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): March 9, 2011
DEL MONTE FOODS COMPANY
(Exact Name of Registrant as Specified in Charter)
Delaware | 001-14335 | 13-3542950 | ||||||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||||||
One Maritime Plaza, San Francisco, California | 94111 | |||||||
(Address of Principal Executive Offices) | (Zip Code) |
Registrants telephone number, including area code: (415) 247-3000
N/A
(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:
¨ | 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-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Section 7 Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure.
On March 9, 2011, Del Monte Foods Company (DMFC) announced that its wholly-owned subsidiary Del Monte Corporation (Del Monte) has elected to redeem all of its remaining outstanding 6 3/4% Senior Subordinated Notes due 2015 (the 2015 Notes) and 7 1/2% Senior Subordinated Notes due 2019 (the 2019 Notes and, together with the 2015 Notes, the Notes). As of the date hereof, the outstanding principal amount of 2015 Notes is $8,366,000 and the outstanding principal amount of 2019 Notes is $2,123,000. The 2015 Notes will be redeemed on April 8, 2011 (the Redemption Date) at a price equal to 102.250% of the outstanding principal amount thereof, plus any accrued but unpaid interest. The 2019 Notes will be redeemed on April 8, 2011 at a price equal to 100% of the principal amount of the 2019 Notes to be redeemed, plus a make-whole premium and any accrued but unpaid interest. The make-whole premium will be the greater of (A) 1.0% of the principal amount of such 2019 Notes; and (B) the excess of (1) the present value at such redemption date of (x) the redemption price of such 2019 Notes at October 15, 2014, which is 103.750% of the principal amount of the 2019 Notes to be redeemed, plus (y) all required interest payments due on such 2019 Notes through October 15, 2014 computed using a discount rate equal to the Treasury Rate plus 0.5% per annum, over (2) the principal amount of such 2019 Notes.
A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Section 9 Financial Statements and Exhibits
The information contained in this Item 9.01 and in the accompanying exhibit shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) | Exhibits. |
Exhibit |
Description | |
99.1 | Del Monte Foods Company Press Release dated March 9, 2011 |
2
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.
Del Monte Foods Company | ||||||||
Date: March 9, 2011 |
By: | /s/ Richard L. French | ||||||
Name: | Richard L. French | |||||||
Title: | Senior Vice President, Treasurer, Chief Accounting Officer and Controller |
3
EXHIBIT INDEX
Exhibit |
Description | |
99.1 | Del Monte Foods Company Press Release dated March 9, 2011 |
4
Exhibit 99.1
NEWS RELEASE
DEL MONTE FOODS COMPANY ANNOUNCES
OUTSTANDING 6¾% NOTES AND 7½% NOTES OF DEL MONTE
CORPORATION TO BE REDEEMED ON APRIL 8, 2011
SAN FRANCISCO, MARCH 9, 2011 Del Monte Foods Company (DMFC) announced today that its wholly-owned subsidiary Del Monte Corporation (Del Monte) has elected to redeem all of its remaining outstanding 6 3/4% Senior Subordinated Notes due 2015 (the 2015 Notes) and 7 1/2% Senior Subordinated Notes due 2019 (the 2019 Notes and, together with the 2015 Notes, the Notes).
As of the date hereof, the outstanding principal amount of 2015 Notes is $8,366,000 and the outstanding principal amount of 2019 Notes is $2,123,000. The 2015 Notes will be redeemed on April 8, 2011 (the Redemption Date) at a price equal to 102.250% of the outstanding principal amount thereof, plus any accrued but unpaid interest. The 2019 Notes will be redeemed on April 8, 2011 at a price equal to 100% of the principal amount of the 2019 Notes to be redeemed, plus a make-whole premium and any accrued but unpaid interest. The make-whole premium will be the greater of (A) 1.0% of the principal amount of such 2019 Notes; and (B) the excess of (1) the present value at such redemption date of (x) the redemption price of such 2019 Notes at October 15, 2014, which is 103.750% of the principal amount of the 2019 Notes to be redeemed, plus (y) all required interest payments due on such 2019 Notes through October 15, 2014 computed using a discount rate equal to the Treasury Rate plus 0.5% per annum, over (2) the principal amount of such 2019 Notes. Installments of interest which are due and payable on dates falling on or prior to the Redemption Date will be payable to the persons who were the holders of record of the Notes on the relevant record date. Interest on the Notes shall cease to accrue on and after the Redemption Date and the only remaining right of the holders of such Notes thereafter shall be to receive payment of the redemption price plus any accrued but unpaid interest upon surrender to the paying agent of the Notes called for redemption.
The redemption of the Notes will be made only by means of the call notices mailed as of March 9, 2011 on behalf of Del Monte by Deutsche Bank Trust Company Americas, as trustee with respect to the 2015 Notes, and The Bank of New York Mellon Trust Company, N.A., as trustee with respect to the 2019 Notes. This press release does not constitute a notice of redemption of the Notes.
About Del Monte Foods
Del Monte Foods is one of the countrys largest and most well-known producers, distributors and marketers of premium quality, branded pet products and food products for the U.S. retail market, generating approximately $3.7 billion in net sales in fiscal 2010. With a powerful portfolio of brands, Del Monte products are found in eight out of ten U.S. households. Pet food and pet snacks brands include Meow Mix®, Kibbles n Bits®, Milk-Bone®, 9Lives®, Pup-Peroni®, Gravy Train®, Natures Recipe®, Canine Carry Outs® and other brand names. Food product brands include Del Monte®, Contadina®, S&W®, College Inn® and other brand names. The Company also produces and distributes private label pet
products and food products. For more information on Del Monte Foods Company visit the Companys website at www.delmonte.com.
Del Monte. Nourishing Families. Enriching Lives. Every Day.TM
Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements conveying managements expectations as to the future based on current plans, estimates and projections. Forward-looking statements involve inherent risks and uncertainties and Del Monte Foods Company cautions you that a number of important factors could cause actual results to differ materially from those contained in any such forward-looking statement. The forward-looking statements contained in this press release include statements related to the redemption of the Notes. The call notices with respect to the Notes mailed as of March 9, 2011 on behalf of Del Monte by the applicable Note trustee are irrevocable. However, investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Del Monte Foods Company does not undertake to update any of these statements in light of new information or future events.
# # #
CONTACTS:
Media Contact Brandy Bergman/Robin Weinberg Sard Verbinnen (212) 687-8080 |
Analyst/Investor Contact Jennifer Garrison/Christina Um Del Monte Foods (415) 247-3382 investor.relations@delmonte.com |
2
))/O*&^M-^SQ?\\D_ M[Y%%%<-D6)]GB_YYI_WR*/L\7_/-/^^1114V07#[/%_SS3_OD4?9XO\`GFG_ M`'R***+(+A]GB_YYI_WR*/L\7_/-/^^11119!:?] M\BBBBR"X?9XO^>:?]\BC[/%_SS3_`+Y%%%%D%P^SQ?\`/-/^^11]GB_YYI_W MR***+(+A]GB_YYI_WR*/L\7_`#S3_OD444607#[/%_SS3_OD4?9XO^>:?]\B MBBBR"X?9XO\`GFG_`'R*/L\7_/-/^^11119!:?\` M?(HHHL@N'V>+_GFG_?(H^SQ?\\T_[Y%%%%D%P^SQ?\\T_P"^11]GB_YYI_WR M***+(+A]GB_YYI_WR*/L\7_/-/\`OD444607#[/%_P`\T_[Y%'V>+_GFG_?( CHHHL@N+]GB_YY)_WR*/L\7_/)/\`OD44460"T445U6(/_]D_ ` end