Smithfield Foods Announces Cash Tender Offer For Any And All Of Its 2013 Senior Unsecured Notes And Any And All Of Its 2014 Senior Secured Notes

Smithfield Foods, Inc. (NYSE:SFD) ("Smithfield Foods") announced today that it has commenced an offer to purchase for cash (the "Tender Offer") any and all of its 7.75% Senior Unsecured Notes due 2013 (the "2013 Notes") and any and all of its 10% Senior Secured Notes due 2014 (the "2014 Notes" and, together with the 2013 Notes, the "Notes").

The terms and conditions of the Tender Offer are described in the Offer to Purchase, dated July 18, 2012 (as it may be amended or supplemented from time to time, the "Offer to Purchase") and the related Letter of Transmittal (as it may be amended or supplemented from time to time, the "Letter of Transmittal"), to be distributed to holders of the Notes.


Smithfield Foods, Inc. (NYSE:SFD) ("Smithfield Foods") announced today that it has commenced an offer to purchase for cash (the "Tender Offer") any and all of its 7.75% Senior Unsecured Notes due 2013 (the "2013 Notes") and any and all of its 10% Senior Secured Notes due 2014 (the "2014 Notes"and, together with the 2013 Notes, the "Notes").

The terms and conditions of the Tender Offer are described in the Offer to Purchase, dated July 18, 2012 (as it may be amended or supplemented from time to time, the "Offer to Purchase") and the related Letter of Transmittal (as it may be amended or supplemented from time to time, the "Letter of Transmittal"), to be distributed to holders of the Notes.

Smithfield Foods expects to purchase Notes in the Tender Offer using proceeds from a concurrent public offering of a new series of senior unsecured notes (the "Notes Offering") and, if necessary, available cash and borrowings under its credit facilities. Completion of the Tender Offer will be conditioned on the closing of the Notes Offering and the satisfaction or waiver of customary tender offer conditions.

Holders who validly tender (and do not validly withdraw) their Notes pursuant to the Tender Offer at or prior to 5:00 P.M., New York City time, on July 31, 2012 (as may be extended by Smithfield Foods, the "Early Participation Deadline"), will be eligible to receive the applicable total consideration specified in the table above (the "Total Consideration"), which includes an early participation payment of $30.00 per $1,000 principal amount of Notes (the "Early Participation Payment") tendered in the Tender Offer. Holders who validly tender Notes after the Early Participation Deadline, but at or prior to midnight, New York City time, on August 14, 2012 (as may be extended by Smithfield Foods, the "Expiration Time"), will be eligible to receive only the applicable tender offer consideration specified in the table above (the "Tender Offer Consideration"), and will not be eligible to receive the Early Participation Payment. In addition to the applicable Total Consideration or the applicable Tender Offer Consideration, as the case may be, holders who validly tender (and do not validly withdraw) their Notes pursuant to the Tender Offer will receive a cash payment representing the accrued and unpaid interest in respect of those Notes from the last interest payment date applicable to such Notes to, but not including, the applicable settlement date ("Accrued Interest") for their Notes purchased by Smithfield Foods pursuant to the Tender Offer.

Subject to the terms and conditions of the Tender Offer, Smithfield Foods expects to accept for purchase on or promptly following the Early Participation Deadline all Notes that are tendered and not validly withdrawn at or prior to the Early Participation Deadline on a date promptly following the Early Participation Deadline (such date, the "Early Acceptance D