Same Old Smithfield
In 2013 a senator asked the head of America's biggest pork company to come back in ten years and show that his promises had held. The filings are in. The address held and the union cards held. The farms and the payroll shrank. And the one box nobody promised anything about is the one that now puts Smithfield in front of the same federal review it once passed as a target.
이 글의 한국어판 → 본사는 남았고 농장은 줄었다
Dirksen 562, 2:32 p.m.
At 2:32 on the afternoon of July 10, 2013, Senator Debbie Stabenow opened a hearing of the Senate Committee on Agriculture, Nutrition and Forestry in Room 562 of the Dirksen building. The hearing had a title larger than its subject, "Smithfield and Beyond." The subject was a single deal. Six weeks earlier a holding company called Shuanghui International had agreed to buy Smithfield Foods of Smithfield, Virginia, for $34.00 a share in cash. Stabenow called it "the largest purchase of a U.S. company by a Chinese firm." She meant as of that day.
Larry Pope, Smithfield's chief executive, gave the committee a phrase the company had already used, in slightly different words, in its merger announcement. "We have a saying. It will be the same old Smithfield only better." Then he made it concrete. "Let me be clear. Shuanghui intends to retain Smithfield's management team, its plants, and all of its employees."
He put numbers on the nouns. "46,000 hard-working employees." "Smithfield Foods owns 400 hog farms and has contracts with over 2000 family farms across the country. Our agreement with Shuanghui will maintain all of these contracts and arrangements." Shuanghui, he said, "will honor our collective bargaining agreements." And he added a flat denial: "This combination will not result in any U.S. imports of food from China."
Senator Heidi Heitkamp wanted something firmer than a saying. "Can you state with any legal certainty that in 10 years you can come back here and say contracts similar to the contracts that you have today with your growers will be in tact and that you will have union contracts in 10 years?" The transcript spells it in tact.
Pope did not offer legal certainty. He offered the next best thing: "as certain as I can be about anything, I am virtually positive we will have the contracts with our contract growers because we do not have a business without them."
Heitkamp answered with a sentence that reads, from this distance, like an appointment. "I hope in 10 years you are right."
Ten years came due in 2023. It is now 2026, Smithfield is a listed company again, and its 2025 annual report, its 2026 proxy statement and its August 2026 quarterly report can be laid beside the hearing transcript one line at a time. Keep Pope's phrase in view. The same old Smithfield. Everything below is a measurement against it.
Six questions
This magazine asks six questions of everything on an American shelf. Where was it born. Where is it incorporated. Where is the head office. Who owns the shares. Where is it made. Who signs the paycheck. When the six answers cluster, there is no article. When they scatter, the gap is the article.
Born: Smithfield, Virginia, 1936. The company began as a pork processor called The Smithfield Packing Company, founded that year by Joseph W. Luter and his son, Joseph W. Luter, Jr. The name on the package is also a place, and Virginia protects the place by statute. Under § 3.2-5419 of the Code of Virginia, a genuine Smithfield ham must be dry-salt cured and aged for at least six months, with all of the salting, smoking, curing and aging "to be done within the corporate limits of the town of Smithfield, Virginia." Selling a ham as genuine when it is not is a Class 4 misdemeanor. The statute says where the ham must be cured. It says nothing about where the pig was raised.
Incorporated: Virginia. Smithfield Foods, Inc. is a Virginia corporation, Commission file number 001-15321, and the 2013 deal left it one. The buyer formed a Virginia shell called Sun Merger Sub, Inc. and merged it into Smithfield; Smithfield survived as the same Virginia corporation with a single new shareholder. Above it sits SFDS UK Holdings Limited, which the annual report calls an "indirect wholly owned subsidiary" of WH Group. Above that is WH Group Limited, "a limited liability company incorporated in the Cayman Islands," listed on the Main Board of the Hong Kong stock exchange since August 2014.
Head office: 200 Commerce Street, Smithfield, Virginia 23430. It is the address on the cover of the 2013 merger filing and the address on the cover of the 2025 annual report.
Shareholders: WH Group, "approximately 87%" as of April 8, 2026, according to the proxy statement. By my arithmetic — the 380,069,232 shares WH Group held before the 2025 listing, less the three blocks it has sold since (13,043,479, 2,506,936 and 22,461,452) — it holds 342,057,365 of the 393,760,231 shares outstanding at June 28, 2026, or 86.9 percent, assuming no further sales after September 2025. The rest, roughly thirteen shares in every hundred, trades on Nasdaq under the ticker SFD. WH Group itself, the proxy adds, has no single shareholder or group owning 50 percent or more of its voting power.
Made: thirty-eight processing plants in eighteen states. Eight of them slaughter hogs, in six states, with capacity of about 108,000 animals a day. More than 240 company-owned farms and more than 1,300 contract farms, all in the United States, plus a 66 percent stake in Granjas Carroll in Mexico. The Polish and Romanian operations that were Smithfield's in 2013 were transferred to WH Group on August 26, 2024. Today's company, in its own description, principally engages "in operations in the United States and Mexico."
Paycheck: approximately 32,000 people in the United States and approximately 2,500 in Mexico, as of December 28, 2025. "Approximately 44% of our employees are covered by collective bargaining agreements or are members of labor unions."
Five boxes point at America, with a Mexican footnote. One points at a company incorporated in the Cayman Islands and based in Hong Kong. That is the gap, and it is a narrow one. It is also the box that picks the board.
What, exactly, did Larry Pope promise?
The transcript makes the question easy to answer, because Pope spoke in countable nouns. Add the pledge in the May 29 merger announcement — "Shuanghui has pledged to maintain Smithfield's headquarters in Smithfield, Va." — and the list comes to eight lines: the headquarters, the management team, the plants, all of the employees, the 400 company farms, the contracts with more than 2,000 family farms, the union agreements, and no food imports from China.
Heitkamp chose two of the eight to hold him to: the growers and the unions. The fair way to check all eight is to state, each time, what the 2013 number was and where it came from, and what the 2025 number is and where it came from, because the two years were not counted the same way. Some of the 2013 figures are testimony. All of the 2025 figures are filings.
The address
The first line is the easiest. The 2025 annual report describes the company as "Headquartered in Smithfield, Virginia, since 1936," and the street number has not moved. The company opened an Innovation Center near that headquarters in 2011. In its August 2026 earnings release it disclosed that it had announced the closing of satellite offices in Lisle, Illinois, and Kansas City, Missouri, in the first half of the year. Whatever else has happened, the movement has been toward Commerce Street, not away from it.
The plants are nearly as simple. In 2013 Smithfield slaughtered hogs at eight plants, five in the Midwest and three in the Southeast, with daily capacity of about 113,000 hogs. In 2025 it slaughters at eight plants in six states, with daily capacity of about 108,000. The count held. The capacity slipped by about one hog in twenty-three, by my arithmetic.
The management team is the one line where the people simply changed. Pope is not on the current board. The chief executive now is C. Shane Smith, 52, who joined the company in 2003 and rose inside it. For three and a half years before the listing he also sat on WH Group's board as an executive director, from August 2021 to January 2025. That is a detail worth holding on to. It will come back.
Verdict on the address and the plant count: kept. On the management team: the faces changed, and the job stayed inside.
The union cards
In fiscal 2013 Smithfield reported 46,950 employees, of whom 20,600 were covered by collective bargaining agreements. That works out to 43.9 percent. The 2025 report says approximately 44 percent.
The comparison is not perfectly clean. The 2013 denominator includes Europe; the 2025 one is the United States and Mexico. But across thirteen years, a change of owner, the transfer of the European business to WH Group and a return to the stock market, the unionized share of the workforce moved in the first decimal place.
Pope's line at the hearing was that Shuanghui "will honor our collective bargaining agreements," and he added that the commitments had "elicited the support of the UFCW and our employees." On the record, it did. Heitkamp's second condition, the union contracts in ten years, was met.
Verdict: kept.
The farms
Here the line breaks, and it breaks in an unexpected direction.
In 2013 Pope testified that Smithfield owned "400 hog farms" and had contracts with "over 2000 family farms." In the 2025 annual report the figures are "more than 240 company-owned farms and more than 1,300 contract farms in the U.S." Of every ten company farms Pope counted, about six remain. The contract farms are down by roughly a third.
The mechanism is written out in the filings, and it is the opposite of what the 2013 hearing feared. In the fourth quarter of fiscal 2024 Smithfield put $3 million into Murphy Family Farms LLC, a North Carolina company, in exchange for a 25 percent minority interest, and sold it approximately 150,000 sows located on company-owned and contract farms in North Carolina. Murphy Family Farms, the report says, "is now a hog supplier to us and supplies approximately 3.2 million hogs annually." On February 24, 2025 it repeated the move on a smaller scale with VisionAg Hog Production, another North Carolina company: $450,000 for a 9 percent stake, and approximately 28,000 sows sold.
The result is a company that raises fewer of its own pigs. In fiscal 2025 about 40 percent of the hogs processed in Smithfield's fresh pork plants came from its own hog production segment. Two pigs in five. In 2013 the company reported about 853,000 sows and some 16 million hogs a year marketed in the United States; the 2025 report gives no comparable sow count at all.
"Contract farmers provide the initial facility investment, labor and front-line management," the 2025 report says, "and we provide the animals and the feed." That is the kind of grower contract Heitkamp asked about.
So Pope was right on the words he chose. He was "virtually positive" the company would still have contracts with growers, and it does, with more than 1,300 of them. He was wrong on the sentence before it. "Our agreement with Shuanghui will maintain all of these contracts and arrangements." Not all of them. And the sows that were sold did not go to China. They went to North Carolina companies.
Verdict: shrank.
The payroll
The number everyone remembers from the hearing is 46,000, and almost everyone remembers it wrong. Matthew Slaughter of Dartmouth's Tuck School of Business, the outside witness who spoke in favor of the deal, said: "the one dimension in which I hope he is wrong is that in five to ten years Smithfield does not have 46,000 employees in America, they have 56- or 66,000."
Forty-six thousand was never the American figure. The fiscal 2013 annual report counts 46,950 employees in total, of whom 9,950 were in the international segment. The American segments were Pork, at 31,750, Hog Production, at 5,050, and Corporate, at 200. That adds up to about 37,000 as of April 28, 2013. In January 2025, at the listing, the American figure was about 34,000. At the end of 2025 it was about 32,000.
The line that circulates, "46,000 American jobs down to 32,000," compares a worldwide number with an American one. The correct comparison is about 37,000 to about 32,000, a loss, by my arithmetic, of roughly one job in seven — with the caveat that the 2013 and 2025 segments are not drawn identically, so the two figures are close cousins rather than twins.
Why the drop? The filings describe a company that has been shrinking its hog operations, "redeploying labor" and consolidating plants. They do not connect any of it to the nationality of the shareholder, and I cannot either.
There is one more item under this box, and it is not about 2013 at all. In November 2022 Smithfield and one of its subsidiaries were named among "numerous defendants" in a class action in federal court in Colorado alleging that red-meat processors conspired "to suppress wages paid to plant workers." The August 2026 quarterly report contains a short sentence: "all defendants other than the Smithfield defendants have now settled." Smithfield says it will "vigorously defend." The claim is an allegation. The sentence about who is left is a fact.
Verdict: shrank.
Nothing from China
Pope's last promise is the one that held most completely, and the reason it held is that the trade runs the other way.
Nothing in the filings describes food coming in from China. Smithfield today operates in the United States and Mexico, and it sells fresh pork into "more than 30 export markets," naming "China, Mexico, Japan, South Korea and Canada." Exports were 13 percent of total sales for the nine months ended September 29, 2024 — thirteen dollars in every hundred. The company does not say how much of that goes to China, or to any other single country.
The larger picture comes from the Department of Agriculture, quoted in Smithfield's own 10-K. The United States held 2 percent of the global pork export market in 1990 and 30 percent in 2025. In 2024 it passed the European Union to become the world's largest pork exporter, and it shipped 3.5 million tons in 2025. In 1990, American pork was one-fiftieth of the world's export market. In 2025 it was three-tenths.
Verdict: kept, on the record.
The line nobody wrote down
Pope's list had no line for ownership. It did not need one. Ownership was the transaction.
On September 26, 2013, the merger closed. Every Smithfield share became $34.00 in cash, a premium of about 31 percent over the closing price the day before the announcement, and the whole transaction valued the company at approximately $7.1 billion including the assumption of its net debt. The stock left the New York Stock Exchange. Long Wan was elected chairman of the board. In the words of the 2025 listing prospectus, Smithfield "was taken private and became a wholly owned subsidiary of Hong Kong-based WH Group."
For eleven years and four months the company had one shareholder. Then, on January 29, 2025, it listed on Nasdaq: 26,086,958 shares, seven percent of the company, at $20.00. Half were new shares from Smithfield and half were sold by WH Group. The company's net proceeds were $236 million. In September 2025 WH Group sold another 22,461,452 shares at $23.25. By my arithmetic, adding the 2,506,936-share overallotment it sold at $20.00 in between, WH Group took in about $833 million before underwriting fees across the two sales — roughly three and a half dollars to the parent for every dollar the company kept.
The September prospectus carries one more line. "Long Wan, the chairman of our board of directors and the chairman of WH Group, has agreed to purchase 1.8 million shares of our common stock offered in this offering at the public offering price." WH Group was selling. Its chairman, personally, agreed to buy. I have not been able to confirm that the purchase closed.
After the sales, WH Group held approximately 87 percent. That makes Smithfield a "controlled company" under Nasdaq's rules, and Smithfield has taken the exemptions that status allows. The proxy lists them: "We have elected not to comply with the requirements that: a majority of our Board consists of independent directors; we have a Nominating and Governance Committee that is composed entirely of independent directors; and we have a Compensation Committee that is composed entirely of independent directors."
There are nine directors. Three are independent. The chairman is Long Wan, 85, chairman of WH Group since November 2010. His son, Hongwei Wan, 52, is a director and WH Group's vice chairman; the proxy identifies him as "the son of Mr. Long Wan." WH Group's chief executive, Lijun Guo, is a director. Six of the nine have worked for WH Group or for Shuanghui, including the company's own chief executive, who was on WH Group's board until the listing. Under a shareholders agreement signed in January 2025, WH Group keeps the right to designate "a majority of the directors on our Board" for as long as it owns a majority of the stock.
The 10-K says what this means in two sentences that deserve to be read slowly. "WH Group controls us, and their interests may conflict with ours or yours in the future." And: "You will not have the same protections afforded to shareholders of other companies that are subject to such requirements."
One phrase needs care because it is used carelessly. At the hearing, Senator Thune asked Pope whether Shuanghui was "a state-controlled company." Pope said: "No, I would not agree." Daniel Slane, a member of the U.S.-China Economic and Security Review Commission who told the committee he was speaking for himself, said: "By any definition, this is a state-controlled company." That was a witness's argument, not a finding. The 2026 proxy, describing the chairman's career, says the business under WH Group "has grown from a local state-owned enterprise in Henan Province." It describes a starting point. Nothing in the current filings says WH Group is owned by the state.
The strongest case for Larry Pope
It bears saying plainly that Pope has a good defense, and it is better than the one the company would make for itself.
Heitkamp asked two questions. Would there still be contracts with growers? Would there still be union contracts? Thirteen years later, both answers are yes. The headquarters has not moved a street number. The company still slaughters at eight plants. The filings show no food coming in from China. The sows that were sold went to North Carolina firms, not to Henan. The union share is where it was.
And the owner is not draining the place. On February 16, 2026, Smithfield announced it had begun the approval process to replace its 117-year-old plant in Sioux Falls, South Dakota, with a new one, at an estimated cost of "up to $1.3 billion" over three years — if approved, construction would begin in the first half of 2027. Whoever owns the shares, that money would be poured into the ground in South Dakota.
Even the worries of 2013 that did come true came true in a different shape. The senators feared a Chinese owner setting American pork prices. What followed was a series of class actions filed in Minnesota in 2018 naming sixteen defendants, alleging that from 2009 through at least June 2018 the pork producers among them had agreed to reduce the supply of hogs to raise prices. Smithfield was one defendant. It paid $194 million across fiscal 2021, 2022 and 2023 to settle the class claims — a settlement, in the filing's word, not an admission. The alleged conduct began four years before the Chinese purchase. It is a story about the American pork industry.
I think this case is largely right, on every line that was written down. But a scorecard only grades the questions on it, and the question that was not on it has had its own consequence.
The review, reversed
"We have voluntarily sought review of this acquisition from the Committee on Foreign Investment in the U.S.," Pope told the Senate in 2013. The committee he meant, CFIUS, is the federal government's foreign-investment review. Not everyone in the room trusted it. Senator Mike Johanns of Nebraska said "there is not really a legal mechanism in place that really reviews this much or that could likely stop it," and then, of the asymmetry that bothered him most: "There is something really offensive about the reality that they can do this here but a very aggressive company like Smithfield … could not do this in China."
On September 6, 2013, the two companies announced that CFIUS had cleared the deal. "We are pleased that this transaction has been cleared by CFIUS," Pope said, "and we thank the Committee for its careful attention to this review."
On January 20, 2026, Smithfield agreed to buy Nathan's Famous, Inc. for $102.00 a share in cash — exactly three times what Shuanghui paid for each Smithfield share in 2013. The target is not a stranger. Since March 2014 Smithfield has held the exclusive license to make, distribute, market and sell Nathan's Famous hot dogs, a license that runs to March 2032. Smithfield already makes the product. It wants to own the name.
Among the conditions for closing: "approval from the Committee on Foreign Investment in the United States." In March, the annual report expected the deal to close in the first half of 2026. In August, the quarterly report said: "We expect the transaction to close in the second half of 2026." The filings do not say why the date moved, and I will not guess. The August earnings release still calls it "the proposed Nathan's Famous acquisition." As of those August 11, 2026 filings, the deal had not closed.
So the company that stood before CFIUS in 2013 as a target stands before it again in 2026 as a buyer. A Virginia corporation, headquartered in Smithfield since 1936, needs the federal foreign-investment review to buy the hot-dog brand it already manufactures, because for that review's purposes a company controlled by a foreign parent is a foreign buyer.
Smithfield knows. Its 10-K lists among its risks that "Government antitrust and foreign investment policies and regulations may limit our strategic growth opportunities, including certain acquisitions and joint ventures," and that "We may be impacted by legislation targeting foreign ownership of land, or foreign ownership or operation of facilities, located in the U.S."
That legislation exists. According to reporting by Investigate Midwest, Oklahoma's Senate Bill 212, which took effect in November 2023, widened the state's restrictions on foreign ownership of farmland, and the following year lawmakers added an exception for foreign companies that have an agreement with CFIUS. The carve-outs, the reporters wrote, "specifically exempt Smithfield Foods, the only Chinese-owned company with farmland in Oklahoma," which raises hogs there on roughly 2,575 acres. The bill's sponsor, State Senator Brent Howard, defended the carve-out: "We're honoring the Constitution by those international corporations being vetted by the federal government." I have not read the statute itself. But if the reporting is right, the review Johanns doubted in 2013 is now what keeps Smithfield's Oklahoma hog land lawful.
Stabenow had put it in her opening statement. "Smithfield might be the first acquisition of a major food and agricultural company, but I doubt it will be the last."
Same old Smithfield
Go back to Room 562 and the phrase. The same old Smithfield, only better.
On the lines Pope wrote down, the scorecard is kinder to him than the arguments of 2013 would have predicted. The address is the same. The union share is the same. The plant count is the same. Nothing comes in from China, on the record. On Heitkamp's two conditions, he was right. On "all of its employees" and "all of these contracts," he was not, and the gap is five thousand American jobs and several hundred farms, give or take the differences in how they were counted.
What changed is the thing nobody listed. The same Virginia corporation that sold itself to a buyer in 2013 now has to ask Washington's permission to be a buyer, and has to tell its own shareholders that they will not get the protections other shareholders get.
The 2025 annual report describes the company in a single paragraph that holds both halves of the story. "Smithfield is an American food company." Two sentences later: "Smithfield is a majority owned subsidiary of Hong Kong-based WH Group Limited."
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