UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) July 30, 1998
MICHAEL FOODS, INC.
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(Exact name of registrant as specified in its charter)
MINNESOTA
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(State or other jurisdiction of incorporation)
0-15638 41-0498850
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(Commission File Number) (IRS Employer Identification No.)
Suite 324, Park National Bank Bldg.
5353 Wayzata Boulevard
Minneapolis, Minnesota 55416
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(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code) (612) 546-1500
N/A
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(Former name or former address, if changed since last report)
<PAGE>
ITEM 5. OTHER EVENTS.
On July 30, 1998 Michael Foods, Inc. ("the Company") announced that its
Board of Directors authorized the purchase of up to 2 million shares of the
Company's common stock on the open market.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
The following exhibit is filed herewith:
EXHIBIT NUMBER DESCRIPTION
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20 News release of Michael Foods, Inc.,
issued July 30, 1998, regarding the
share repurchase.
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.
MICHAEL FOODS, INC.
Dated: August 6, 1998 By: /s/ John D. Reedy
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John D. Reedy, Vice President-Finance,
Chief Financial Officer and Treasurer
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EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION PAGE
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20 News release of Michael Foods, Inc.,
issued July 30, 1998, regarding the
share repurchase.
MICHAEL [GRAPHIC OMITTED]
FOODS INC.
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324 Park National Bank Building * 5353 Wayzata Boulevard * Minneapolis, MN 55416
* (612) 546-1500 FAX (612) 546-3711
Visit Michael Foods, Inc. On The Internet: www.michaelfoods.com
CONTACT: MARK D. WITMER
ASSISTANT TREASURER
(612) 546-1500
For Immediate Release
MICHAEL FOODS BOARD AUTHORIZES PURCHASE OF COMPANY'S STOCK
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MINNEAPOLIS, July 30 -- Michael Foods, Inc. (Nasdaq\NMS:MIKL) today announced
that its Board of Directors has authorized the purchase of up to 2 million
shares of the Company's common stock on the open market. The Company has
approximately 22 million shares outstanding.
Regarding the Board's action, Chief Executive Officer Gregg A. Ostrander
commented, "We have strong cash flow and significant debt capacity on our
balance sheet. This financial strength, combined with our stock's notable
valuation discount to its peers, argues for utilizing some of our cash and debt
capacity to directly enhance shareholder returns. This action will be in
addition to the execution of our capital spending plan and our search for
acquisition and joint-venture opportunities."
Michael Foods, Inc. is a diversified food processor and distributor with
particular interests in egg products, refrigerated grocery products, specialty
dairy products and refrigerated potato products. Principal subsidiaries include
Papetti's Hygrade Egg Products, Inc., M. G. Waldbaum Company, Crystal Farms
Refrigerated Distribution Company, Kohler Mix Specialties, Inc. and Northern
Star Co.
CERTAIN ITEMS IN THIS RELEASE ARE FORWARD-LOOKING STATEMENTS, WHICH ARE MADE IN
RELIANCE UPON THE SAFE HARBOR PROVISIONS OF THE PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995. SUCH FORWARD-LOOKING STATEMENTS ARE SUBJECT TO NUMEROUS
RISKS AND UNCERTAINTIES, INCLUDING THE COMPANY'S RELATIVE SUCCESS IN EXECUTING
ITS CAPITAL SPENDING, ACQUISITION AND JOINT-VENTURE PLANS. AS A RESULT, THE
COMPANY'S ACTUAL FINANCIAL RESULTS COULD DIFFER MATERIALLY FROM THE RESULTS
ESTIMATED BY, FORECASTED BY, OR IMPLIED BY THE COMPANY IN SUCH FORWARD-LOOKING
STATEMENTS.
7-30-98
