<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)
March 24, 2000
DOANE PET CARE COMPANY
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 0-27818 43-1350515
(STATE OR OTHER JURISDICTION (COMMISSION FILE NUMBER) (IRS EMPLOYER
OF INCORPORATION) (IDENTIFICATION NO.)
210 WESTWOOD PLACE SOUTH
SUITE 400
BRENTWOOD, TN 37027
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(615) 373-7774
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
<PAGE> 2
ITEM 5. OTHER EVENTS.
On March 24, 2000, Doane Pet Care Company ("Doane") entered into a Share
Purchase Agreement (the "Agreement") by which it will acquire all of the
outstanding capital stock of A/S Arovit Petfood ("Arovit"), whose headquarters
are located in Esbjerg, Denmark. Under the terms of the Agreement, Doane will
pay approximately DKK 1.2 billion (approximately US $156 million) and will
assume indebtedness, net of cash, of approximately DKK 64 million
(approximately US $8 million). Doane intends to finance the acquisition through
the use of its credit facilities.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
99.1 Press Release dated March 24, 2000.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
DOANE PET CARE COMPANY
By: /s/ Thomas R. Heidenthal
------------------------
Thomas R. Heidenthal
Senior Vice President and
Chief Financial Officer
Dated: MARCH 27, 2000
<PAGE> 3
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
Number Exhibit Description
- ------ -------------------
<S> <C>
99.1 Press Release dated March 24, 2000
</TABLE>
<PAGE> 1
EXHIBIT 99.1
PRESS RELEASE, DATED MARCH 24, 2000
TO BUSINESS EDITOR:
Doane Pet Care Signs Agreement to Acquire A/S Arovit Petfood in Denmark
BRENTWOOD, Tenn., March 24 /PRNewswire/ --Doane Pet Care Company ("Doane")
today announced that it has entered into a Share Purchase Agreement (the
"Agreement") by which it will acquire all of the outstanding capital stock of
A/S Arovit Petfood ("Arovit"), whose headquarters are located in Esbjerg,
Denmark. Under the terms of the Agreement, Doane will pay approximately DKK 1.2
billion (approximately US $156 million) and will assume indebtedness, net of
cash, of approximately DKK 64 million (approximately US $8 million). Doane
intends to finance the acquisition through the use of its credit facilities.
Completion of the transaction is subject to certain conditions, including
financing.
Arovit is a leading producer of private label pet food in Europe
supplying a full range of products for dogs and cats, including wet, dry and
treats. It has approximately 850 employees, four production facilities and nine
sales offices throughout Europe. Doane is the leading manufacturer of private
label pet food in North America with 30 manufacturing facilities, and offers a
full line of pet food products to leading retailers in all major channels,
including dry, wet, biscuits and treats. Doane's European presence includes
operations through its subsidiaries IPES Iberica S.A. in Spain and Doane Pet
Care (UK) Limited in the United Kingdom, and through its 50/50 joint venture,
Effeffe S.p.a. in Italy, all of which manufacture dry pet food.
Doug Cahill, President and CEO of Doane said, "We are extremely excited at
the opportunities brought about by the joining of Doane and Arovit. Doane
began its expansion into Europe in late 1996 and, until now, had been growing
its presence there gradually. This transaction will immediately establish the
infrastructure required to enable us to become the leading Pan European
supplier of private label pet food." Cahill added that, "Our vision to be the
trusted partner of choice for our customers brands throughout the world is
greatly enhanced by Arovit's strong reputation and leadership position in
European private label pet food."
Doane plans to keep the strong Arovit name and integrate its existing
European operations into Arovit under the leadership of Flemming Enevoldsen,
Arovit's current Managing Director. In addition to his role as Managing
Director of Arovit, Enevoldsen will become a Senior Vice President of Doane.
Certain statements made in this press release are "forward-looking
statements" within the meaning of Section 27A of the Securities Act and Section
21B of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
All statements other than statements of historical facts included in this press
release are forward-looking statements. Readers should not place undue reliance
on any forward-looking statements, which speak only as of the date made.
Although the Company believes that the expectations reflected in such
forward-looking statements are reasonable, it can give no assurance that such
expectations will prove to have been correct. It is important to note that
results could differ materially from those projected in such forward-looking
statements. Factors that could cause results to differ materially include
without limitation: changes in demand from major customers, changes in demand
for the Company's products, changes in market trends, general competitive
pressures from existing and new competitors, adverse changes in operating
performance and adverse economic conditions. Further information concerning
factors that could cause actual results to differ materially from those in the
forward-looking statements are contained from time to time in the Company's SEC
filings, including without limitation the Company's 1998 Form 10-K/A.
SOURCE Doane Pet Care Company
-0- 3/24/2000
/CONTACT: Thomas R. Heidenthal, Senior Vice President & CFO of Doane Pet
Care Company, 615-373-7774/
