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: November 6, 1995
NPC INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Kansas
(State of incorporation)
0-13007 48-0817298
(Commission (IRS Employer
File Number) Identification No.)
720 W. 20th Street, Pittsburg, Kansas 66762
(Address of principal executive office) (Zip Code)
Registrant's telephone number: (316-231-3390)
Item 5. Other events
On November 6, 1995, a Special Committee of the board
of directors of the Company announced that it has determined
to evaluate a proposal submitted by a management group led by
Mr. O. Gene Bicknell for a merger in which a company
controlled by the management group would acquire all of the
stock not owned by the management group for $9.00 per share.
The proposal is made subject to an acceptable definitive
agreement and to the availability of financing on acceptable
terms.
The following exhibits are attached:
Exhibit 1 - Press release from November 6, 1995
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
thereunto duly authorized.
NPC INTERNATIONAL, INC.
Date: November 6, 1995 By: Troy Cook
Vice President and
Chief Financial Officer
Contact: David G. Short
Vice President Legal
and Secretary
(214) 343-7886
FOR IMMEDIATE RELEASE
NPC INTERNATIONAL, INC. ANNOUNCES
PROPOSAL TO ACQUIRE MINORITY INTEREST
PITTSBURG, Kansas, (November 6, 1995) - A Special
Committee of the board of directors of NPC International,
Inc. (NPCI) announced today that it has determined to
evaluate a proposal submitted by a management group led by
Mr. O. Gene Bicknell, Chairman of the Board and Chief
Executive Officer, for a merger in which a company
controlled by the management group would acquire all of the
stock of the Company not owned by the management group for
$9.00 per share. The proposal was made subject to an
acceptable definitive agreement and to the availability of
financing on acceptable terms.
The management group consists of Mr. Bicknell, James
K. Schwartz, President and Chief Operating Officer, and Troy
D. Cook, Vice-President-Finance and Chief Financial Officer.
Mr. Bicknell beneficially owns approximately 62% of the
outstanding common stock of the company.
The Special Committee, which is composed of the outside
directors of the company, has retained CS First Boston and
legal counsel to assist in evaluating the proposal. The
Committee intends to condition any recommendation it makes
regarding the proposal upon the receipt of an opinion from
its financial advisors that the transaction is fair from a
financial point of view to public stockholders.
NPC International, Inc. is the world's largest Pizza
Hut franchisee and currently operates 372 Pizza Hut
restaurants and delivery kitchens in 11 states.
Additionally, the Company operates and franchises 116
Skipper's quick service seafood restaurants in seven western
states and British Columbia. NPC also operates and
franchises 171 Tony Roma's restaurants, the casual theme
restaurant Famous for Ribs, worldwide.
The Company's stock is traded on the NASDAQ National
Market under the symbols "NPCI".
