UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): September 13, 2000
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SFAC New Holdings, Inc.
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(Exact name of registrant as specified in its charter)
State of Delaware 33-383149 52-2173534
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(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation or organization) Identification No.)
520 Lake Cook Road, Suite 550, Deerfield, IL 60015
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (847) 405-5300
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ITEM 5. OTHER EVENTS
As disclosed on Form 8-K on June 16, 2000, SFAC New
Holdings, Inc. and certain of its affiliates (collectively
the "Company") previously entered into a Plan Settlement and
Lock-up Agreement between the Company and a major portion of
its bondholders (the "Bondholder Agreement") regarding the
methodology for the allocation of sale proceeds and other
assets to its stakeholders in the event of a sale of the
Cookie Business (as defined in the Bondholder Agreement). A
copy of the Bondholder Agreement is attached.
Separately, the Company announced yesterday that it has
entered into a definitive agreement (the "Sale Agreement")
for the sale of the Cookie Business. The Sale Agreement
contemplates that Specialty Foods Acquisition Corporation
and certain of its non-operating subsidiaries will file a
proceeding in order to consummate the transaction pursuant
to Section 363 of the United States Bankruptcy Code. The
Sale Agreement does not contemplate that the Company's
current operating subsidiaries will be a part of any filing
by Specialty Foods Acquisition Corporation and certain of
its non-operating subsidiaries.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Exhibit No.
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99.10* Plan Settlement and Lock-up Agreement
SIGNATURES
Pursuant to 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.
SFAC NEW HOLDINGS, INC
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(Registrant)
Date: September 13, 2000 By: /s/ Robert L. Fishbune
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Robert L. Fishbune
Vice President and Chief
Financial Officer
