DEL MONTE FOODS CO
8-K, 1999-01-19
CANNED, FRUITS, VEG, PRESERVES, JAMS & JELLIES
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                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  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): January 19, 1999

                            DEL MONTE FOODS COMPANY
- --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)



      Delaware                      33-36374-01                13-3542950
- --------------------------------------------------------------------------------
(State or Other Jurisdiction        (Commission               (IRS employer
      of Incorporation)             File Number)            Identification No.)



One Market, San Francisco, California                            94105
- --------------------------------------------------------------------------------
(Address of principal executive offices)                       (Zip Code)



Registrant's telephone number, including area code:  (415) 247-3000   
                                                     --------------


                                 Not Applicable
- --------------------------------------------------------------------------------
         (former name or former address, if changed since last report)


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Item 5. Other Events.

     On January 19, 1999, Del Monte Foods Company (the "Company") reported its 
financial results for the three and six months ended December 31, 1998. A copy 
of the press release issued by the Company on January 19, 1999 is attached 
hereto as Exhibit 99 and is incorporated by reference herein.

Item 7. Financial Statements. Pro Forma Financial Information and Exhibits.

(c) Exhibits.

     99.  Press release issued by Del Monte Foods Company on January 19, 1999.
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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.


Date: January 19, 1999


                                        DEL MONTE FOODS COMPANY
                                        (Registrant)



                                        By: /s/ RICHARD G. WOLFORD
                                           -----------------------------
                                        Name:  Richard G. Wolford
                                        Title: Chief Executive Officer
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                                 EXHIBIT INDEX


99   Press release issued by Del Monte Foods Company on January 19, 1999.

<PAGE>   1
                                                                      EXHIBIT 99



                    DEL MONTE FOODS REPORTS FISCAL Q2 RESULTS

        SAN FRANCISCO, CA, January 19, 1999, -- Del Monte Foods Company today
reported its financial results for the three and six months ended December 31,
1998. Net income for the second quarter was $10 million compared to net income
of $2 million for the same quarter of fiscal 1998. The six months ended December
31, 1998 resulted in a loss of $1 million compared to net income of $2 million
for the same period of the prior year. Net income for both years is affected by
certain unusual or one-time costs and expenses which are shown on the table
below.

        During the second quarter of fiscal 1999, revenue increased by $58
million to $427 million, an increase of 16%, as a result of Contadina product
sales and higher sales of the Company's principal fruit and vegetable products.

        Interest expense for the second quarter of fiscal 1999 was $22 million,
an increase of $3 million, or 16%, from the comparable prior year period due to
higher debt levels resulting from the Contadina acquisition and the
reacquisition of rights to the Del Monte brand in South America.

        During the six months ended December 31, 1998, revenue increased by $125
million to $745 million, an increase of 20%. This increase was due to Contadina
product sales, strong sales of the Company's principal fruit and vegetable
products and the successful introduction of new products.

        Interest expense for the six months ended December 31, 1998 was $43
million, an increase of $7 million, or 19%, from the comparable prior year
period due to higher debt levels resulting from the Contadina acquisition and
the South America acquisition.

        Del Monte Foods Company, a branded marketer of premium quality,
nutritious food products, is the largest producer and distributor of canned
fruits, vegetables and tomatoes in the United States. Its principal brands
include Del Monte and Contadina. In the United States, the Company employs
2,660 full time employees and 12,000 additional seasonal workers in 14
production facilities in California, the Midwest, Washington and Texas, as well
as six distribution centers. The Company is not an affiliate of Fresh Del Monte
Produce N.A., Inc.


                   (Selected Financial Information Attached)
<PAGE>   2
                             Del Monte Foods Company
                              (Dollars in Millions)

<TABLE>
<CAPTION>
                         Three Months Ended         Six Months Ended
                             December 31,             December 31,
                         1997         1998         1997         1998
                                        (In millions)
<S>                      <C>          <C>          <C>          <C>  
Net sales                $ 369        $ 427        $ 620        $ 745
Operating income            20           32           37           44
Interest expense            19           22           36           43
Net income (loss)            2           10            2           (1)
</TABLE>


Net income for both years is affected by certain unusual and one-time costs and
expenses which are shown below:

<TABLE>
<CAPTION>
                                       Three Months Ended       Six Months Ended
                                           December 31,            December 31,  
                                        1997        1998        1997        1998 
                                                      (In millions)
<S>                                     <C>         <C>         <C>         <C> 
Inventory write-up
  from acquisitions                     $ --        $  1        $ --        $  3
Costs of acquisitions                      7          --           7           1
Special charges related to plant
  consolidation                           --           5          --          12
Costs of withdrawn transaction            --          --          --           2
                                        ----        ----        ----        ----
                                        $  7        $  6        $  7        $ 18
</TABLE>

        Non-cash charges related to depreciation of plant and equipment,
leasehold amortization and amortization of intangibles were $7 million and $12
million for the three months ended December 31, 1997 and 1998 and $13 million
and $24 million for the six months ended December 31, 1997 and 1998. For the
three and six-month periods ended December 31, 1998, $3 million and $7 million
of such depreciation was related to accelerated depreciation resulting from the
effects of adjusting the assets' remaining useful lives to match the period of
use prior to plant closure.


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