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):
August 25, 1999
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 August 25, 1999, 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 August 25, 1999
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: August 30, 1999 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: August 25, 1999
ESKIMO PIE CORPORATION TO SELL ITS FLAVORS DIVISION FOR $9.5 MILLION
Richmond, Virginia (NASDAQ NNM: EPIE) - Eskimo Pie announced today that
it has signed a non-binding letter of intent to sell the assets of its Flavors
Division to Guernsey Bel, Incorporated for $9.5 million. Assuming the
satisfaction of standard closing requirements, the Company expects to close the
sale within the next 30 days. Today's announcement comes as a result of an
extensive effort begun in April 1999 to identify potential purchasers of the
Company's non-core manufacturing assets.
In connection with the sale, the Company will also enter into a
long-term supply agreement under which the Company will purchase from Guernsey
Bel the chocolate coatings, dairy powders and other flavoring ingredients used
in the production of the Company's branded ice cream novelties. These products
will continue to be produced in the Flavors Division's New Berlin, Wisconsin
plant which is being transferred to Guernsey Bel as part of the sale.
David B. Kewer, the Company's President and Chief Executive Officer,
said "The Flavors Division had been identified as one of the non-core
manufacturing operations which was to be considered for potential sale under the
Company's recently announced Growth and Restructuring Plan. Proceeds received
from the sale of the Flavors Division will strengthen the Company's balance
sheet in support of planned efforts to increase investments in advertising,
promotion and product development for the core Eskimo Pie brand."
Kewer continued, "The Company's objective under the Growth and
Restructuring Plan is to focus on the rejuvenation of the core Eskimo Pie brand
within the licensing and foodservice businesses. This transaction represents
another demonstrable step in management's execution of the Plan. Other
previously announced steps include the engagement of a new advertising agency to
aid in the rejuvenation of the Eskimo Pie brand, the elimination of unprofitable
Packaging operations and the continued reduction in corporate overhead expense.
These efforts are already driving improved financial results as reflected in the
recently announced second quarter results."
Guernsey Bel, headquartered in Chicago, Illinois, is one of the
country's largest producers of "inclusions". Inclusions include food products
such as chocolate covered nuts, candy crunches and miniaturized bakery products
which are used in the production of ice cream and candy. The Company's Flavors
Division is a natural extension of the Guernsey Bel product line.
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 Smart Ones, 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 manufactures soft serve yogurt and premium
ice cream products for sale to the commercial foodservice industry.
