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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): NOVEMBER 24, 1999
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INTERNATIONAL HOME FOODS, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE 13-3377322
(State or other (I.R.S. Employer
jurisdiction of incorporation) Identification Number)
1633 LITTLETON ROAD
PARSIPPANY, NEW JERSEY 07054
(Address of principal (Zip code)
executive offices)
Registrant's telephone number, including area code: (973) 359-9920
NOT APPLICABLE
(former address if changed since last report)
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ITEM 5. OTHER EVENTS.
International Home Foods, Inc. issued a press release dated November
26, 1999, announcing that it has filed a shelf registration statement with the
Securities and Exchange Commission for a public offering of 10,000,000 shares of
its common stock through an underwriting syndicate to be led by Donaldson,
Lufkin & Jenrette Securities Corporation. The shares are being registered
pursuant to a demand registration request that has been made by Hicks, Muse,
Tate & Furst Equity Fund III L.P. and HM3/IH Partners L.P. pursuant to a
Registration Rights Agreement dated as of November 1, 1996, by and among
International Home Foods, AHP Subsidiary Holding Corporation and AHFP Holding
Corporation. The underwriters have an option to purchase an additional 1,500,000
shares from the selling stockholders to cover over-allotments.
International Home Foods' press release announcing the transaction is
attached as Exhibit 99.1.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS
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*99.1 Press Release of International Home Foods, Inc. dated November
26, 1999.
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*Filed herewith
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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 thereunto duly authorized.
INTERNATIONAL HOME FOODS, INC.
By: /s/ N. MICHAEL DION
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Name: N. Michael Dion
Title: Senior V.P. and CFO
Date: November 24, 1999
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INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
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<S> <C>
*99.1 Press Release of International Home Foods, Inc. dated November
26, 1999.
</TABLE>
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*Filed herewith
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EXHIBIT 99.1
Contact: Lynne Misericordia
(973) 359-3195
INTERNATIONAL HOME FOODS, INC. FILES REGISTRATION STATEMENT
FOR SELLING STOCKHOLDERS
PARSIPPANY, N.J., November 26, 1999 - International Home Foods, Inc. announced
today that it has filed a shelf registration statement with the Securities and
Exchange Commission for a public offering of 10,000,000 shares of its common
stock through an underwriting syndicate to be led by Donaldson, Lufkin &
Jenrette Securities Corporation. The underwriters have an option to purchase an
additional 1,500,000 shares from the selling stockholders to cover
over-allotments. All of the shares offered are to be sold by Hicks, Muse, Tate &
Furst Equity Fund III L.P. ("Fund III L.P."), an investment fund sponsored by
Hicks, Muse, Tate & Furst Incorporated and HM3/IH Partners L.P., an affiliate of
Fund III L.P. Hicks Muse and its affiliates currently own 43,025,012 shares, or
58.3% of the Company's outstanding common stock, and immediately following the
offering, without regard to the over-allotment, will continue to own 33,025,012
shares, or 44.8% of the Company's common stock.
The offering of the shares is expected to commence in December of 1999. Upon
commencement of the offering, prospectuses will be available from Donaldson,
Lufkin & Jenrette Securities Corporation at 277 Park Avenue, New York, New York
10172.
A registration statement relating to these securities has been filed with the
Securities and Exchange Commission but has not yet become effective. These
securities may not be sold nor may offers to buy be accepted prior to the time
the registration statement becomes effective. This announcement shall not
constitute an offer to sell or the solicitation of an offer to buy nor shall
there be any sale of these securities in any State in which such offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such State.
International Home Foods, Inc. is a leading North American manufacturer and
marketer of shelf-stable food products. Its diversified, well-established
portfolio of brand name products includes, among others, Chef Boyardee(R) canned
pastas, Bumble Bee(R) canned seafood, PAM(R) cooking spray, Gulden's(R) mustard,
Ro*Tel(R) tomatoes with green chilies, Ranch Style(R) beans, Luck's(R) beans,
Dennison's(R) chili, Crunch 'n Munch(R) glazed popcorn, Jiffy Pop(R) popcorn and
Campfire(R) marshmallows.
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