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 24, 1997
THE EARTHGRAINS COMPANY
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
1-7554 36-3201045
(Commission file Number) (I.R.S. Employer Identification No.)
8400 Maryland Avenue, St. Louis, Missouri 63105
(Address of Principal Executive Offices) (Zip Code)
(314) 259-7000
(Registrant's Telephone Number, Including Area Code)
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Item 5. Other Events
The Earthgrains Company entered into an agreement on July 24,
1997 to acquire CooperSmith, Inc., of Atlanta, Georgia. The
transaction is subject to regulatory approval. Terms of the all-
cash for stock acquisition will be announced prior to or at
closing.
CooperSmith operates wholesale bakeries in the South,
Southeast, and Northeast United States. CooperSmith reported net
sales of approximately $250 million in fiscal 1996 and operates
eight packaged bread, bun, and roll bakeries. CooperSmith is the
owner of Kern's Bakeries, Smith's Bakeries, Waldensian Bakery, and
My Bread Bakery. Key CooperSmith bakery brands include Smith's,
Coopers Mill, Kern's, Country Recipe, and Waldensian Heritage. The
company also is a member of the Quality Bakers of America
Cooperative, Inc., and manufactures and distributes the Sunbeam
brand of fresh packaged baked goods throughout most of its service
territory.
CooperSmith employs approximately 3,000 employees and operates
900 direct-customer delivery routes. It has plants in Mobile,
Alabama; Knoxville, Tennessee; London, Kentucky; New Bedford,
Massachusetts; Meridian, Mississippi; Valdese, North Carolina;
Greenville, South Carolina; and Bristol, Tennessee.
Earthgrains is the third-largest producer of fresh baked goods
and the only manufacturer of store-brand canned refrigerated dough
products in the United States. Earthgrains markets bread, bun, and
roll products under the Colonial, Rainbo, IronKids, Grant's Farm,
Earthgrains, and Heiner's brands. Internationally, the company
markets bakery products under the Bimbo and Silueta brands in Spain
and Portugal and refrigerated dough products under the CroustiPate
and HappyRoll brands and private labels in France and Western
Europe.
Earthgrains operates 37 bakeries in the South, Southeast,
Southwest and Midwest United States and Northern California.
Earthgrains, which has 11,000 U.S. employees, also operates two
refrigerated dough plants in the United States.
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.
THE EARTHGRAINS COMPANY
(Registrant)
Date: July 30, 1997 By: /s/ Mark Krieger
Mark H. Krieger
Vice President and
Chief Financial
Officer
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