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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
Date of Report (Date of earliest event reported): April 24, 2000
ANGELICA CORPORATION
(Exact name of registrant as specified in its charter)
Missouri 1-5674 43-0905260
(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation) Number) Identification
Number)
424 South Woods Mill Road 63017-3406
Chesterfield, Missouri (Zip Code)
(Address of principal executive offices)
(314) 854-3800
Registrant's telephone number, including area code
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ITEM 5. OTHER EVENTS
In a press release dated April 24, 2000, a copy of which is
attached hereto as Exhibit 99.1 and incorporated by reference herein,
Angelica Corporation announced that it will reduce its quarterly
dividend to $.08 per share from its current quarterly rate of $.24 per
share ($.96 per share annually). The new anticipated per share rate of
$.08 per quarter ($.32 per year) would be effective with the July 1
dividend, expected to be declared next month. The Company also
announced that the Board of Directors had authorized a stock repurchase
program of up to 2,000,000 shares during the next three years.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
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Item Exhibit
99.1 Press Release, dated April 24, 2000.
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.
Dated: April 28, 2000
ANGELICA CORPORATION
By: /s/ Theodore M. Armstrong
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Theodore M. Armstrong
Chief Financial Officer
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EXHIBIT INDEX
Exhibit
Number
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99.1 Press Release, dated April 24, 2000.
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[Angelica letterhead]
News Release
FOR IMMEDIATE RELEASE CONTACT: DON W. HUBBLE
ST. LOUIS, MISSOURI CHAIRMAN, PRESIDENT AND CEO
APRIL 24, 2000 OR
T. M. ARMSTRONG
CHIEF FINANCIAL OFFICER
TELE: (314) 854-3800
ANGELICA REDUCES DIVIDEND RATE,
ANNOUNCES STOCK REPURCHASE PROGRAM
AND REPORTS RESIGNATION OF ALAN D. WILSON
Angelica Corporation announced today that it will reduce its regular
quarterly dividend rate to $.08 per share and that it is instituting a
stock repurchase program for up to 2,000,000 shares of its Common Stock
over the next three years.
The actions were taken at a meeting of the Board of Directors held April
24, 2000 at which various financial restructuring options were
considered as a part of the strategic alternatives review begun last
November. On April 13, 2000 Angelica had announced the end of efforts to
sell all or part of the Company. Don W. Hubble, Chairman, President and
Chief Executive Officer of Angelica, said "This is a logical outcome of
our strategic review process. It is clear that greater shareholder value
will be delivered by continuing the turnaround process, which is showing
good progress at this time. Reducing the dividend rate, which was well
beyond our target payout ratio of 30 to 40 percent of earnings, and
using the cash saved to repurchase stock and to grow our business will
enhance the turnaround results over time."
Angelica currently has approximately 8,700,000 issued and outstanding
shares of Common Stock. Repurchases under the 2,000,000 - share
authorization may be made by means of open market purchases and/or
private transactions using internal and external sources of corporate
funds. Repurchases may be made at various times and at such prices as
the Company believes to be attractive in the circumstances. In addition,
repurchases will be made within the limitations of minimum shareholders'
equity requirements under certain of the Company's long-term debt
indentures, eliminating the need to refinance that debt and to incur
large prepayment penalties.
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Angelica has continuously paid cash dividends since 1970. The current
per share rate of $.24 per quarter ($.96 per year) has been in place
since October, 1995. The new anticipated per share rate of $.08 per
quarter ($.32 per year) would be effective with the July 1 dividend,
expected to be declared next month.
Separately, Angelica announced that Alan D. Wilson has resigned as Vice
President of Angelica and as President of its Textile Services segment
to pursue other interests. Hubble commented that "Alan has been with
Angelica since 1987 and has run our textiles services business for the
past four years. We thank him for his contributions and wish him success
in his future endeavors." Pending results of an executive search for a
replacement for Wilson, Edward P. Ryan has been promoted to Executive
Vice President of Textile Services and will act as interim President of
that segment. Ryan has served as Vice President - Sales and Marketing
for Textile Services since 1998 and last year led efforts that resulted
in record new business revenues for the segment. Prior to joining
Angelica, Ryan worked for Xerox Corporation for 31 years.
Angelica Corporation, traded on the New York Stock Exchange under the
symbol AGL, provides textile rental and laundry services to health care
institutions, manufactures and markets uniforms for institutions and
businesses, and operates a national chain of retail uniform and shoe
stores.
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