UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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):
November 18, 1998
Eskimo Pie Corporation
(Exact Name of Registrant as specified in its Charter)
Virginia 0-19867 54-0571720
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
901 Moorefield Park Drive
Richmond, Virginia 23236
(804) 560-8400
(Address, including zip code, and telephone number,
including area code, or registrant's
principal executive offices)
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<PAGE>
Item 5. Other Events.
On November 18, 1998, Eskimo Pie Corporation (the "Company") issued
the press release attached hereto as Exhibit 99.1 and incorporated herein by
reference.
Item 7. Financial Statements and Exhibits.
(a) None
(b) Exhibits
Exhibit 99.1 Press Release dated November 18, 1998
<PAGE>
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.
ESKIMO PIE CORPORATION
Date: November 19, 1998 By: /s/ Thomas M. Mishoe, Jr.
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Thomas M. Mishoe, Jr.
Chief Financial Officer,
Vice President, Secretary and
Treasurer
EXHIBIT 99.1
NEWS FROM:
ESKIMO PIE CORPORATION
901 Moorefield Park Drive Contact: William T. Berry, Jr.
Richmond, Virginia 23236 Telephone: (804) 560-8490
FOR IMMEDIATE RELEASE: November 18, 1998
ESKIMO PIE CORPORATION RESPONDS TO YOGEN FRUZ OFFER
Richmond, Virginia (NASDAQ NNM: EPIE) - Eskimo Pie Corporation
confirmed today that it had received an unsolicited written proposal yesterday
from Yogen Fruz World-Wide Incorporated to acquire 100% of the Company's
outstanding shares at a cash price of $10.25 per share in a negotiated
transaction. Yogen Fruz simultaneously announced its proposal publicly
yesterday.
Eskimo Pie Corporation stated that its Board of Directors had met today
and unanimously concluded that the proposal presented by Yogen Fruz is not in
the best interest of the Company's long term shareholders. The Company further
stated that it had advised Yogen Fruz of the Board's conclusion. The Board also
reaffirmed its support for management's continuing efforts to restructure the
Company's business and to carry out the strategic turn-around initiatives that
it has underway, the results of which the Board believes will enhance long term
shareholder value.
Eskimo Pie Corporation, headquartered in Richmond, Virginia, created
the frozen novelty industry in 1921 with the invention of the Eskimo Pie ice
cream bar. Today, the Company markets a broad range of frozen novelties, ice
cream and sorbet products under the Eskimo Pie, Real Fruit, Welch's, Weight
Watchers, SnackWell's and OREO brand names. These nationally branded products
are generally manufactured by a select group of licensed dairies who purchase
the necessary flavors, ingredients and packaging directly from the Company.
Eskimo Pie Corporation also sells a full line of quality flavors and ingredients
for use in private label dairy products in addition to the national brands it
licenses. The Company also manufactures soft serve yogurt and premium ice cream
products for sale to the foodservice industry.
