8-K 1 0001.txt ================================================================================ 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): November 12, 2000 THE GRAND UNION COMPANY -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) DELAWARE -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 0-26602 22-1518276 ------------------------ ------------------------------------ (Commission File Number) (I.R.S. Employer Identification No.) 201 WILLOWBROOK BOULEVARD WAYNE, NEW JERSEY 07470 -------------------------------------------------------------------------------- (Address of Principal Executive offices) (Zip Code) (973) 890-6000 -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code NOT APPLICABLE -------------------------------------------------------------------------------- (Former Name or Former Address, if changed Since Last Report) ================================================================================ NY2:\982537\01\L24P01!.DOC\50318.0009 ITEM 5. OTHER EVENTS. On November 12, 2000, The Grand Union Company (the "Company") entered into a definitive asset sale agreement (the "Agreement") with C&S Wholesale Grocers, Inc. ("C&S"), the Company's principal supplier, which provides for the purchase by C&S of substantially all of the Company's assets and business for a purchase price of $301.8 million. A copy of the Agreement is attached as Exhibit 99.1 to this Form 8-K and is hereby incorporated by reference. The press release announcing the execution of the Agreement, which is filed as Exhibit 99.2 to this Form 8-K and hereby incorporated by reference, contains a more complete description of such events. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS Exhibit No. Exhibit ----------- ------- 99.1 Form of Agreement. 99.2 Press Release, dated November 13, 2000. 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized. THE GRAND UNION COMPANY Date: November 13, 2000. By: /s/ Glenn J. Smith ----------------------------- Glenn J. Smith Senior Vice President 3 EXHIBIT INDEX Exhibit No. Exhibit ----------- ------- 99.1 Form of Agreement. 99.1 Press Release, dated November 13, 2000. 4