SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15d of the
Securities and Exchange Act of 1934
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Date of Report (Date of earliest
event reported) February 26, 1998
WLR Foods, Inc.
(Exact name of registrant as specified in its charter)
Virginia 0-17060 54-1295923
(State of (Commission File (IRS Employer Iden-
Incorporation) Number) tification No.)
P.O. Box 7000 22815
Broadway, Virginia (Zip Code)
(Address of Principal executive offices)
(540) 896-7001
(Registrant's telephone number,
including area code)
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Item 5. Other Events
On February 26, 1998, WLR Foods, Inc. issued the following press release.
FOR IMMEDIATE RELEASE
Investor Contact: Robert Ritter
Chief Financial Officer
540-896-7001
Media Contact: Gail Price, Director of
Corporate Communication
540-896-0406
540-743-4007 (evenings)
WLR FOODS COMPLETES REFINANCING PLAN
Broadway, Virginia, February 26, 1998 WLR Foods, Inc. (NASDAQ: WLRF)
President and Chief Executive Officer James L. Keeler today announced the
Company has restructured its existing debt and secured an additional $55
million of borrowing capacity.
First Union National Bank is the agent for a syndicate of lenders for the
$257 million package, which will be secured by assets of WLR Foods and its
subsidiaries. The Company s existing debt to its banks and to the holders
of the senior notes due in 2001 and 2007, together with the new credit,
have been combined into a $152 million term loan with the principal due on
January 1, 2000 and a $105 million revolving line of credit.
Interest on $55 million of the new revolver will be priced at LIBOR plus
300 basis points. The balance of the revolver and the term loan will be
priced initially at prime plus 225 basis points.
The lenders will be granted warrants to purchase for $0.01 per share up to
5% of the Company s outstanding common stock, on a fully diluted basis,
which will include registration rights. In the event of a prepayment or
refinancing, as many as 70% of the warrants could be cancelled by the
Company.
In making the announcement, Mr. Keeler stated, "The restructured debt and
increased borrowing capacity provides us greater flexibility and additional
funding for working capital requirements and capital expenditures."
WLR Foods is a fully integrated provider of high quality turkey and chicken
products primarily under the Wampler Foods(R) brand and retail ice under
the Cassco(R) brand. It is nationally ranked as the seventh largest
poultry processor by sales volume and is an international leader in poultry
exports. WLR Foods has processing operations in Virginia, North Carolina,
West Virginia and Pennsylvania.
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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 thereunto duly authorized.
WLR Foods, Inc.
By:__/S/Robert T. Ritter_____
Robert T. Ritter
Vice President, Secretary, Treasurer
and Chief Executive Officer
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