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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): September 13, 1999
Fresh Foods, Inc.
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(Exact Name of Registrant as Specified in Charter)
North Carolina 0-7277 56-0945643
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
361 Second Street, NW, Hickory, North Carolina 28601
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (828) 304-0027
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Item 5. Other Events
On Monday, September 13, 1999, the Registrant announced the
signing of a definitive agreement to sell the Registrant's restaurant
subsidiaries. The Registrant hereby files its press release dated September 13,
1999 as Exhibit 99.1.
Item 7. Exhibits
99.1 Press release dated September 13, 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: September 15, 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
[Letterhead of Fresh Foods, Inc.]
Fresh Foods Agrees to Sell Claremont Restaurant Group to
Carousel Capital
HICKORY, N.C., Sept. 13 /PR Newswire/ - Fresh Foods, Inc. (Nasdaq:
FOOD) announced today that it has signed a definitive agreement to sell its
Claremont Restaurant Group to a group led by Carousel Capital Partners, L.P.
Claremont Restaurant Group owns and operates 49 Sagebrush(R) Steakhouse & Saloon
restaurants, thirteen Western Steer(R) restaurants and four Prime Sirloin(R)
restaurants. A total of 30 franchised restaurants operate under the Western
Steer and Prime Sirloin concepts.
Carousel Capital is a Charlotte-based merchant bank founded by
prominent Charlotte businessmen Erskine Bowles, Nelson Schwab and Reid Leggett.
They are being joined in this endeavor by Dennis Thompson, the Charlotte
restaurateur who is recognized for his successes with restaurant and food
concepts such as Godfather's Pizza, Lone Star Steakhouse, Pancho & Lefty's, Blue
Marlin and Jack Mackerel's.
Terms of the agreement include a $50 million cash purchase price. The
closing is subject to certain conditions, including the completion of bank
financing.
David R. Clark, Fresh Foods' president and chief operating officer,
explained his company's decision to sell its restaurant subsidiary as "part of a
strategy to maximize shareholder value." He said, "The net proceeds from the
sale will be used to reduce debt and redeployed to support the company's rapidly
growing food processing business." Fresh Foods also is the parent company of
Pierre Foods, LLC, which owns and operates food processing facilities in
Cincinnati, Ohio and Claremont, North Carolina.
Pierre Foods is a leading manufacturer of fully cooked branded and
private-label protein and bakery products and is the largest integrated producer
of microwaveable sandwiches. It provides specialty beef, poultry and pork
products formed and portioned to meet specific customer requirements. Pierre
Foods sells primarily to the foodservice market and today serves many leading
national restaurant chains, a majority of primary and secondary schools,
long-term healthcare facilities, military, vending, convenience store and other
niche markets.
Fresh Foods announced that separately it has agreed to sell to a
management group the one Bennett's(TM) restaurant that it owns.
At March 6, 1999, Fresh Foods had 5,807,049 shares of common stock
outstanding. The last sale price published for the stock at the market close on
Friday, September 10, 1999, was $9.125 per share.
SOURCE: Fresh Foods, Inc.
09/13/99
CONTACT: David R. Clark, President and Chief Operating Officer of Fresh Foods,
Inc., (828) 304-2307
