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Press Releases
August 14, 2009

Smithfield Foods Completes $225 Million Senior Secured Notes Offering

SMITHFIELD, Va., Aug 14, 2009 /PRNewswire-FirstCall via COMTEX News Network/ -- Smithfield Foods, Inc. (NYSE: SFD) announced today that it has closed its previously announced offering of $225 million aggregate principal amount of senior secured notes due July 2014. The notes accrue interest at a rate of 10% per annum and have been issued at a price equal to 104.0% of their face value, plus accrued interest from July 2, 2009 through August 14, 2009. The notes have identical terms and conditions, other than issue date and issue price, as the $625 million of 10% senior secured notes due 2014 issued by the Company on July 2, 2009. The Company intends to use the proceeds from the notes offering, together with other available cash, to repay amounts outstanding under its European revolving credit facility, which will be terminated upon repayment in full.

The notes are guaranteed by substantially all of the U.S. subsidiaries of the Company. The notes and guarantees are secured by first-priority liens, subject to permitted liens and exceptions for excluded assets, in substantially all of the Company's and its subsidiary guarantors' fixed assets, including certain real property, fixtures and equipment and tangible personal property, and by second-priority liens, subject to permitted liens, in substantially all of the Company's and its subsidiary guarantors' cash and cash equivalents, certain material intellectual property, the common equity of the subsidiary guarantors, inventory, accounts receivable and other personal property relating to such inventory and accounts receivable.

C. Larry Pope, President and Chief Executive Officer of the Company, stated: "The issuance of these additional notes and the repayment of our European credit facility continue our proactive steps to strengthen our balance sheet. We have further reduced our exposure to financial covenant risks, and we believe this notes offering, together with our July notes offering, new ABL credit facility and new Rabobank term loan, will enable us to weather the current economic environment and the results of our hog production segment. We will continue to evaluate our options to strengthen our balance sheet even further going forward."

This press release shall not constitute an offer to sell or a solicitation of an offer to purchase the notes or any other securities, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. The notes were sold only to qualified institutional buyers in the United States pursuant to Rule 144A and outside the United States pursuant to Regulation S under the Securities Act of 1933, as amended. The notes have not been registered under the Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act of 1933, as amended, and applicable state laws.

Smithfield Foods is the world's largest pork processor and hog producer, with revenues exceeding $12 billion in fiscal 2009. For more information, visit www.smithfieldfoods.com.

This news release contains "forward-looking" statements within the meaning of the federal securities laws. The forward-looking statements include statements concerning the Company's outlook for the future, as well as other statements of beliefs, future plans and strategies or anticipated events, and similar expressions concerning matters that are not historical facts. The Company's forward-looking information and statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in, or implied by, the statements. These risks and uncertainties include availability and prices of live hogs, raw materials, fuel and supplies, food safety, livestock disease, live hog production costs, product pricing, the competitive environment and related market conditions, the inability to refinance or otherwise amend our existing indebtedness on terms favorable to us or at all, hedging risk, operating efficiencies, changes in interest rate and foreign currency exchange rates, access to capital, the investment performance of the Company's pension plan assets and the availability of legislative funding relief, the cost of compliance with environmental and health standards, adverse results from on-going litigation, actions of domestic and foreign governments, labor relations issues, credit exposure to large customers, the ability to make effective acquisitions and successfully integrate newly acquired businesses into existing operations, the Company's ability to effectively restructure portions of its operations and achieve cost savings from such restructurings and other risks and uncertainties described in the Company's Annual Report on Form 10-K for fiscal 2009. Readers are cautioned not to place undue reliance on forward-looking statements because actual results may differ materially from those expressed in, or implied by, the statements. Any forward-looking statement that the Company makes speaks only as of the date of such statement, and the Company undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. Comparisons of results for current and any prior periods are not intended to express any future trends or indications of future performance, unless expressed as such, and should only be viewed as historical data.

SOURCE Smithfield Foods, Inc.

http://www.smithfieldfoods.com

Copyright (C) 2009 PR Newswire. All rights reserved

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