FORM 8 - K
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: February 3, 1997
NPC INTERNATIONAL, INC.
(Exact name of registrant is specified in its charter)
Kansas
(State of incorporation)
0-13007 48-0817298
(Commission Identification No.) (IRS
Employer 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
The press release filed with this report as Exhibit 99-A is
incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a.) Financial statements of business acquired.
Not applicable.
(b.) Pro forma financial information
Not applicable.
(c.) Exhibits
The exhibits set forth on the Index to Exhibits on page
3 are incorporated herein by reference.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused this report to be
singed on its behalf by the undersigned thereunto duly
authorized.
NPC INTERNATIONAL, INC.
DATED: February 3, 1997
Troy D. Cook
Vice President Finance
Chief Financial Officer
Principal Financial Officer
PAGE NO.
IN THIS
EXHIBIT DESCRIPTION FILING
99-A Press Release of Registrant dated January 24, 1997 4
Troy Cook
Vice President Finance and
Chief Financial Officer
(316) 231-3390
FOR IMMEDIATE RELEASE
NPC INTERNATIONAL, INC. ANNOUNCES 122 UNIT
PIZZA HUT ACQUISITION FROM PIZZA HUT, INC.
Acquisition represents a 30 % increase in NPC operated Pizza
Hut units
PITTSBURG, Kansas, (January 24, 1997) - Consistent with
NPC International, Inc.'s (NASDAQ:NPCI) goal to continue its
growth in the PepsiCo, Inc.'s Pizza Hut system, the Company
announced today that it had signed a letter of intent with
the Pizza Hut, Inc. to acquire 122 Pizza Hut restaurants and
associated development areas located in the Topeka, KS;
Beaumont/Port Arthur, TX; Champaign/Springfield, IL; Lake
Charles, LA; Evansville, IN; Terre Haute, IN; Ft. Smith, AR;
Jackson, TN; Tulsa, OK; and Longview, TX Designated Market
Areas, for $53.5 million. The 88 restaurants and 34
delivery carry-out units generated nearly $71 million in
sales during the 52 weeks ended November, 1996. This
acquisition follows NPC's acquisition of 31 units from a
Pizza Hut franchisee in North Carolina which closed on
October 31, 1996.
NPC is actively engaged in reviewing opportunities as
presented by Pizza Hut, Inc. In addition, the company
remains active in the pursuit of franchisee locations that
are contiguous to the company's territory. Assuming
consummation of this transaction, NPC will have acquired 176
Pizza Hut units during the last 22 months, for an increase
of over 50% in the number of Pizza Hut units operated since
it's fiscal year ended March 28, 1995.
David Novak, Group President and CEO of Pizza Hut, Inc.
said, "This transaction is positive for NPC and the Pizza
Hut brand. NPC has proven its ability as an outstanding
operator through its historical performance and we look
forward to their continued leadership role in the Pizza Hut
system."
Gene Bicknell, Chairman and CEO, of NPC said, "This
acquisition is representative of NPC's commitment to the
Pizza Hut brand. With 26% share of the pizza industry,
Pizza Hut is clearly the industry leader and is well
positioned to dominate the pizza market. Accordingly, we
will continue to invest in this "mega-brand" through future
acquisitions as they become available."
Jim Schwartz, President and COO, of NPC added, "This
acquisition brings our Pizza Hut restaurant holdings to over
530 units. These stores will supplement our significant
presence in the southeastern United States and provide the
Company with an initial foothold in Illinois, and Indiana.
With this acquisition and continued growth at Tony Roma's we
are targeting consolidated revenue in excess of $400 million
in fiscal 1998, for an increase of over 30% from anticipated
fiscal 1997 levels. We are excited about this latest
opportunity and look forward to future growth opportunities.
To accommodate the assimilation of the 122 units the
transaction may be concluded in two separate closings. The
Company expects the first closing to occur in early March
and the second closing, if necessary, to occur in late March
or early April. Consummation of the transaction is subject
to negotiation of a definitive asset acquisition agreement,
board approval of both companies, financing, and approval
from regulatory agencies.
NPC International, Inc. is the world's largest Pizza
Hut franchisee and operates 415 Pizza Hut restaurants and
delivery kitchens in eleven states. Through Romacorp, Inc. a
wholly-owned subsidiary, NPC also operates and franchises
179 Tony Roma's restaurants, the casual theme restaurant
famous for ribs.
With the exception of historical information, certain
of the matters discussed in this news release are forward-
looking statements that involve estimates, risks and
uncertainties including, but not limited to, economic
conditions, availability of real-estate, competitive
conditions and pricing and other risks indicated in filings
with the Securities and Exchange Commission.
For more information contact Troy D. Cook, Vice
President Finance and Chief Financial Officer, NPC
International, Inc., 720 W. 20th Street, Pittsburg, Kansas
66762. Telephone Number: (316) 231-3390.
NPC INTERNATIONAL, INC.
RESTAURANT HOLDINGS
PIZZA HUTS:
Existing Units to be Acquired Proforma
Units from Pizza Hut, Inc. Unit Count
<TABLE>
<S> <C> <S> <C>
Alabama 81 - 81
Arkansas 53 19 72
Georgia 1 - 1
Illinois - 20 20
Indiana - 14 14
Kentucky 7 6 13
Kansas 9 12 21
Louisiana 29 7 36
Mississippi 114 - 114
Missouri 30 - 30
North Carolina 31 - 31
Oklahoma 7 26 33
Tennessee 44 3 47
Texas 5 15 20
Total 411 122 533
</TABLE>
TONY ROMA'S - Company-Owned:
Existing Units
<TABLE>
<S> <C>
Alabama 2
California 5
Florida 15
Missouri 1
Nevada 2
Oklahoma 1
Texas 11
Total 37
</TABLE>
NOTE: The company also franchises 91 units in 20
states and 49 units in 17 foreign countries.
