-----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, Bkge3+loJgdRYP6kg6+hplycyf5f4SldjTOIAz9KTOlbOiMjKLzWbfh9pypv6w8p r92E6IlqLlk/mOec0TULag== 0000916641-98-001262.txt : 19981120 0000916641-98-001262.hdr.sgml : 19981120 ACCESSION NUMBER: 0000916641-98-001262 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981118 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19981119 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ESKIMO PIE CORP CENTRAL INDEX KEY: 0000787520 STANDARD INDUSTRIAL CLASSIFICATION: ICE CREAM & FROZEN DESSERTS [2024] IRS NUMBER: 540571720 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-19867 FILM NUMBER: 98755150 BUSINESS ADDRESS: STREET 1: 901 MOOREFIELD PARK DR CITY: RICHMOND STATE: VA ZIP: 23236 BUSINESS PHONE: 8045608400 MAIL ADDRESS: STREET 1: 901 MOOREFIELD PARK DR CITY: RICHMOND STATE: VA ZIP: 23236 8-K 1 FORM 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): November 18, 1998 Eskimo Pie Corporation (Exact Name of Registrant as specified in its Charter) Virginia 0-19867 54-0571720 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 901 Moorefield Park Drive Richmond, Virginia 23236 (804) 560-8400 (Address, including zip code, and telephone number, including area code, or registrant's principal executive offices) -------------------- Item 5. Other Events. On November 18, 1998, Eskimo Pie Corporation (the "Company") issued the press release attached hereto as Exhibit 99.1 and incorporated herein by reference. Item 7. Financial Statements and Exhibits. (a) None (b) Exhibits Exhibit 99.1 Press Release dated November 18, 1998 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. ESKIMO PIE CORPORATION Date: November 19, 1998 By: /s/ Thomas M. Mishoe, Jr. -------------------------------------- Thomas M. Mishoe, Jr. Chief Financial Officer, Vice President, Secretary and Treasurer EX-99.1 2 PRESS RELEASE EXHIBIT 99.1 NEWS FROM: ESKIMO PIE CORPORATION 901 Moorefield Park Drive Contact: William T. Berry, Jr. Richmond, Virginia 23236 Telephone: (804) 560-8490 FOR IMMEDIATE RELEASE: November 18, 1998 ESKIMO PIE CORPORATION RESPONDS TO YOGEN FRUZ OFFER Richmond, Virginia (NASDAQ NNM: EPIE) - Eskimo Pie Corporation confirmed today that it had received an unsolicited written proposal yesterday from Yogen Fruz World-Wide Incorporated to acquire 100% of the Company's outstanding shares at a cash price of $10.25 per share in a negotiated transaction. Yogen Fruz simultaneously announced its proposal publicly yesterday. Eskimo Pie Corporation stated that its Board of Directors had met today and unanimously concluded that the proposal presented by Yogen Fruz is not in the best interest of the Company's long term shareholders. The Company further stated that it had advised Yogen Fruz of the Board's conclusion. The Board also reaffirmed its support for management's continuing efforts to restructure the Company's business and to carry out the strategic turn-around initiatives that it has underway, the results of which the Board believes will enhance long term shareholder value. Eskimo Pie Corporation, headquartered in Richmond, Virginia, created the frozen novelty industry in 1921 with the invention of the Eskimo Pie ice cream bar. Today, the Company markets a broad range of frozen novelties, ice cream and sorbet products under the Eskimo Pie, Real Fruit, Welch's, Weight Watchers, SnackWell's and OREO brand names. These nationally branded products are generally manufactured by a select group of licensed dairies who purchase the necessary flavors, ingredients and packaging directly from the Company. Eskimo Pie Corporation also sells a full line of quality flavors and ingredients for use in private label dairy products in addition to the national brands it licenses. The Company also manufactures soft serve yogurt and premium ice cream products for sale to the foodservice industry. -----END PRIVACY-ENHANCED MESSAGE-----