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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): July 1, 1998
Commission file number 333-50681
AURORA FOODS INC.
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE 94-3303521
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(State or Other Jurisdiction of (IRS Employer Identification No.)
Incorporation or Organization)
456 Montgomery Street
Suite 2200
San Francisco, California 94104
(Address of Principal Executive Office, Including Zip Code)
(415) 982-3019
(Registrant's Telephone Number, Including Area Code)
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Item 5. Other Events - S-1 Registration Statement
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On July 1, 1998, the initial public offering (the "IPO") of 12,909,372
shares of Common Stock, par value $0.01 per share, of Aurora Foods Inc. (the
"Company") by the Company and 1,590,628 shares of the Company's Common Stock by
its sole stockholder, Aurora/VDK LLC, at an initial public offering price of
$21.00 per share, was consummated. The Registration Statement on Form S-1 of
Aurora Foods Inc. relating to the IPO had been declared effective by the
Securities and Exchange Commission on June 25, 1998. On July 1, 1998,
concurrently with the closing of the IPO, VDK Holdings, Inc., Van de Kamp's,
Inc., Aurora Foods Holdings Inc., and AurFoods Operating Co. Inc. (f/k/a Aurora
Foods Inc.) merged with and into the Company.
The Company used the net proceeds from the IPO to repay certain
outstanding indebtedness and will use a portion of such net proceeds to redeem
its 12% Senior Subordinated Notes due 2005, issued under an Indenture dated as
of September 15, 1995, between Van de Kamp's, Inc. and Harris Trust and Savings
Bank, as Trustee.
In connection with the IPO, a written prospectus meeting the
requirements of Section 10 of the Securities Act of 1933, as amended, could be
obtained from Goldman, Sachs & Co.; BT Alex. Brown; Donaldson, Lufkin & Jenrette
Securities Corporation; Credit Suisse First Boston; SBC Warburg Dillon Reed
Inc.; and Chase Securities Inc. c/o Goldman, Sachs & Co., 85 Broad Street, New
York, New York 10004 and orders were executed by such underwriters.
Item 7. Exhibits
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None.
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.
AURORA FOODS INC.
Date: July 10, 1998 By /s/ James B. Ardrey
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James B. Ardrey
Vice Chairman
