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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): February 10, 1999
Fresh Foods, Inc.
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(Exact Name of Registrant as Specified in Charter)
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North Carolina 0-7277 33-0213512
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
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3437 East Main Street, Claremont, NC 28610
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(Address of Principal Executive Offices) (Zip Code)
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Registrant's telephone number, including area code: (704) 459-7626
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Item 5. Other Events
The registrant hereby files its press releases dated January 19, 1999
and February 5, 1999 as Exhibits 99.1 and 99.2 hereto.
Item 7. Exhibits
99.1 Press release dated January 19, 1999
99.2 Press release dated February 5, 1999
SIGNATURE
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.
Date: February 11, 1999 FRESH FOODS, INC.
By: /s/ James E. Harris
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James E. Harris
Executive Vice President
and Chief Financial Officer
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Exhibit 99.1
Fresh Foods To Buy Back Stock
CLAREMONT, N.C., Jan. 19 /PRNewswire/ - Fresh Foods, Inc. (NASDAQ:
FOOD) announced today that its board of directors has authorized the repurchase
from time to time of up to $1.5 million of its common stock. BancBoston
Robertson Stephens has been engaged to execute the stock repurchase program. The
company will draw upon its credit resources as necessary to repurchase its
stock.
David R. Clark, the company's president, said that the board believes
that the company's stock is an excellent investment under current market
conditions. Fresh Foods common stock traded as high as $29.00 per share to close
out 1997 before declining in 1998. The last sale price of Fresh Foods common
stock on Nasdaq last Friday was $4.88 per share. There were 5,914,174 shares
outstanding at October 16, 1998.
Fresh Foods, Inc. is the parent company of several wholly owned
subsidiaries, principally Pierre Foods, LLC, which operates food processing
facilities in Cincinnati, Ohio and Claremont, North Carolina, and Claremont
Restaurant Group, LLC, which is responsible for the company's restaurant
activities.
The company's food products include numerous fully cooked meat products
as well as packaged microwaveable sandwiches for the foodservice, vending,
convenience store and other home meal replacement markets. Fresh Foods sells its
high-quality, value-added products under the Pierre(TM), Fast Choice(R) and Mom
'n' Pop's(R) brand names, which are widely recognized in the food industry. It
also sells a variety of sandwiches under several national restaurant brands.
Fresh Foods owns and operates 48 Sagebrush(R) restaurants. In addition,
the company owns and operates thirteen Western Steer(R) and five Prime
Sirloin(R) locations and one Bennett's(TM) restaurant. A total of 36 franchised
locations operate under the Western Steer, Prime Sirloin and Bennett's concepts.
CONTACT: James E. ("Jamie") Harris, Executive Vice President and Chief Financial
Officer, Fresh Foods, Inc., (828) 459-7626
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Exhibit 99.2
Fresh Foods Authorizes $1.8 Million In Loan Programs To Fund
Management Stock Purchases
CLAREMONT, N.C., Feb. 5 /PRNewswire/ -- Fresh Foods, Inc. (NASDAQ: FOOD)
announced today the adoption of two company-funded stock purchase loan programs.
These programs will offer selected members of management, including directors,
5-year unsecured loans to fund individual purchases of Fresh Foods common stock,
up to a maximum aggregate principal amount of $1.8 million. Implementation is
subject to compliance with SEC registration requirements and receipt of
acceptances from individuals who are invited to participate. The Company expects
the programs to commence as soon as Wednesday, February 10, 1999. BancBoston
Robertson Stephens Inc. will be engaged to execute the programs.
David R. Clark, the Company's president and chief operating officer,
said "The company's board and senior officers are enthusiastic about the
company's future prospects and are eager to increase their equity stakes in
Fresh Foods. It is in the company's best interest to encourage these
investments, particularly given the currently prevailing market prices for Fresh
Foods common stock." Fresh Foods common stock traded as high as $29.00 per share
to close out 1997 before declining in 1998. The last sale price of Fresh Foods
common stock on Nasdaq on Thursday was $5.75 per share. There were 5,914,809
shares outstanding at January 19, 1999. Clark added, "In view of the company's
decision to offer further incentives to its senior management, the company is
temporarily suspending its previously announced stock repurchase program in
favor of these new programs." The company's stock repurchase program may be
resumed in the future without public notice.
Fresh Foods, Inc. is the parent company of several wholly owned
subsidiaries, principally Pierre Foods, LLC, which operates food processing
facilities in Cincinnati, Ohio and Claremont, North Carolina, and Claremont
Restaurant Group, LLC, which is responsible for the Company's restaurant
activities.
The Company's food products include numerous fully cooked meat products
as well as packaged microwaveable sandwiches for the foodservice, vending,
convenience store and other home meal replacement markets. Fresh Foods sells it
high-quality, value-added products under the Pierre(R), Fast Choice(R) and Mom
'n' Pop's(R) brand names, which are widely recognized in the food industry. It
also sells a variety of sandwiches under several national restaurant brands.
Fresh Foods owns and operates 48 Sagebrush(R) restaurants. In addition,
the company owns and operates 13 Western Steer(R) and five Prime Sirloin(R)
locations and one Bennett's(TM) restaurant. A total of 36 franchised locations
operate under the Western Steer, Prime Sirloin and Bennett's concepts.
CONTACT: James E. ("Jamie") Harris, Executive Vice President and Chief Financial
Officer, Fresh Foods, Inc., (828) 459-7626
