SECURITIES & EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Act of 1934
Date of Report (Date of earliest event reported): April 26, 1999
Terrace Food Group, Inc.
(Exact name of registrant as specified in its charter)
Delaware 0-27132 65-0594270
-------- ------- ----------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1351 N.W. 22nd Street, Pompano Beach, Florida 33069
---------------------------------------------------
(Address of principal executive offices)
Registrant's telephone number, including area code: 954-917-7272
------------
<PAGE>
Item 5. Other Events
- ------- ------------
On April 26, 1999, Terrace Food Group, Inc. (the "Registrant")
announced that it had completed a $1.6 million preferred equity financing by
unaffiliated investors. The Series C preferred stock, with detachable warrants
initially exercisable at $9, is redeemable by the Registrant at the end of the
first year with a 13% dividend rate. The funds will be used for working capital.
A press release dated April 26, 1999, is attached as Exhibit 99.1.
<PAGE>
Item 7. Financial Statements and Exhibits
- -----------------------------------------
(c) Exhibits.
99.1 A copy of a Press Release dated April 26, 1999.
<PAGE>
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 hereunto duly authorized.
TERRACE FOOD GROUP, INC.
------------------------
(Registrant)
Date: May 3, 1999
By: /s/ Steven Shulman
------------------------
Steven Shulman
President
Exhibit 99.1
FOR: TERRACE FOOD GROUP, INC.
CONTACT: Steven Shulman
(603) 929-2338
KCSA Paul Holm/Joseph A. Mansi
CONTACT: 212/682-6300, ext. 201/205
FOR IMMEDIATE RELEASE
---------------------
TERRACE FOOD GROUP RECEIVES $1.6 MILLION PRIVATE EQUITY FUNDING
MIAMI, Fla.- April 26, 1999 -Terrace Food Group, Inc. (OTC BB:THIS) announced
today that it has completed a $1.6 million preferred equity financing by
unaffiliated private investors.
The investment was a Series C preferred private placement, with
detachable warrants initially exercisable at $9. The preferred stock is
redeemable by the Company at the end of the first year with a 13% coupon. The
funds will be used for working capital necessitated by the rapidly increased
business in both food distribution and home meal replacement. Since the start of
the year, Terrace has experienced strong growth in food distribution, -
inclidung cruise lines, hotels, corporate accounts, and educational, health and
government institutions - and continued growth and broadening of its home meal
replacement customer base, which now includes major supermarket chains and mass
merchandisers.
Terrace Food Group, Inc. through it's A-One-A and Banner subsidiaries,
is a leading distributor of produce and custom value-added processor of produce,
meat, poultry, seafood, dairy and other perishable commodities.
# # #
Except for historical information, this press release may contain certain
forward looking statements that involve risk and uncertainties which may cause
results to differ materially from the statements made. Such factors include, but
are not limited to, changing market conditions, the establishment of new
corporate alliances, the impact of competitive products and pricing and other
risks detailed from time to time by the Company or in its filings with the U.S.
Securities and Exchange Commission.
This release is available on the KCSA Worldwide Public Relations website at
www.kcsa.com.