================================================================================
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): November 12, 2000
THE GRAND UNION COMPANY
--------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
DELAWARE
--------------------------------------------------------------------------------
(State or Other Jurisdiction of Incorporation)
0-26602 22-1518276
------------------------ ------------------------------------
(Commission File Number) (I.R.S. Employer Identification No.)
201 WILLOWBROOK BOULEVARD
WAYNE, NEW JERSEY 07470
--------------------------------------------------------------------------------
(Address of Principal Executive offices) (Zip Code)
(973) 890-6000
--------------------------------------------------------------------------------
(Registrant's Telephone Number, Including Area Code
NOT APPLICABLE
--------------------------------------------------------------------------------
(Former Name or Former Address, if changed Since Last Report)
================================================================================
NY2:\982537\01\L24P01!.DOC\50318.0009
<PAGE>
ITEM 5. OTHER EVENTS.
On November 12, 2000, The Grand Union Company (the "Company") entered
into a definitive asset sale agreement (the "Agreement") with C&S Wholesale
Grocers, Inc. ("C&S"), the Company's principal supplier, which provides for the
purchase by C&S of substantially all of the Company's assets and business for a
purchase price of $301.8 million. A copy of the Agreement is attached as Exhibit
99.1 to this Form 8-K and is hereby incorporated by reference.
The press release announcing the execution of the Agreement, which is
filed as Exhibit 99.2 to this Form 8-K and hereby incorporated by reference,
contains a more complete description of such events.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
Exhibit No. Exhibit
----------- -------
99.1 Form of Agreement.
99.2 Press Release, dated November 13, 2000.
2
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the registrant has duly caused this Report to be signed on its
behalf by the undersigned thereunto duly authorized.
THE GRAND UNION COMPANY
Date: November 13, 2000. By: /s/ Glenn J. Smith
-----------------------------
Glenn J. Smith
Senior Vice President
3
<PAGE>
EXHIBIT INDEX
Exhibit No. Exhibit
----------- -------
99.1 Form of Agreement.
99.1 Press Release, dated November 13, 2000.
4
