AGREEMENT AND PLAN OF MERGER among PILGRIM’S PRIDE CORPORATION, PROTEIN ACQUISITION CORPORATION and GOLD KIST INC. Dated as of December 3, 2006Merger Agreement • December 4th, 2006 • Gold Kist Inc. • Poultry slaughtering and processing • Delaware
FIRST AMENDMENT TO STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • December 4th, 2006 • Gold Kist Inc. • Poultry slaughtering and processing • Delaware
THIS FIRST AMENDMENT TO STOCKHOLDER PROTECTION RIGHTS AGREEMENT (“Agreement”), dated as of the 3rd day of December, 2006, by and between GOLD KIST INC., a Delaware corporation (the “Company”), and COMPUTERSHARE INVESTOR SERVICES, LLC as successor Rights Agent to Sun Trust Bank (the “Rights Agent”), constitutes the First Amendment to the Stockholder Protection Rights Agreement dated July 9, 2004 by and between the Company and the Rights Agent (the “Rights Agreement”). Capitalized terms used herein and not otherwise defined shall have the respective meanings ascribed to such terms in the Rights Agreement.
