8-K

UNITED STATES

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): February 10, 2016 (February 10, 2016)

Bob Evans Farms, Inc.

(Exact name of registrant as specified in its charter)

Delaware	0-1667	31-4421866
(State or other jurisdiction of incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)
8111 Smith’s Mill Road New Albany, Ohio		43054
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (614) 491-2225

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2b)

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c)

Item 8.01. Other Events.

On February 10, 2016 , Bob Evans Farms, Inc., a Delaware corporation (the “Company”) issued a news release announcing that on February 9, 2016, BEF Management, Inc. (“BEF”), a wholly owned subsidiary, closed on a $30.0 million loan and mortgage on its corporate headquarters in New Albany, Ohio. The loan has a ten year term and is amortized over a ten year period. The rate of interest is variable and is initially set at 5.1 percent. The Company and several wholly owned subsidiaries have provided guaranties for the loan. The net proceeds from this loan are to be used to pay down debt under the Company’s credit agreement and for other corporate purposes.

The release also indicated that the previously announced letter of intent executed by Bob Evans Farms, LLC, a wholly owned subsidiary of the Company, for a sale-leaseback transaction for 145 restaurant properties for $200.0 million is progressing as expected. The sale-leaseback transaction would provide the Company with net proceeds of approximately $165.0 to $170.0 million, which would be used to pay down debt under the Company’s credit agreement, repurchase Company shares, and for other corporate purposes, while maintaining a prudent level of leverage. The transaction completion is expected by the end of April 2016. The transaction closing is subject to due diligence, the execution of the definitive documentation by the parties, and other customary conditions of closing.

A copy of the news release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(a) Financial Statements of Business Acquired – Not Applicable

(b) Pro Forma Financial Information – Not applicable

(c) Shell Company Transactions – Not Applicable

(d) Exhibits:

The following exhibits are included with this Current Report on Form 8-K:

Exhibit No.	Description
99.1	News release issued by Bob Evans Farms, Inc. on February 10, 2016

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

Date: February 10, 2016

BOB EVANS FARMS, INC.
By:	/s/ Kevin C. O’Neil
	Kevin C. O’Neil, Vice President, Assoc. General Counsel and Asst. Corporate Secretary

EX-99.1

Exhibit 99.1

Bob Evans Farms Closes on a $30 Million Mortgage of its Corporate Support Center

NEW ALBANY, Ohio – February 10, 2016 – Bob Evans Farms, Inc. (NASDAQ: BOBE) today announced it closed on a $30 million mortgage of its corporate support center in New Albany, Ohio.

The mortgage has a ten-year term with a variable interest rate, initially set at 5.1 percent. Additional information concerning this transaction was filed by the Company today with the Securities and Exchange Commission and can be obtained at www.sec.gov.

Chief Administrative and Chief Financial Officer Mark Hood said, “I am pleased to announce closure of this transaction as it marks further progress toward completion of the real estate monetization initiatives we announced during the first fiscal quarter of 2016. As with the $51.6 million sale-leaseback transaction of two BEF Foods industrial properties completed in October 2015, and the anticipated closure on a $200 million sale-leaseback transaction of 145 Bob Evans Restaurants properties during the Company’s fourth fiscal quarter ending April 29, 2016, we expect to use the net proceeds from this mortgage to pay down revolver borrowings which funded $131.9 million of share repurchases through November 30, 2015, as part of the Company’s ongoing $250 million share repurchase authorization.

Hood continued, “The $200 million restaurant property sale-leaseback transaction is progressing as expected and we look forward to announcing completion of that transaction by the end of April 2016.”

Bank of America Merrill Lynch and JPMorgan Chase Bank, N.A served as underwriters on this transaction.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

Certain statements in this news release that are not historical facts are forward-looking statements. Forward-looking statements involve various important assumptions, risks and uncertainties. Actual results may differ materially from those predicted by the forward-looking statements because of various factors and possible events. We discuss these factors and events, along with certain other risks, uncertainties and assumptions, under the heading “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the

fiscal year ended April 24, 2015, and in our other filings with the Securities and Exchange Commission. We note these factors for investors as contemplated by the Private Securities Litigation Reform Act of 1995. Predicting or identifying all such risk factors is impossible. Consequently, investors should not consider any such list to be a complete set of all potential risks and uncertainties. Any strategic transaction with respect to our headquarters or a portion of our restaurant real estate remains subject to evaluation by the Board and there can be no assurance if and when any such transaction will be undertaken or consummated. Forward-looking statements speak only as of the date on which they are made, and we undertake no obligation to update any forward-looking statement to reflect circumstances or events that occur after the date of the statement to reflect unanticipated events. All subsequent written and oral forward-looking statements attributable to us or any person acting on behalf of the Company are qualified by the cautionary statements in this section.

About Bob Evans Farms, Inc.

Bob Evans Farms, Inc. owns and operates full-service restaurants under the Bob Evans Restaurants brand name. At the end of the second fiscal quarter (October 23, 2015), Bob Evans Restaurants owned and operated 547 family restaurants in 18 states, primarily in the Midwest, mid-Atlantic and Southeast regions of the United States. Bob Evans Farms, Inc., through its BEF Foods segment, is also a leading producer and distributor of refrigerated side dishes, pork sausage and a variety of refrigerated and frozen convenience food items under the Bob Evans and Owens brand names. For more information about Bob Evans Farms, Inc., visit www.bobevans.com.

Contact:

Scott C. Taggart

Vice President, Investor Relations

(614) 492-4954

BOBE-G