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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
OCTOBER 15, 1999
Date of report (Date of earliest event reported)
DELTA BEVERAGE GROUP, INC.
(Exact Name of Registrant as Specified in Charter)
DELAWARE ------------ 75-2048317
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification Number)
2221 DEMOCRAT ROAD
MEMPHIS, TENNESSEE 38132
(Address of Principal Executive Offices, including Zip Code)
(901) 344-7100
(Registrant's Telephone Number, including Area Code)
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ITEM 5 OTHER EVENTS
On October 15, 1999, PepsiAmericas, Inc. ("PAS") issued
18,310,006 shares of PAS Class B Common Stock in connection
with the acquisition of Delta Beverage Group, Inc. ("Delta")
pursuant to an exchange agreement, effective June 28, 1999. As
a result, PAS currently owns all of the voting common stock of
Delta.
Prior to the acquisition, Pohlad Companies held a 33.1%
economic interest in PAS, 52.8% voting power over PAS and
59.3% of Delta's voting common stock. Following the
acquisition, Pohlad Companies held a 46.6% economic interest
in PAS, 51.9% voting power over PAS and none of Delta's voting
common stock.
Reference is made to the press release issued to the public by
Delta on October 15, 1999, and attached hereto as an exhibit,
relating to the acquisition of the company by PAS.
ITEM 7 FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS
(c) Exhibits
10.1 Delta Exchange Agreement, effective June 28, 1999
(incorporated by reference to the company's Current
Report on Form 8-K, filed with the SEC on July 14,
1999).
99.1 Press Release, dated October 15, 1999.
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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 on October 26, 1999.
DELTA BEVERAGE GROUP, INC.
By: /s/ John F. Bierbaum
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John F. Bierbaum
Chief Financial Officer and
Director
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EXHIBIT INDEX
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<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
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<S> <C>
10.1 Delta Exchange Agreement, effective June 28, 1999
(incorporated by reference to the company's Current Report on
Form 8-K, filed with the SEC on July 14, 1999).
99.1 Press Release, dated October 15, 1999.
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EXHIBIT 99.1
DELTA BEVERAGE GROUP ANNOUNCES COMPLETION OF MERGER
MEMPHIS, Tenn., Oct. 15 /PRNewswire/ -- Delta Beverage Group, Inc.
today announced completion of its combination with two Pepsi-Cola bottlers,
PepsiAmericas, Inc. (NYSE: PAS) (formerly Pepsi-Cola Puerto Rico Bottling
Company) and Dakota Beverage Company. Delta Beverage and Dakota Beverage are now
wholly-owned subsidiaries of PepsiAmericas.
"It is gratifying to us that the mergers are completed," noted Robert
C. Pohlad, chairman and CEO of PepsiAmericas, Inc. "We are proud of our
long-standing relationship with Pepsi-Cola and look forward to expanding our
business in the U.S. and Caribbean regions."
With this combination, PepsiAmericas becomes an anchor bottler in the
Pepsi-Cola system. The combined companies manufacture, distribute and market
PepsiCo soft drinks and Cadbury Schweppes products in exclusive franchise
territories that include Puerto Rico and portions of Arkansas, Iowa, Louisiana,
Minnesota, Mississippi, North Dakota, South Dakota, Tennessee and Texas.
