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 Earliest Event Reported) December 7, 1998
STEVIA COMPANY, INC.
(Exact name of Registrant as specified in its charter)
Illinois 0-11718 36-2967419
- ------------------------------------------------------------------------------
(State or other jurisdiction (Commission File Number) (IRS Employer identifi-
of incorporation) cation)
1940 E. Devon, Elk Grove Village, Illinois 60007
- --------------------------------------------------------------------------------
(Address of principal executive offices)
Registrant's telephone number, including area code: (847) 593-0226
N/A
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
Item 3. Bankruptcy or Receivership.
On November 17, 1998, Stevia Company, Inc. (the "Company")
voluntarily filed a Complaint for Judicial Dissolution under Section 5/12.50
of the Illinois Business Corporation Act of 1983 in the State of Illinois
Circuit Court for the County of Cook, County Department, Chancery Division.
The case has been assigned to the Honorable Ellis Reid and designated as case
number 98 CH 15912.
On December 7, 1998, the Circuit Court for the County of Cook, County
Department, Chancery Division, of Illinois (the "Court") approved the Motion
of the Company to appoint Lauane C. Addis, Secretary and General Counsel, as
a Receiver Pendant Lite. The Court also approved the sale of the Company's
Pueblo, Colorado facility pursuant to the terms of the Commercial Contract to
Buy and Sell Real Estate dated June 1, 1998, between the Company and Pacific
Aero Manufacturing, Inc. A hearing for approval of the Complaint for Judicial
Dissolution has not been scheduled.
Item 7. Financial Statements Pro Forma and Exhibits Financial Information
(c) Exhibits
99.1 Press Release issued by the Company on December 8, 1998.
99.2 Court Order approving Lauane C. Addis as Receiver Pendant Lite and
authorizing sale of the Company's Pueblo, Colorado facility.
99.3 Commercial Contract to Buy and Sell Real Estate dated June 1, 1998,
between the Company and Pacific Aero Manufacturing, Inc. (i).
- ----------------------
(i) Incorporated by reference to Form 10Q for the quarterly period ended July
31, 1998 filed with the Securities and Exchange Commission.
<PAGE>
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.
STEVIA COMPANY, INC.
Date: December 8, 1998 By: /s/ Fred K. Suzuki /s/
------------------------------
Fred K. Suzuki, President
By: /s/ Lauane C. Addis /s/
-------------------------------
Lauane C. Addis, Secretary
<PAGE>
EXHIBIT INDEX
Exhibit Sequential
Number Page Number
- ----------- -----------------
99.1 E-1 Press Release issued by the Company on December 8, 1998
99.2 E-3 Court Order approving Lauane C. Addis as Receiver Pendant
Lite and authorizing sale of the Company's Pueblo,
Colorado facility.
<PAGE>
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 Earliest Event Reported) December 7, 1998
STEVIA COMPANY, INC.
(Exact name of Registrant as specified in its charter)
Illinois 0-11718 36-2967419
- --------------------------------------------------------------------------------
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification)
1940 E. Devon, Elk Grove Village, Illinois 60007
- --------------------------------------------------------------------------------
(Address of principal executive offices)
Registrant's telephone number, including area code: (847) 593-0226
EXHIBITS
<PAGE>
PRESS RELEASE
For Immediate Release
Company Contact: Fred K. Suzuki
(847) 593-0226
STEVIA COMPANY, INC. SEEKS JUDICIAL
DISSOLUTION
Elk Grove, Illinois (December 8, 1998) - Stevia Company, Inc.
(Unlisted) announced today that the Company has filed a voluntary Complaint
for Judicial Dissolution under Section 5/12.50 of the Illinois Business
Corporation Act of 1983 in the Circuit Court of Cook County, County
Department, Chancery Division. The Company further announced that the Court
has approved the appointment of Lauane C. Addis, Secretary and General Counsel
of the Company, as an interim receiver and approved the sale of the Company's
Pueblo, Colorado facility.
Fred K. Suzuki, President, said that "The Company has not been
successful in commercializing its alternative sweetener, Rebaudioside A, or
other products derived from the Stevia Rebaudiana plant." The Company has
incurred significant losses during the past several years, and has not been
able to obtain financing to commence proposed commercial operations.
On June 1, 1998, Stevia Company, Inc. entered into a contract for the
sale of its uncompleted processing facility in Pueblo, Colorado. The Court
approved of the sale of the Pueblo, Colorado facility pursuant to the terms of
this contract. The Company expects to use the proceeds from the sale of the
facility and its other remaining assets to pay creditors.
"Judicial Dissolution is prudent because the Company can no longer
conduct its business operations for the benefit of the Shareholders," said Mr.
Suzuki. "Unless action is taken quickly in a manner to hold cost of
dissolution to a minimum, the Company will be unable to pay its creditors," he
added.
Stevia Company, Inc. was organized for the purpose of developing,
manufacturing and marketing national sweeteners and other products derived
from the Stevia Rebaudiana plant. One product, Rebaudioside A, is a
sweetener, 225-450 times sweeter than sugar.
This Press Release contains forward-looking statements that involve
risks and uncertainties. Actual results, events and performance could differ
materially from those contemplated by these forward-looking statements. Among
the factors that could cause actual results, events and performance to differ
materially are risks and uncertainties discussed in this Press Release and
those detailed from time to time in the Company's filing with the Securities
and Exchange Commission, including the Company's Annual Report on Form 10-K
for the fiscal year ending April 30, 1998, the Company's Quarterly Reports on
Form 10-Q for the quarterly periods ended July 31 and October 31, 1998, and in
the Company's other public reports and statements.
E-1
<PAGE>
EXHIBIT 3
<PAGE>
IN THE CIRCUIT COURT OF COOK COUNTY, ILLINOIS
COUNTY DEPARTMENT, CHANCERY DIVISION
IN RE: )
)
DISSOLUTION OF )
STEVIA COMPANY, INC. ) 98 CH 15912
)
)
ORDER
This matter came on to be heard on the continued Motion for the
Appointment of a Receiver; the Court conducted a hearing on the Motion, orders
as follows:
A. Lauane C. Addis shall be appointed Receiver Pendant Lite.
B. As Receiver, Lauane C. Addis shall be authorized to sell and close
33850 United Avenue, Pueblo, Colorado, pursuant to the contract dated June 1,
1998, with Pacific Aero Manufacturing as purchaser, and shall hold proceeds
subject to Court approval.
Atty. No. 55429 Clerk of the Circuit Court
Name Bruce de'Medici AURELIA PUCINSKI
Attorney for Stevia Co., Inc.
Address 53 W. Jackson, #30 ENTER: December 7, 1998
City/Zip Chicago, IL 60604
Telephone (312) 431-1670 By: \s\ Judge E. Reid, #191 \s\
----------------------------
AURELIA PUCINSKI, CLERK OF THE CIRCUIT COURT OF COOK COUNTY, IL
E-3
