-----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, JqvGhgkaH0ijwbG3Czyq+G3DMPbjhC+1y/w/zyKVUvfj+h2QtKoZQ/H8NesOU6+e tQtOhYnUPuWZPrT63StbTQ== 0000950134-99-005941.txt : 19990705 0000950134-99-005941.hdr.sgml : 19990705 ACCESSION NUMBER: 0000950134-99-005941 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990622 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990702 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SUIZA FOODS CORP CENTRAL INDEX KEY: 0000931336 STANDARD INDUSTRIAL CLASSIFICATION: ICE CREAM & FROZEN DESSERTS [2024] IRS NUMBER: 752559681 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-12755 FILM NUMBER: 99658731 BUSINESS ADDRESS: STREET 1: 2515 MCKINNEY AVENUE LB 30 STREET 2: SUITE 1200 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2145289922 MAIL ADDRESS: STREET 1: 3811 TURTLE CREEK BLVD STREET 2: SUITE 1300 CITY: DALLAS STATE: TX ZIP: 75219 8-K 1 FORM 8-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 2, 1999 (June 22, 1999) Suiza Foods Corporation (Exact name of registrant as specified in its charter) Delaware 340-28130 75-2559681 (State or other Jurisdiction of (Commission File Number) (IRS Employer Identification No.) Incorporation)
2515 McKinney Avenue, Suite 1200 Dallas, Texas 75201 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (214) 303-3400 1 2 ITEM 5. OTHER EVENTS. On June 22, 1999, Suiza Foods Corporation, a Delaware corporation, issued a press release announcing that Suiza had completed its previously announced acquisition of Broughton Foods Company, an Ohio corporation, following approval by Broughton's shareholders at a special meeting held on June 10, 1999. The Press Release announcing the agreement is filed herewith as Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits 99.1 Press Release dated June 22, 1999, relating to the closing of the Broughton acquisition. 2 3 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. Dated: July 2, 1999 SUIZA FOODS CORPORATION By: /S/ LISA N. TYSON ---------------------------------------- Lisa N. Tyson Vice President and Assistant General Counsel 3 4 INDEX TO EXHIBITS
Exhibit Number Description ------ ----------- 99.1 Press Release dated June 22, 1999 relating to the closing of the Broughton acquisition.
EX-99.1 2 PRESS RELEASE DATED JUNE 22, 1999 1 EXHIBIT 99.1 JUNE 22, 1999 SUIZA FOODS COMPLETES ACQUISITION OF BROUGHTON FOODS COMPANY DALLAS--(BUSINESS WIRE)--June 22, 1999--Suiza Foods Corporation (NYSE:SZA - news) today reported that it has completed its previously announced acquisition of Broughton Foods Company (Nasdaq:MILK - news) following approval by Broughton's shareholders at a special meeting held on June 10, 1999. Broughton Foods Company, which had net sales of approximately $179 million in 1998, is a leading manufacturer and distributor of fresh and ultra high temperature ("UHT") milk, ice cream and other UHT dairy products in Michigan, Ohio, West Virginia, Kentucky, Tennessee and parts of the eastern U.S. Pursuant to an agreement with the U.S. Department of Justice Antitrust Division, Suiza must sell Broughton's Southern Belle Dairy based in Pulaski County, Kentucky, by the end of October 1999. Suiza Foods is a leading manufacturer and distributor of dairy products and a leading manufacturer of rigid plastic packaging in the United States. Certain statements and information in this press release constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be indicated by phrases such as "believes," "anticipates," "expects," "intends," "foresees," "projects," "forecasts," or words of similar meaning or import. Such statements are subject to certain risks, uncertainties, or assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those set forth in the applicable forward-looking statement. Among the key factors that may have a direct bearing on Suiza results and financial condition are (i) risks associated with Suiza's acquisition strategy, including its ability to integrate the operations of its acquired businesses and realize operating efficiencies; (ii) risks relating to Suiza's leverage position; (iii) risks associated with intense competition in Suiza's industries; (iv) the impact of government regulations affecting the dairy industry; and (v) fluctuations in the pricing of raw milk, butterfat, and other components used in Suiza's businesses. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those set forth in the applicable forward-looking statement. Any forward-looking statements made or incorporated by reference herein speak only as of the date of this press release. Suiza expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statements to reflect any change in its expectations with regard thereto or any changes in events, conditions, or circumstances on which any such statement is based. Contact: Suiza Foods Corporation, Dallas J. Michael Lewis, 214/303-3437 -----END PRIVACY-ENHANCED MESSAGE-----