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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
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 24, 1998
GOODMARK FOODS, INC.
(Exact name of registrant as specified in its charter)
NORTH CAROLINA 0-13944 56-1330788
(State or other (Commission File No.) I.R.S. Employer
jurisdiction Identification Number
of incorporation)
6131 FALLS OF NEUSE ROAD, RALEIGH, NORTH CAROLINA 27609
(Address of principal executive offices)
(919) 790-9940
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On July 24, 1998, GoodMark Foods, Inc. ("GoodMark") and ConAgra, Inc.
("ConAgra") issued a joint press release regarding the exchange ratio for
GoodMark's proposed merger with ConAgra. A copy of the press release is attached
hereto as Exhibit 99.01 and incorporated by reference herein.
ITEM 7.
(C) EXHIBITS
Exhibit No. Description of Exhibit
99.01 Press release, dated July 24, 1998.
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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.
GOODMARK FOODS, INC.
By: /s/ Paul L. Brunswick
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Dated: July 24, 1998 Paul L. Brunswick
Vice President and Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Description of Exhibit
99.01 Press release, dated July 24, 1998
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EXHIBIT 99.01
GOODMARK AND CONAGRA ANNOUNCE
EXCHANGE RATIO
OMAHA, NE and RALEIGH, NC--July 27, 1998--ConAgra, Inc. (NYSE: CAG) and
GoodMark Foods, Inc. (Nasdaq/NMS; GDMK), today jointly announced that each share
of common stock of GoodMark would be exchanged for 1.08108 shares of ConAgra
common stock if their proposed merger occurs on July 31, 1998.
In addition to the approval of the holders of shares representing at least
a majority of the GoodMark common stock at the special meeting on July 31, 1998,
the merger is also subject to certain customary closing conditions.
Raleigh-based GoodMark Foods is a leading producer and marketer of branded
meat snacks. Its principal brands include Slim Jim(R), Penrose(R), Rough Cut(R)
and Pemmican(R) meat snacks and Andy Capp's(R) grain snacks.
Omaha-based ConAgra is a diversified international food company with
operations spanning the food chain from crop inputs to branded consumer
products. SOURCE ConAgra, Inc. CONTACT: Media: Lynn Phares, 402-595-4153,
Analysts: Walt Casey, 402-595-4154, both of ConAgra; or Paul Brunswick of
GoodMark, 919-790-6511.
