Filed by Tyson Foods, Inc.
Pursuant to Rule 425 under the
Securities Act of 1933
and deemed filed pursuant to Rule 14a-12(b)
under
the Securities Act of 1934
Subject Company: IBP, inc.
Commission File
No. 1-6085
September 28, 2001
Media
Contact: Ed
Nicholson
(501)
290-4591
Investor
Contact: Louis
Gottsponer
(501)
290-4826
TYSON FOODS EXPECTS TO RESUME STOCK PURCHASES FOR BENEFIT
PLANS
SPRINGDALE, Ark., September 27, 2001 -- Tyson Foods, Inc. (NYSE: TSN)
today announced that it expects to resume purchases of its shares in the open
market, from time to time depending on market conditions, to fund existing
benefit plans.
About Tyson Foods, Inc.
Tyson Foods, Inc.,
headquartered in Springdale, Ark., is the world's largest fully integrated
producer, processor and marketer of chicken and chicken-based convenience foods,
with 68,000 team members and 7,000 contract growers in 100 communities. Tyson
has operations in 18 states and 16 countries and exports to 79 countries
worldwide. Tyson is the recognized market leader in almost every retail and
foodservice market it serves. Tyson's Cobb-Vantress subsidiary is a leading
chicken breeding stock supplier. In addition, Tyson is the nation's second
largest maker of corn and flour tortillas under the Mexican Original brand, as
well as a leading provider of live swine.
About IBP, inc.
IBP, inc.,
headquartered in Dakota Dunes, South Dakota, is the world's largest supplier of
premium fresh beef and pork products, with more than 60 production sites in
North America, joint venture operations in China, Ireland and Russia, and sales
offices throughout the world. The company, which generated annual sales
exceeding $16.9 billion in 2000, employs 52,000 people.
Forward-Looking
Statements
Certain statements contained in this communication are
``forward-looking statements,'' such as statements relating to future events and
the proposed Tyson merger with IBP. These forward-looking statements are subject
to risks, uncertainties and other factors that could cause actual results to
differ materially from historical experience or from future results expressed or
implied by such forward-looking statements. Among the factors that may cause
actual results to differ materially from those expressed in, or implied by, the
statements are the following: (i) the risk that Tyson and IBP will not
successfully integrate their combined operations; (ii) the risk that Tyson and
IBP will not realize estimated synergies; (iii) unknown costs relating to the
proposed merger; (iv) risks associated with the availability and costs of
financing, including cost increases due to rising interest rates; (v)
fluctuations in the cost and availability of raw materials, such as feed grain
costs, live cattle and live hogs; (vi) changes in the availability and relative
costs of labor and contract growers; (vii) market conditions for finished
products, including the supply and pricing of alternative proteins; (viii)
effectiveness of advertising and marketing programs; (ix) changes in regulations
and laws, including changes in accounting standards, environmental laws, and
occupational, health and safety laws; (x) access to foreign markets together
with foreign economic conditions, including currency fluctuations; (xi) the
effect of, or changes in, general economic conditions; and (xii) adverse results
from on-going litigation. Tyson undertakes no obligation to publicly update any
forward-looking statements, whether as a result of new information, future
events or otherwise.
IMPORTANT INFORMATION
MORE DETAILED INFORMATION
PERTAINING TO TYSON'S PROPOSED MERGER WITH IBP WILL BE SET FORTH IN APPROPRIATE
FILINGS MADE, OR TO BE MADE WITH THE SECURITIES AND EXCHANGE COMMISSION
(``SEC''), IF AND WHEN MADE. SHAREHOLDERS ARE URGED TO READ ANY RELEVANT
DOCUMENTS THAT ARE CURRENTLY FILED OR MAY BE FILED WITH THE SEC BECAUSE THEY
WILL CONTAIN IMPORTANT INFORMATION. SHAREHOLDERS WILL BE ABLE TO OBTAIN A FREE
COPY OF ANY FILINGS CONTAINING INFORMATION ABOUT TYSON, LASSO AND IBP, WITHOUT
CHARGE, AT THE SEC'S INTERNET SITE (HTTP://WWW.SEC.GOV ). COPIES OF ANY FILINGS
CONTAINING INFORMATION ABOUT TYSON CAN ALSO BE OBTAINED, WITHOUT CHARGE, BY
DIRECTING A REQUEST TO TYSON FOODS, INC., 2210 WEST OAKLAWN DRIVE, SPRINGDALE,
ARKANSAS 72762-6999, ATTENTION: OFFICE OF THE CORPORATE SECRETARY (501)
290-4000.
Tyson and certain other persons named below may be deemed to be
participants in the solicitation of proxies. The participants in this
solicitation may include the directors and executive officers of Tyson. A
detailed list of the names of Tyson's directors and officers is contained in
Tyson's proxy statement for its 2001 annual meeting, which may be obtained
without charge at the SEC's Internet site (http://www.sec.gov ) or by directing
a request to Tyson at the address provided above.
As of the date of this
communication, except as disclosed in the Schedule 13D filed by Tyson, Lasso,
the Tyson Limited Partnership and Don Tyson on August 14, 2001, none of the
foregoing participants individually beneficially owns in excess of 5% of IBP's
common stock. Except as disclosed above and in Tyson's proxy statement for
its 2001 annual meeting and other documents filed with the SEC, to the knowledge
of Tyson, none of the directors or executive officers of Tyson has any material
interest, direct or indirect, by security holdings or otherwise, in Tyson or
IBP.
This communication is not an offer to purchase shares of IBP, nor is
it an offer to sell shares of Tyson Class A common stock which may be issued in
any proposed merger with IBP. Any issuance of Tyson Class A common stock in any
proposed merger with IBP would have to be registered under the Securities Act of
1933, as amended and such Tyson stock would be offered only by means of a
prospectus complying with the Act.