Poultry producer Pilgrim’s has presented a non-binding offer to acquire Hillshire Brands, a leading company for prepared meat products. The total value of the proposed acquisition is approximately $6.4 billion.

Based in Chicago, Hillshire Brands’ portfolio includes leading brands like Jimmy Dean, Ball Park, Hillshire Farms, State Fair and Sara Lee.

The purchase offer from Pilgrim’s, the second-largest poultry producer in the United States, comes just two weeks after Hillshire Brands entered a definitive agreement to purchase Pinnacle Foods. That transaction was expected to close in September. However, Pilgrim’s offer was contingent upon Hillshire Brands scrapping its plan to acquire Pinnacle Foods, whose brands include Hungry-Man frozen dinners, Armour canned meats, Vlassic pickles, Van de Kamp’s frozen seafood, Wish-Bone and Western salad dressings, Duncan Hines baking mixes and frostings, and Aunt Jemima, Mrs. Butterworth’s and Log Cabin syrups and pancake mixes.

During a conference call on May 27, Pilgrim’s CEO Bill Lovette called its offer to purchase Hillshire Brands a “superior alternative” to Hillshire’s pending purchase of Pinnacle.

“Our proposal creates considerable value for the shareholders of both Pilgrim's and Hillshire. For Hillshire shareholders, our proposal provides a substantial premium, greater certainty and immediate cash value for their shares,” said Lovette. “We feel confident that Hillshire shareholders will recognize the superior value this proposal represents for them. In addition, we expect the Hillshire board and management team will recognize the financial and strategic superiority of the proposal.”

Lovette added that acquiring Hillshire Brands would accelerate Pilgrim’s move into branded foods while enhancing and diversifying its business. Pilgrim’s proposal to acquire Hillshire is aligned with the global strategy of Pilgrim’s parent company JBS SA. That strategy is to expand its presence in the value-added product segment with leading brands in the markets in which it operates that offer convenience and practicality to its consumers. The proposed acquisition increases the presence of JBS into an expanded margin category, JBS stated in a press release, thus bringing value to its shareholders.

If the proposed acquisition of Hillshire Brands is approved, Lovette said Pilgrim’s will finance the acquisition with a combination of existing cash balances and new debt financing.

Pilgrim’s proposal to purchase Hillshire Brands has the unanimous support of the board of directors for both Pilgrim’s and JBS SA, according to Lovette. If approved, Pilgrim's acquisition of Hillshire Brands would be finalized in the third quarter of 2014.