickens and swine are subject to a variety of international, federal, state and local laws relating to the protection of...

  • Page 11
    ... are more capable of operating with reduced inventories, opposing price increases, and demanding lower pricing, increased promotional programs and specifically tailored products. These customers also may use shelf space currently used for our products for their own private label products. Because of...

  • Page 12
    ... Stock Exchange. ITEM 1B. UNRESOLVED STAFF COMMENTS None ITEM 2. PROPERTIES We have production and distribution operations in the following states: Alabama, Arkansas, Georgia, Illinois, Indiana, Iowa, Kansas, Kentucky, Louisiana, Mississippi, Missouri, Nebraska, New Mexico, New York, North Carolina...

  • Page 13
    ... scheduled the second trial for October 22, 2012. In 2010 our Mexican subsidiary, Tyson de Mexico (TdM), provided the National Water Commission (CONAGUA), an agency of the Mexican government's Ministry of the Environment and Natural Resources, with information on TdM's water usage for 2008 and 2009...

  • Page 14
    ... 2009 1994 2005 2008 2011(1) 2008 2009 Name Craig J. Hart Kenneth J. Kimbro Donnie King Dennis Leatherby James V. Lochner Donnie Smith John Tyson David L. Van Bebber Noel White Title Senior Vice President, Controller and Chief Accounting Officer Senior Vice President, Chief Human Resources Officer...

  • Page 15
    ...open market or privately negotiated transactions. The plan has no fixed or scheduled termination date. On May 11, 2011, the Board of Directors reactivated the program, effective immediately, to repurchase up to the remaining 22.5 million shares of the Company's Class A common stock. We purchased 357...

  • Page 16
    ...year comparison of cumulative total returns for our Class A stock, the Standard & Poor's (S&P) 500 Index and a group of peer companies described below. COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN Among Tyson Foods, Inc., the S&P 500 Index and a Peer Group $140 $120 $100 $80 $60 $40 $20 $0 9/30/06...

  • Page 17
    ... impairment related to an immaterial Chicken segment reporting unit and a $12 million non-operating charge related to the partial impairment of an equity method investment. Additionally, fiscal 2010 included insurance proceeds received of $38 million related to Hurricane Katrina. c. Fiscal 2009 was...

  • Page 18
    ... world's largest meat protein companies and the second-largest food production company in the Fortune 500 with one of the most recognized brand names in the food industry. We produce, distribute and market chicken, beef, pork, prepared foods and related allied products. Our operations are conducted...

  • Page 19
    ... and â- $15 million charge related to the closing of our Ponca City, Oklahoma, processed meats plant. FISCAL 2012 OUTLOOK USDA data indicates overall domestic protein (chicken, beef, pork and turkey) production is expected to decrease in fiscal 2012. Because exports are likely to remain strong, we...

  • Page 20
    ... activities related to forward futures contracts for live cattle and hogs, and excludes the impact from related physical purchase transactions which impact current and future period operating results. â- Increase in raw material costs of approximately $218 million in our Prepared Foods segment...

  • Page 21
    ... sales promotions. Goodwill Impairment 2011 $0 2010 $29 in millions 2009 $560 We perform our annual goodwill impairment test on the first day of the fourth quarter. We estimate the fair value of our reporting units using a discounted cash flow analysis. As further discussed in Critical Accounting...

  • Page 22
    ... credit facility, the 10.50% Senior Notes due 2014 (2014 Notes) issued in March 2009, as well as the accretion of the debt discount on the 3.25% Convertible Senior Notes due 2013 (2013 Notes) and 2014 Notes. 2010 vs. 2009 - â- Cash interest expense included interest expense related to the coupon...

  • Page 23
    ..., Lakeside. in millions Sales Chicken Beef Pork Prepared Foods Other Intersegment Sales Total 2011 $11,017 13,549 5,460 3,215 127 (1,102) $32,266 2010 $10,062 11,707 4,552 2,999 0 (890) $28,430 2009 $9,660 10,937 3,875 2,836 0 (604) $26,704 Operating Income (Loss) 2011 2010 $164 $519 468 542...

  • Page 24
    ...Change 2010 vs. 2009 $402 2.0% 2.1% $676 $164 1.5% $519 5.2% $(157) (1.6)% 2010 - Operating income included a $38 million gain from insurance proceeds and a $29 million non-cash, non-tax deductible charge related to a full goodwill impairment of an immaterial Chicken segment reporting unit. 2011...

  • Page 25
    ... related to forward futures contracts for live cattle. These amounts exclude the impact from related physical sale and purchase transactions, which impact current and future period operating results. Income/(Loss) - in millions 2011 2010 Decline in operating results $(41) (15) $(26) 2010 vs. 2009...

  • Page 26
    ...2011 vs. 2010 - â- Sales and Operating Income - â- Average sales price increased due to price increases associated with increased livestock costs. We have maintained strong operating income by maximizing our revenues relative to the rising live hog markets, partially attributable to strong export...

  • Page 27
    ... our Ponca City, Oklahoma, processed meats plant. 2011 vs. 2010 - â- Sales and Operating Income - Despite the increase in average sales prices, operating income remained flat, excluding $8 million in insurance proceeds in fiscal 2010 related to flood damage at our Jefferson, Wisconsin plant. The...

  • Page 28
    ... operations. Purchases of marketable securities included funding for our deferred compensation plans. Proceeds from notes receivable totaling $51 million in fiscal 2011 related to the collection of notes receivable received in conjunction with the sale of a business operation in fiscal 2009. Change...

  • Page 29
    ... interest Purchases of Tyson Class A common stock Dividends Change in restricted cash to be used for financing activities Other, net Net cash provided by (used for) financing activities 2011 $0 (500) 115 (9) (66) (207) (59) 0 68 $(658) 2010 $0 (1,034) 0 0 0 (48) (59) 140 42 $(959) in millions 2009...

  • Page 30
    ... current ratio was 2.01 to 1 and 1.81 to 1 at October 1, 2011, and October 2, 2010, respectively. Capital Resources Credit Facility Cash flows from operating activities and current cash on hand are our primary source of liquidity for funding debt service, capital expenditures, dividends and share...

  • Page 31
    ... and encumbrances; incur debt; merge, dissolve, liquidate or consolidate; make acquisitions and investments; dispose of or transfer assets; pay dividends or make other payments in respect of our capital stock; amend material documents; change the nature of our business; make certain payments of debt...

  • Page 32
    ... related receivables. RECENTLY ISSUED/ADOPTED ACCOUNTING PRONOUNCEMENTS Refer to the discussion under Part II, Item 8, Notes to Consolidated Financial Statements, Note 1: Business and Summary of Significant Accounting Policies for recently issued accounting pronouncements and Note 2: Change...

  • Page 33
    ...Results Differ From Assumptions Description Contingent liabilities We are subject to lawsuits, investigations and other claims related to wage and hour/labor, environmental, product, taxing authorities and other matters, and are required to assess the likelihood of any adverse judgments or outcomes...

  • Page 34
    ... We are self insured for certain losses related to health and welfare, workers' compensation, auto liability and general liability claims. We use an independent third-party actuary to assist in determining our selfinsurance liability. We and the actuary consider a number of factors when estimating...

  • Page 35
    ... where we operate. Our analysis of unrecognized tax benefits contains uncertainties based on judgment used to apply the more likely than not recognition and measurement thresholds. We do not believe there is a reasonable likelihood there will be a material change in the tax related balances or...

  • Page 36
    ... years. The discount rate used in our annual goodwill impairment test increased to an average of 8.8% in fiscal 2011 from 8.4% in fiscal 2010. There were no significant changes in the other key estimates and assumptions. Other than the Beef reporting unit in 2009, no material reporting units failed...

  • Page 37
    ... values calculated for each commodity by valuing each net position at quoted futures prices. The market risk exposure analysis includes hedge and non-hedge derivative financial instruments. Effect of 10% change in fair value 2011 Livestock: Cattle Hogs Grain $34 57 11 in millions 2010 $39 42 10 37

  • Page 38
    ... periodic credit evaluations of our customers' financial condition and generall y do not require collateral. At October 1, 2011, and October 2, 2010, 16.5% and 15.3%, respectively, of our net accounts receivable balance was due from Wal-Mart Stores, Inc. No other single customer or customer group...

  • Page 39
    ...TYSON FOODS, INC. CONSOLIDATED STATEMENTS OF INCOME Three years ended October 1, 2011 in millions, except per share data 2011 $32,266 30,067 2,199 914 0 0 1,285 (11) 242 (20) 211 1,074 341 733 0 733 (17) $750 2010 $28,430 25,916 2,514 929 29 0 1,556 (14) 347 20 353 1,203 438 765 0 765 (15) $780 2009...

  • Page 40
    TYSON FOODS, INC. CONSOLIDATED BALANCE SHEETS October 1, 2011, and October 2, 2010 in millions, except share and per share data 2011 Assets Current Assets: Cash and cash equivalents Accounts receivable, net Inventories Other current assets Total Current Assets Net Property, Plant and Equipment ...

  • Page 41
    TYSON FOODS, INC. CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY Three years ended October 1, 2011 in millions October 1, 2011 Shares Amount Common Stock at beginning and end of year: Class A Class B Capital in Excess of Par Value: Balance at beginning of year Stock-based compensation Balance at ...

  • Page 42
    ... From Financing Activities: Net borrowings (payments) on revolving credit facilities Payments of debt Net proceeds from borrowings Debt issuance costs Purchase of redeemable noncontrolling interest Purchases of Tyson Class A common stock Dividends Change in restricted cash to be used for financing...

  • Page 43
    ... the credit worthiness of our customers. Inventories: Processed products, livestock and supplies and other are valued at the lower of cost or market. Cost includes purchased raw materials, live purchase costs, growout costs (primarily feed, contract grower pay and catch and haul costs), labor and...

  • Page 44
    ... costs that significantly extend the useful life of the related assets are capitalized. Normal repairs and maintenance costs are charged to operations. We review the carrying value of long-lived assets at each balance sheet date if indication of impairment exists. Recoverability is assessed...

  • Page 45
    ...11, 2011, we announced our Board of Directors reactivated a share repurchase program, which had no activity since fiscal 2005, to repurchase up to the remaining available 22.5 million shares of Class A common stock under the program. The share repurchase program has no fixed or scheduled termination...

  • Page 46
    .... Accruals for legal proceedings are included in Other current liabilities in the Consolidated Balance Sheets. Freight Expense: Freight expense associated with products shipped to customers is recognized in cost of sales. Advertising and Promotion Expenses: Advertising and promotion expenses are...

  • Page 47
    ... an employer's defined benefi t pension or other postretirement plan. This guidance is effective for fiscal years ending after December 15, 2009, with early adoption permitted. We adopted the disclosure requirements in fiscal 2010. See Note 14: Pensions and Other Postretirement Benefits for required...

  • Page 48
    ... to Intangible Assets. Through fiscal 2011, we have paid $11 million of the contingent purchase price. Discontinued Operation On March 13, 2009, we completed the sale of the beef processing, cattle feed yard and fertilizer assets of three of our Alberta, Canada subsidiaries (collectively, Lakeside...

  • Page 49
    ... 2012 - $16 million; 2013 - $16 million; 2014 - $15 million; 2015 - $15 million; 2016 - $14 million. NOTE 6: OTHER CURRENT LIABILITIES Other current liabilities at October 1, 2011, and October 2, 2010, include: in millions 2010 $444 256 334 $1,034 Accrued salaries, wages and benefits Self-insurance...

  • Page 50
    ... debt Less current debt Total long-term debt $0 0 458 810 638 120 18 (76) 100 114 2,182 70 $2,112 2010 $0 315 458 810 701 122 18 (105) 100 117 2,536 401 $2,135 Annual maturities of debt for the five fiscal years subsequent to October 1, 2011, are: 2012 - $70 million; 2013 - $17 million; 2014 $1,279...

  • Page 51
    ... last reported sale price of our Class A stock and the applicable conversion rate on each such day; or upon the occurrence of specified corporate events as defined in the supplemental indenture. On and after July 15, 2013, until the close of business on the second scheduled trading day immediately...

  • Page 52
    ... and encumbrances; incur debt; merge, dissolve, liquidate or consolidate; make acquisitions and investments; dispose of or transfer assets; pay dividends or make other payments in respect of our capital stock; amend material documents; change the nature of our business; make certain payments of debt...

  • Page 53
    ...(1.5)% Federal income tax rate State income taxes Unrecognized tax benefits, net Goodwill impairment General business credits Domestic production deduction Change in foreign valuation allowance Tax planning in foreign jurisdictions Other During fiscal 2011, tax expense was impacted by the domestic...

  • Page 54
    ... 2010, we recorded a $12 million impairment charge related to an equity method investment. This charge is included in the Consolidated Statements of Income in Other, net. On March 27, 2009, we announced the decision to close our Ponca City, Oklahoma, processed meats plant. The plant ceased operation...

  • Page 55
    ...24 million in fiscal years 2011, 2010 and 2009, respectively, of our stock-based compensation shares were antidilutive and were not included in the dilutive earnings per share calculation. We have two classes of capital stock, Class A stock and Class B stock. Cash dividends cannot be paid to holders...

  • Page 56
    ... as hedges against changes in the amount of future cash flows related to procurement of certain commodities utilized in our production processes. We do not purchase forward and option commodity contracts in excess of our physical consumption requirements and generally do not hedge forecasted...

  • Page 57
    ...-rate method of assessing hedge effectiveness. Any ineffective portions of net investment hedges are recognized in the Consolidated Statements of Income during the period of change. Ineffectiveness related to our foreign net investment hedges was not significant during fiscal 2011, 2010 and 2009. At...

  • Page 58
    ... of cash flows associated with the forecasted purchase of certain grains, energy and livestock inputs to our production processes. We also enter into certain forward sales of boxed beef and boxed pork and forward purchases of cattle and hogs at fixed prices. The fixed price sales contracts lock in...

  • Page 59
    ... when a legally enforceable master netting arrangement exists between the counterparty to a derivative contract and us. See Note 12: Fair Value Measurements for a reconciliation to amounts reported in the Consolidated Balance Sheets in Other current assets and Other current liabilities. NOTE...

  • Page 60
    ... in our Consolidated Balance Sheets on a net basis. We net derivative assets and liabilities, including cash collateral, when a legally enforceable master netting arrangement exists between the counterparty to a derivative contract and us. At October 1, 2011, and October 2, 2010, we had posted...

  • Page 61
    ... expire in early fiscal 2014, to purchase an equivalent amount of Syntroleum Corporation common stock at an average price of $2.87. We record the shares and warrants in Other Assets in the Consolidated Balance Sheets at fair value based on quoted market prices. We classify the shares as Level 1 as...

  • Page 62
    ...1, 2011, and October 2, 2010, 16.5% and 15.3%, respectively, of our net accounts receivable balance was due from Wal-Mart Stores, Inc. No other single customer or customer group represented greater than 10% of net accounts receivable. NOTE 13: STOCK-BASED COMPENSATION We issue shares under our stock...

  • Page 63
    ... fiscal years 2011, 2010 and 2009, respectively. As of October 1, 2011, we had $26 million of total unrecognized compensation cost related to stock option plans that will be recognized over a weighted average period of 1.4 years. Restricted Stock We issue restricted stock at the market value as...

  • Page 64
    ...non-qualified defined benefit plan for certain contracted officers that uses a formula based on years of service and final average salary. We also have other postretirement benefit plans for which substantially all of our employees may receive benefits if they satisfy applicable eligibility criteria...

  • Page 65
    ... average assumptions are as follows: Qualified 2011 2010 Discount rate to determine net periodic benefit cost Discount rate to determine benefit obligations Rate of compensation increase Expected return on plan assets 5.06% 4.53% N/A 7.79% 6.00% 5.06% N/A 7.80% Pension Benefits Non-Qualified 2009...

  • Page 66
    ... 11.7 100.0% A foreign subsidiary pension plan had $15 million in plan assets at October 1, 2011 and October 2, 2010. All of this plan's assets are held in an insurance contract consistent with its target asset allocation. The Plan Trustees have established a set of investment objectives related to...

  • Page 67
    .... For fiscal 2011, 2010 and 2009, we funded $7 million, $4 million and $2 million, respectively, to defined benefit plans. Estimated Future Benefit Payments The following benefit payments are expected to be paid: in millions Other Postretirement Benefits $7 4 4 4 4 17 2012 2013 2014 2015 2016 2017...

  • Page 68
    ... liabilities Other comprehensive income (loss) - 2011 Fiscal 2010: Net hedging loss reclassified to earnings Net hedging unrealized gain Currency translation adjustment Net change in postretirement liabilities Other comprehensive income (loss) - 2010 Fiscal 2009: Net hedging loss reclassified to...

  • Page 69
    ...caseready products. This segment also includes our live swine group, related allied product processing activities and logistics operations to move products through the supply chain. Products are marketed domestically to food retailers, foodservice distributors, restaurant operators, hotel chains and...

  • Page 70
    ...in fiscal 2011, 2010 and 2009, respectively. Sales to Wal-Mart Stores, Inc. were included in the Chicken, Beef, Pork and Prepared Foods segments. Any extended discontinuance of sales to this customer could, if not replaced, have a material impact on our operations. The majority of our operations are...

  • Page 71
    ...interest and income taxes: in millions 2009 $333 35 Interest Income taxes, net of refunds NOTE 18: TRANSACTIONS WITH RELATED PARTIES 2011 $192 311 2010 $302 470 We have operating leases for farms, equipment and other facilities with the estate of Don Tyson, a former director of the Company, John...

  • Page 72
    ...these matters. Several private lawsuits are pending against us alleging that we failed to compensate poultry plant employees for all hours worked, including overtime compensation, in violation of the Federal Labor Standards Act (FLSA). These lawsuits include DeAsencio v. Tyson Foods, Inc. (DeAsencio...

  • Page 73
    ... wage and hour actions involving Tyson Fresh Meats Inc.'s plants located in Lexington, Nebrask a (Lopez, et al. v. Tyson Foods, Inc., D. Nebraska, June 30, 2006), Garden City and Emporia, Kansas (Garcia, et al. v. Tyson Foods, Inc., Tyson Fresh Meats, Inc., D. Kansas, May 15, 2006), Storm Lake, Iowa...

  • Page 74
    ... the District Court of McCurtain County, Oklahoma styled Armstrong, et al. v. Tyson Foods, Inc., et al. (the Armstrong Case). The lawsuit was brought by a group of 52 poultry growers who allege that certain of our live production practices in Oklahoma constitute fraudulent inducement, fraud, unjust...

  • Page 75
    ... charge related to an equity method investment impairment. Fourth quarter fiscal 2010 operating income included a $29 million non-cash charge related to the full impairment of an immaterial Chicken segment reporting unit's goodwill. NOTE 21: CONDENSED CONSOLIDATING FINANCIAL STATEMENTS Tyson Fresh...

  • Page 76
    ...Benefit) Income (Loss) from Continuing Operations Loss from Discontinued Operation, net of tax Net Income (Loss) Less: Net Loss Attributable to Noncontrolling Interest Net Income (Loss) Attributable to Tyson... Consolidating Statement of Income for the year ended October 2, 2010 2014 Guarantors TFI...

  • Page 77
    ... (551) (4) $(547) Condensed Consolidating Balance Sheet as of October 1, 2011 2014 Guarantors TFI Parent Assets Current Assets: Cash and cash equivalents Accounts receivable, net Inventories Other current assets Total Current Assets Net Property, Plant and Equipment Goodwill Intangible Assets Other...

  • Page 78
    ... Cash Flows from Financing Activities: Net change in debt Debt issuance costs Purchase of redeemable noncontrolling interest Purchases of Tyson Class A common stock Dividends Change in restricted cash-financing Other, net Net change in intercompany balances Cash Provided by (Used for) Financing...

  • Page 79
    ...operation Change in restricted cash-investing Acquisitions, net of cash acquired Other, net Cash Used for Investing Activities Cash Flows from Financing Activities: Net change in debt Debt issuance costs Purchase of redeemable noncontrolling interest Purchases of Tyson Class A common stock Dividends...

  • Page 80
    Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of Tyson Foods, Inc. In our opinion, the accompanying consolidated balance sheets as of October 1, 2011 and October 2, 2010 and the related consolidated statements of income, shareholders' equity and ...

  • Page 81
    Report of Independent Registered Public Accounting Firm The Board of Directors and Shareholders of Tyson Foods, Inc. We have audited the accompanying consolidated statements of income, shareholders' equity, and cash flows of Tyson Foods, Inc. for the year ended October 3, 2009. Our audit also ...

  • Page 82
    ... registered public accounting firm, PricewaterhouseCoopers LLP, who has audited the fiscal 2011 financial statements included in this Form 10-K has also audited the Company's internal control over financial reporting. Their report appears in Part II, Item 8. ITEM 9B. OTHER INFORMATION Not applicable...

  • Page 83
    .... This code of ethics, titled "Tyson Foods, Inc. Code of Conduct," is available, free of charge on our website at http://ir.tyson.com. ITEM 11. EXECUTIVE COMPENSATION See the information set forth under the captions "Executive Compensation," "Director Compensation For Fiscal 2011," "Compensation...

  • Page 84
    ... Proxy Statement, which information is incorporated herein by reference. PART IV ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES (a) The following documents are filed as a part of this report: Consolidated Statements of Income for the three years ended October 1, 2011 Consolidated Balance Sheets...

  • Page 85
    ...-14704, and incorporated herein by reference). Form of 10.50% Senior Note due 2014 (previously filed as Exhibit 4.2 and included in Exhibit 4.1 to the Company's Current Report on Form 8-K filed March 10, 2009, Commission File No. 001-14704, and incorporated herein by reference). Amended and Restated...

  • Page 86
    ...'s Annual Report on Form 10-K for the fiscal year ended October 2, 2010, Commission File No. 001-14704, and incorporated herein by reference). Employment Agreement, dated December 16, 2009, by and between the Company and Donnie Smith (previously filed as Exhibit 10.1 to the Company's Current Report...

  • Page 87
    ... Tyson Foods, Inc. Employee Stock Purchase Plan, effective December 27, 2009 (previously filed as Exhibit 10.30 to the Company's Annual Report on Form 10-K for the fiscal year ended October 3, 2009, Commission File No. 001-14704, and incorporated herein by reference). Restated Executive Savings Plan...

  • Page 88
    ... are granted under the Tyson Foods, Inc. 2000 Stock Incentive Plan effective October 4, 2010. Calculation of Ratio of Earnings to Fixed Charges Code of Conduct of the Company Letter of Ernst & Young LLP dated November 23, 2009 (previously filed as Exhibit 16.1 to the Company's Current Report on Form...

  • Page 89
    ...2002. The following financial information from our Annual Report on Form 10-K for the year ended October 1, 2011, formatted in XBRL (eXtensible Business Reporting Language): (i) Consolidated Statements of Income, (ii) Consolidated Balance Sheets, (iii) Consolidated Statements of Shareholders' Equity...

  • Page 90
    ... 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. TYSON FOODS, INC. By: /s/ Dennis Leatherby Dennis Leatherby Executive Vice President and Chief Financial Officer November 21, 2011 90

  • Page 91
    ... /s/ Donnie Smith Donnie Smith /s/ Robert C. Thurber Robert C. Thurber /s/ Barbara A. Tyson Barbara A. Tyson /s/ John Tyson John Tyson /s/ Albert C. Zapanta Albert C. Zapanta Senior Vice President, Controller and Chief Accounting Officer Director November 21, 2011 November 21, 2011 Executive Vice...

  • Page 92
    FINANCIAL STATEMENT SCHEDULE TYSON FOODS, INC. SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS Three Years Ended October 1, 2011 in millions Balance at Beginning of Period Allowance for Doubtful Accounts: 2011 2010 2009 Inventory Lower of Cost or Market Allowance: 2011 2010 2009 $32 33 12 $2 22 13 ...