PRESS RELEASE
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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)

February 19, 2020

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 West 67th Street, Merriam, 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock $1.00 Par Value

SEB

NYSE American

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 2.02 Results of Operations and Financial Condition

On February 19, 2020, the Registrant issued a press release announcing earnings for the quarter and year ended December 31, 2019 and the Board of Directors’ declaration of a quarterly cash dividend of $2.25 per share of common stock, payable on March 12, 2020, to stockholders of record at the close of business on March 2, 2020. The full text of this press release is included as Exhibit 99.1 to this Current Report on Form 8-K.

In accordance with General Instruction B.2 of Form 8-K, the information furnished pursuant to Item 2.02, and the related press release included as Exhibit 99.1 to this Current Report, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits

(d)   Exhibits

99.1 Press release of Seaboard Corporation dated February 19, 2020 announcing earnings for the quarter and year ended December 31, 2019 and a declaration of a dividend.

104

Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

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: February 19, 2020

Seaboard Corporation

(Registrant)

By:

/s/ Robert L. Steer

Robert L. Steer, Executive Vice President,

Chief Financial Officer

3

seb_ex_99_1

Exhibit 99.1

 

PRESS RELEASE

REPORT OF EARNINGS AND DIVIDEND DECLARATION

 

February 19, 2020 

Merriam, Kansas

 

The following is a report of earnings for Seaboard Corporation (NYSE American symbol: SEB) with offices at 9000 West 67th Street, Merriam, Kansas, for the three and twelve months ended December 31, 2019 and December 31, 2018, in millions of dollars except share and per share amounts.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Twelve Months Ended

 

 

 

December 31,

 

December 31,

 

December 31,

 

December 31,

 

 

    

2019

    

2018

    

2019

    

2018

 

Net sales

 

$

1,812

 

$

1,662

 

$

6,840

 

$

6,583

 

Net earnings (loss) attributable to Seaboard

 

$

175

 

$

(91)

 

$

283

 

$

(17)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings (loss) per common share

 

$

149.91

 

$

(77.58)

 

$

242.78

 

$

(14.61)

 

Average number of shares outstanding

 

 

1,164,848

 

 

1,170,359

 

 

1,165,758

 

 

1,170,501

 

Dividends declared per common share

 

$

2.25

 

$

1.50

 

$

9.00

 

$

6.00

 

Notes to Report of Earnings:

In December 2019, the President of the United States signed into law the Further Consolidated Appropriations Act (the “2019 Tax Act”) that extended the federal blender’s credits through 2022, with retroactive recognition for 2018 and 2019. As a result, Seaboard Corporation’s Pork segment recognized approximately $60 million, or $51.14 per common share, of revenue in the fourth quarter of 2019 for the biodiesel it blends. There was no tax expense on this transaction.

For the three and twelve months ended December 31, 2019,  net earnings attributable to Seaboard Corporation included other investment income of $73 million and $225 million, respectively. For the three and twelve months ended December 31, 2018, net loss attributable to Seaboard Corporation included other investment loss of $167 million and $152 million, respectively. 

Seaboard Corporation announced today that its Board of Directors has authorized and declared a quarterly cash dividend of $2.25 per share of its common stock. The dividend is payable on March 12, 2020 to stockholders of record at the close of business on March 2, 2020.

Seaboard Corporation today filed its Annual Report on Form 10-K with the United States Securities and Exchange Commission. Seaboard Corporation has provided access to the Annual Report on Form 10-K on its website at https://www.seaboardcorp.com/investors.

 

v3.19.3.a.u2
Document and Entity Information
Feb. 19, 2019
Document and Entity Information [Abstract]  
Document Type 8-K
Document Period End Date Feb. 19, 2020
Entity File Number 1-3390
Entity Registrant Name Seaboard Corporation
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 04-2260388
Entity Address, Address Line One 9000 West 67th Street
Entity Address, State or Province KS
Entity Address, City or Town Merriam
Entity Address, Postal Zip Code 66202
City Area Code 913
Local Phone Number 676-8800
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock $1.00 Par Value
Trading Symbol SEB
Security Exchange Name NYSEAMER
Entity Emerging Growth Company false
Entity Central Index Key 0000088121
Amendment Flag false