-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MxQU6huPych2lu3vzh/khGmQS5LKBUaiI3lXgNT7b0YDbFbdpb/vnwCBMKLz6Env TH4RXbB52QShJB3zD0ykvQ== 0001104659-03-009498.txt : 20030513 0001104659-03-009498.hdr.sgml : 20030513 20030513170902 ACCESSION NUMBER: 0001104659-03-009498 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030424 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030513 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN CRYSTAL SUGAR CO /MN/ CENTRAL INDEX KEY: 0000004828 STANDARD INDUSTRIAL CLASSIFICATION: SUGAR & CONFECTIONERY PRODUCTS [2060] IRS NUMBER: 840004720 STATE OF INCORPORATION: MN FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 033-83868 FILM NUMBER: 03696247 BUSINESS ADDRESS: STREET 1: 101 N 3RD ST CITY: MOORHEAD STATE: MN ZIP: 56560 BUSINESS PHONE: 6122028110 MAIL ADDRESS: STREET 1: 101 NORTH THIRD STREET CITY: MOORHEAD STATE: MN ZIP: 56560 8-K 1 j0962_8k.htm 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: APRIL 24, 2003

 

 

AMERICAN CRYSTAL SUGAR COMPANY

(Exact name of registrant as specified in its charter)

 

Minnesota

 

33-83868; 333-11693; and

333-32251

 

84-0004720

(State or other jurisdiction of  Incorporation)

 

(Commission) File Number)

 

(I.R.S. Employer Identification No.)

 

 

 

 

 

101 NORTH THIRD STREET

 

 

 

 

MOORHEAD, MN 56560

 

 

 

(218) 236-4400

(Address of principal executive offices)

 

 

 

(Registrant’s telephone number)

 

 

Item  5

 

                American Crystal Sugar Company (the “Company”) announced to its shareholders in a letter dated April 24, 2003, that the Company had acquired Minn-Dak Farmer Cooperative’s (Minn-Dak) five percent ownership interest in ProGold Limited Liability Company (ProGold) for $10.3 million, effective May 1, 2003.  This results in an increase in the Company’s ownership in ProGold to 51 percent, while Golden Growers Cooperative continues to own 49 percent.

 

                Due to the resulting Company’s controlling ownership interest in ProGold, effective May 1, 2003, the Company will begin including ProGold in its consolidated financial statements.

 

                ProGold was formed in 1994 by American Crystal Sugar Company, Golden Growers Cooperative and Minn-Dak Farmers Cooperative to construct and operate a corn wet-milling plant for the production of high-fructose corn syrup sweetener.  In November 1997, ProGold entered into an agreement with Cargill, Incorporated (Cargill) to lease substantially all of its assets to Cargill.  Under the terms of the operating lease, Cargill manages all aspects of the operations of the ProGold corn wet-milling plant.

 

Item  7

 

                Exhbit 99.1

 

                A letter from the Company’s President and Chief Executive Officer to the Company’s Shareholders, dated April 24, 2003, announcing the Company’s purchase of Minn-Dak’s interest in ProGold.

 

 

This report contains forward-looking statements and information based upon assumptions by the  Company’s management.  These forward-looking statements can be identified by the use of forward-looking terminology such as “expects”, “believes”, “will” or similar verbs or expressions.  If any of management’s assumptions prove incorrect or should unanticipated circumstances arise, the Company’s actual results could materially differ from those anticipated by such forward-looking statements.  The differences could be caused by a number of factors or combination of factors, including, but not limited to, those factors influencing the Company and its business which are described in  “Important Factors” section contained in the Company’s Annual Report on Form 10-K for fiscal year 2002.  Readers are urged to consider these factors when evaluating any forward-looking statement.  The Company undertakes no obligation to update any forward-looking statements in this report to reflect future events or developments.

 

 

 

SIGNATURES

 

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 thereunto duly authorized.

 

 

 

 

AMERICAN CRYSTAL SUGAR COMPANY

 

 

 

 

 

 

Dated:

May 12, 2003

 

/s/ Brian Ingulsrud

 

 

By:

Brian Ingulsrud

 

 

Its:

Corporate Controller and Chief Accounting Officer

 

2

 EX-99.1 3 j0962_ex99d1.htm EX-99.1

 

Exhibit 99.1

 

April 24, 2003

 

Dear Shareholder:

 

I want to make you aware of the fact that American Crystal Sugar Company has acquired Minn-Dak Farmer Cooperative’s five percent ownership interest in ProGold Limited Liability Company for $10.3 million.  This brings American Crystal’s ownership of ProGold to 51%, while Golden Growers Cooperative continues to own 49%.

 

Several weeks ago Minn-Dak advised American Crystal, as well as Golden Growers Cooperative, that they had concluded that their ownership in ProGold was no longer a strategic investment for them.   Therefore, they had decided to accept bids from American Crystal and Golden Growers to acquire their ownership interest if either of us was interested in doing so.  American Crystal elected to make a bid to acquire Minn-Dak’s interest because we did not believe it was in our best interest to be the minority owner of ProGold and place decision making control of ProGold’s future, and our original $48 million investment, in someone else’s hands.

 

The result of this transaction will be that the board of governors of ProGold will be reconstituted so that American Crystal will have 6 board seats and Golden Growers Cooperative will retain the 5 seats it currently has.

 

We intend to work collaboratively with Golden Growers to ensure that the best interests of ProGold and its owners are successfully executed as we move forward.

 

Sincerely,

 

/s/ James J. Horvath

 

James J. Horvath

President and Chief Executive Officer

 

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