<PAGE>
================================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------------
FORM 10-K/A
AMENDMENT NO. 1 TO ANNUAL REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED OCTOBER 1, 1994
Commission file number 1-9050
-----------------------------
HUDSON FOODS, INC.
(Exact name of registrant as specified in its charter)
Delaware 71-0427616
(State or other jurisdiction of (I.R.S. Employer)
incorporation or organization) Identification No.)
1225 Hudson Road, Rogers, Arkansas 72756
(Address of principal executive offices) (Zip Code)
(501) 636-1100
(Registrant's telephone number, including area code)
================================================================================
<PAGE>
Item 14 of Part IV of the Annual Report on Form 10-K of Hudson Foods, Inc. for
the fiscal year ended October 1, 1994 is amended to read as follows:
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
(a) Documents filed as a part of this report.
1. Financial statements.
--------------------
Description Page
----------- ----
Report of Independent Accountants.................... 14
Consolidated Balance Sheet........................... 15
Consolidated Statement of Operations................. 16
Consolidated Statement of Cash Flows................. 17
Notes to Consolidated Financial Statements........... 18
2. Financial statement schedules.
-----------------------------
Schedule No. Description
------------ -----------
II Amounts Receivable from Related Parties and
Underwriters, Promoters and Employees........ 33
V Property, Plant and Equipment................ 34
VI Accumulated Depreciation..................... 35
VIII Valuation and Qualifying Accounts............ 36
IX Short-term Borrowings........................ 37
X Supplementary Income Statement Information... 38
3. Exhibits required by Item 601 of Regulation S-K.
-----------------------------------------------
Exhibit No. Description
----------- -----------
3a Restated certificate of Incorporation of
Hudson Foods, Inc./1/
3b Restated By-laws of Hudson Foods, Inc. as
amended to date/2/
4a Indenture, dated as of October 1, 1986,
between Hudson Foods, Inc. and the First
National Bank of Boston (formerly Bank of
America National Trust and Savings
Association)/3/
4b Restated Certificate of Incorporation of
Hudson Foods, Inc., Section 4/1/
<PAGE>
<TABLE>
<CAPTION>
Exhibit No. Description
- ----------- -----------
<S> <C>
9 Form of revocable proxy held by James T.
Hudson/1/
10a Amended and Restated 1985 Stock Option Plan/4/
10b Form of Hudson Foods Stock Option Agreement/5/
10c Form of Hudson Farms Turkey Growing
Contract/5/
10d Form of Hudson Farms Broiler Growing
Contract/5/
10e Airplane lease (Cessna 421)/5/
10f Airplane lease (Citation III)/1/
10g Revolving Credit Agreement by and among
Hudson Foods, Inc., Cooperative Centrale
Raiffeisen-Boerenleenbank B.A., "Rabobank
Nederland," New York Branch, Bank of America
National Trust and Savings Association,
Nationsbank of Texas, National Association,
Caisse Nationale De Credit Agricole, "Credit
Agricole," Harris Trust and Savings Bank and
Cooperatieve Centrale Raiffeisen-
Boerenleenbank, B.A., "Rabobank Nederland,"
New York Branch, as Agent dated as of
April 26, 1994/6/
10h Hudson Foods, Inc. Note Purchase Agreement
dated as of May 18, 1994, $50,000,000 Fixed
Rate Senior Notes, Guaranteed by Hudson
Farms, Inc./6/
10i Purchase and Supply Agreement, dated October
12, 1994 between Hudson Foods, Inc. and
Boston Chicken, Inc./7/
10j Supplier Agreement, dated April 26, 1994,
between Hudson Foods, Inc. and Restaurant
Services, Inc., as purchasing agent for the Burger
King System/7/
11 Computation of earnings per share
</TABLE>
2
<PAGE>
Exhibit No. Description
---------- -----------
21 Subsidiaries of Hudson Foods, Inc.
23 Consent of independent public accountants
27 Financial Data Schedule
(b) Reports on Form 8-K.
The Company filed no Current Reports on Form 8-K during fiscal
1994.
- ----------------
/1/ Incorporated by reference from Hudson Foods, Inc. Form S-4 Registration
Statement No. 33-15274, as amended, filed with the Securities and Exchange
Commission on June 23, 1987.
/2/ Incorporated by reference from Hudson Foods, Inc., Form S-3 Registration
Statement No. 33-56019, as amended, filed with the Securities and Exchange
Commission of October 13, 1994.
/3/ Incorporated by reference from Hudson Foods, Inc. Form S-1 Registration
Statement No. 33-8889, as amended, filed with the Securities and Exchange
Commission on September 19, 1986.
/4/ Incorporated by reference from Hudson Foods, Inc. Form S-8 Registration
Statement No. 33-27738, as amended, filed with the Securities and Exchange
Commission on March 23, 1989.
/5/ Incorporated by reference from Hudson Foods, Inc. Form S-1 Registration
Statement No. 33-2505, as amended, filed with the Securities and Exchange
Commission on December 31, 1985.
/6/ Incorporated by reference from Hudson Foods, Inc. Quarterly Report on
Form 10-Q for the quarterly period ended July 2, 1994, filed with the Securities
and Exchange Commission on August 1, 1994.
/7/ Incorporated by reference from Hudson Foods, Inc., Form 8-K Current Report
dated October 13, 1994, filed with the Securities and Exchange Commission on
October 13, 1994.
The Index of Exhibits to the Annual Report on Form 10-K of Hudson Foods, Inc.
for the fiscal year ended October 1, 1994 is amended to read as follows and a
new Exhibit 21, "Subsidiaries of Hudson Foods, Inc." is submitted herewith:
INDEX OF EXHIBITS
<TABLE>
<CAPTION>
Exhibit No. Description
- ---------- -----------
<S> <C>
3a Restated certificate of incorporation of Hudson Foods, Inc./1/.......... N/A
3b Restated By-laws of Hudson Foods, Inc., as amended to date/2/........... N/A
4a Indenture, dated as of October 1, 1986, between Hudson Foods, Inc. and
Bank of America National Trust and Savings Association/3/.............. N/A
</TABLE>
3
<PAGE>
<TABLE>
<S> <C> <C>
4b Restated Certificate of Incorporation of
Hudson Foods, Inc., Section 4/1/............................ N/A
9 Form of revocable proxy held by James T. Hudson/1/........... N/A
10a Amended and Restated 1985 Stock Option Plan/4/............... N/A
10b Form of Hudson Foods Stock Option Agreement/5/............... N/A
10c Form of Hudson Farms Turkey Growing Contract/5/.............. N/A
10d Form of Hudson Farms Broiler Growing Contract/5/............. N/A
10e Airplane lease (Cessna 421)/5/............................... N/A
10f Airplane lease (Citation III)/1/............................. N/A
10g Revolving Credit Agreement by and among Hudson Foods, Inc.,
Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A.,
"Rabobank Nederland," New York Branch, Bank of America
National Trust and Savings Association, Nationsbank of Texas,
National Association, Caisse Nationale De Credit Agricole,
"Credit Agricole," Harris Trust and Savings Bank and
Cooperatieve Centrale Raiffeisen-Boerenleenbank, B.A.,
"Rabobank Nederland," New York Branch, as Agent dated as of
April 26, 1994/5/............................................ N/A
10h Hudson Foods, Inc. Note Purchase Agreement dated as of May 18,
1994, $50,000,000 Fixed Rate Senior Notes, Guaranteed by
Hudson Farms, Inc./6/........................................ N/A
10i Purchase and Supply Agreement, dated October 12, 1994
between Hudson Foods, Inc. and Boston Chicken, Inc./7/....... N/A
10j Supplier Agreement, dated April 26, 1994, between Hudson
Foods, Inc. and Restaurant Services, Inc., as purchasing
agent for the Burger King System/7/.......................... N/A
11 Computation of earnings per shares...........................
21 Subsidiaries of Hudson Foods, Inc............................
23 Consent of independent public accountants....................
27 Financial Data Schedule......................................
</TABLE>
- ---------------
/1/ Incorporated by reference from Hudson Foods, Inc. Form S-4 Registration
Statement No. 33-15274, as amended, filed with the Securities and
Exchange Commission on June 23, 1987.
4
<PAGE>
/2/ Incorporated by reference from Hudson Foods, Inc., Form S-3 Registration
Statement No. 33-56019, as amended, filed with the Securities and Exchange
Commission on October 13, 1994.
/3/ Incorporated by reference from Hudson Foods, Inc. Form S-1 Registration
Statement No. 33-8889, as amended, filed with the Securities and Exchange
Commission on September 19, 1986.
/4/ Incorporated by reference from Hudson Foods, Inc. Form S-8 Registration
Statement No. 33-27738, as amended, filed with the Securities and Exchange
Commission on March 23, 1989.
/5/ Incorporated by reference from Hudson Foods, Inc. Form S-1 Registration
Statement No. 33-2505, as amended, filed with the Securities and Exchange
Commission on December 31, 1985.
/6/ Incorporated by reference from Hudson Foods, Inc. Quarterly Report on Form
10-Q for the quarterly period ended July 2, 1994, filed with the Securities
and Exchange Commission on August 1, 1994.
/7/ Incorporated by reference from Hudson Foods, Inc., Form 8-K Current Report
dated October 13, 1994, filed with the Securities Exchange Commission on
October 13, 1994.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned thereunto duly authorized.
HUDSON FOODS, INC.
DATE: December 29, 1994 By /s/ Charles B. Jurgensmeyer
--------------------------------------------
Charles B. Jurgensmeyer, Principal Financial
and Accounting Officer and Director
<PAGE>
EXHIBIT 21
Subsidiaries of Hudson Foods, Inc.
----------------------------------
Hudson Farms, Inc., an Arkansas corporation
Ohse Transportation, Inc., a Kansas corporation
Hudson Foods Foreign Sales, Inc., a U.S. Virgin Islands corporation
Hudson Foods Poland, s.p.zoo, a Polish limited liability company
6
