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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): June 1, 1998
Commission file number 33-30261
WINDY HILL PET FOOD COMPANY, INC.
(Exact Name of Registrant as Specified in Its Charter)
MINNESOTA 41-0323270
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(State or Other Jurisdiction (IRS Employer Identification No.)
of Incorporation or Organization)
Highwoods Plaza II
103 Powell Court, Suite 200
Brentwood, TN 37027
(Address of Principal Executive Office, Including Zip Code)
(615) 373-7774
(Registrant's Telephone Number, Including Area Code)
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Item 2. Acquisition of Disposition of Assets
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On June 1, 1998, Windy Hill Pet Food company, Inc. a Minnesota
corporation (the "Company"), completed the acquisition of all of the capital
stock of Deep Run Packaging Co., Inc. ("Deep Run"). Deep Run is a manufacturer
of canned pet food for private label retailers. The purchase price of
approximately $16 million was based on arm's length negotiations between the
Company and the shareholders of Deep Run.
To finance the acquisition of Deep Run and related costs, the Company
borrowed $17 million under the Company's revolving credit facility under
the Company's credit agreement.
Item 7. Financial Statements, Pro Forma Financial Information
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and Exhibits
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(a) Financial Statements of the Business Acquired (Deep Run); Pro Forma
Financial Information. Providing the financial statements and pro
forma financial information required by this item is not practical
at the time of this report on Form 8-K, such financial statements
and pro forma financial information are expected to be filed within
60 days of this filing by an amendment to this report on Form 8-K/A.
(b) Exhibits. The following exhibits will be filed in accordance with
Item 601 of Regulation S-K, per an amendment to this report on Form
8-K/A:
2.1 Stock Purchase Agreement dated April 6, 1998 between Windy
Hill Pet Food Company, Inc. and the shareholders of Deep
Run Packaging Co., Inc.
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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.
WINDY HILL PET FOOD COMPANY, INC.
Date: June 16, 1998 By /s/ Charles W. Dunleavy
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Charles W. Dunleavy
Chief Financial Officer and duly
authorized officer
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