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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): May 1, 1998
Commission file number 33-97752
VAN DE KAMP'S, INC.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 43-17518
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(State or Other Jurisdiction (I.R.S. Employer Identification No.)
of Incorporation)
1000 St. Louis Union Station
St. Louis, Missouri 63103
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(Address of Principal Executive Offices, Including Zip Code)
(314) 241-0303
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(Registrant's Telephone Number, Including Area Code)
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Page 1 of 3
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Item 5. Other Events
On May 1, 1998, Van de Kamp's, Inc. (the "Company") completed the sale of
its frozen desserts product line (the "Desserts Sale") to Mrs. Smith's Bakeries,
Inc., a subsidiary of Flowers, Inc. The Company received approximately $26.0
million from the sale of machinery and equipment, contracts, the Pet Ritz(R) and
Oronoque Orchards(R) trademarks, intellectual property and goodwill. The Company
sold the machinery and equipment physically located at the Chambersburg,
Pennsylvania manufacturing facility and announced a restructuring program, which
will include the closure of the Chambersburg facility and relocation of
machinery and equipment related to the production of certain frozen seafood and
vegetable products to the Company's Erie, Pennsylvania, and Jackson, Tennessee
manufacturing facilities. The impact of the Desserts Sale on the Company's
annual results is not expected to be material and management believes the
Desserts Sale will not significantly impact future results.
The net proceeds from the Desserts Sale were used to repay $25.0 million
in indebtedness under the Second Amended and Restated Credit and Guarantee
Agreement, dated as of July 9, 1996, among VDK Holdings, Inc. the Company, the
banks and other financial institutions parties thereto, as amended. The
foregoing sale is further described in the Exhibit hereto which is incorporated
by reference.
Item 7. Exhibits
99.1 Press release dated May 1, 1998.
Page 2 of 3
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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.
VAN DE KAMP'S, INC.
Date: May 15, 1998 By: /s/ Thomas O. Ellinwood
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Thomas O. Ellinwood
President
Page 3 of 3
[Letterhead of VDK Frozen Foods]
FOR IMMEDIATE RELEASE
VAN DE KAMP'S, INC. ANNOUNCES THE SALE OF ITS
FROZEN DESSERTS BUSINESS TO MRS. SMITH'S
ST. LOUIS, MISSOURI - May 1, 1998 - Van De Kamp's, Inc. (VDK) announced that it
has sold its frozen desserts business, which includes the Pet-Ritz(R) and
Oronoque Orchards(R) brands to Mrs. Smith's Bakeries, Inc., a subsidiary of
Flowers Industries, Inc. (NYSE: FLO). Financial terms of the transaction were
not disclosed. Under the terms of the agreement, Mrs. Smith's will purchase the
trademarks and assets of the business, but not Van de Kamp's manufacturing
facility located in Chambersburg, PA. Due to the significant reduction in case
production, the company also announced plans to permanently close the facility
in the near future.
On April 8, 1998, Van de Kamp's came under common ownership with Aurora Foods
Inc., a marketer of well-known food products in various food segments, with
brands such as Duncan Hines(R), Mrs. Butterworth's(R), Log Cabin(R), Country
Kitchen(R) and Wigwam(R).
Ian R. Wilson, chairman and chief executive officer of Aurora Foods commented,
"The decision to sell VDK's frozen desserts business was not an easy one.
However, we intend to focus more on seafood, pizza and breakfast food
categories, as these are the fastest growing segments in the frozen foods
market."
In making the announcement to employees, Greg Smith, vice president,
manufacturing and distribution said the company will comply with the WARN
Notification Act, which requires a 60-calendar-day notice before closing the
plant. Production will continue at typical levels until approximately June 30,
1998, after which, the Chambersburg plant will operate at a reduced level until
approximately October 30, 1998. Smith also said the company would begin working
with local officials immediately to find a buyer for the plant.
Van de Kamp's, Inc. is a leading frozen food manufacturer headquartered in St.
Louis, Missouri. Other brands include Van de Kamp's(R) and Mrs. Paul's(R) frozen
seafood, Aunt Jemima(R) frozen breakfast products and Celeste(R) frozen pizza.
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