-----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, H+i3Nmf8hP4rlXqiLiS4OdyXThG9V4JLVrvyD41G0rGpkVCLsb5+I9UM3cUf6ECA ngC0d9huk0ptP5lzpcfwUw== 0000916641-98-001296.txt : 19981203 0000916641-98-001296.hdr.sgml : 19981203 ACCESSION NUMBER: 0000916641-98-001296 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981202 ITEM INFORMATION: FILED AS OF DATE: 19981202 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: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-19867 FILM NUMBER: 98762711 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 ESKIMO PIE 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): December 2, 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 Identification No.) of incorporation)
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 December 2, 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 December 2, 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: December 2, 1998 By: /s/ Thomas M. Mishoe, Jr. ------------------------------- Thomas M. Mishoe, Jr. Chief Financial Officer, Vice President, Secretary and Treasurer EX-99 2 ESKIMO PIE EXHIBIT 99 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: December 2, 1998 ESKIMO PIE CORPORATION ANNOUNCES BOARD REJECTION OF NEW YOGEN FRUZ OFFER Richmond, Virginia (NASDAQ NNM: EPIE) - Eskimo Pie Corporation announced today that its Board of Directors had determined to reject a new unsolicited proposal received from Yogen Fruz World-Wide Incorporated, a Canadian company, to acquire 100% of the Company's outstanding shares at a cash price of $13.00 per share in a negotiated transaction. The Company stated that its Board of Directors met and, after consultation with its financial advisor, unanimously concluded that the new Yogen Fruz proposal was inadequate and not in the best interests of the Company's shareholders. Eskimo Pie Corporation rejected a similar proposal from Yogen Fruz at $10.25 per share of Eskimo Pie Corporation common stock last month. David B. Kewer, President and Chief Executive Officer of Eskimo Pie Corporation, stated that the Board of Directors had requested its financial advisor to continue to work with the Company to explore the full range of strategies available to enhance 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, and (under license from Nabisco Brands Company) 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-----