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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: May 28, 1998
FURR'S/BISHOP'S, INCORPORATED
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(Exact name of registrant as specified in charter)
Delaware 1-10725 75-2350724
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(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
6901 Quaker Avenue, Lubbock, Texas 79413
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (806) 792-7151
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Not applicable
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(Former name or former address, if changed since last report)
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ITEM 1. CHANGES IN CONTROL OF THE REGISTRANT.
On May 28, 1998, Furr's/Bishop's, Incorporated (the "Company") held its
Annual Meeting of Stockholders. At the meeting, the stockholders of the
Company elected a slate of directors proposed by the Company's largest
stockholder, Teachers Insurance and Annuity Association of America
("Teachers").
The elected slate consists of prior Board members Suzanne Hopgood and
Gilbert C. Osnos as well as Jacob C. Baum, Ben Evans, Damien W. Kovary, William
J. Nightingale and Barry W. Ridings. The Board has appointed Suzanne Hopgood
Chairman of the Board.
ITEM 5. OTHER EVENTS.
On May 29, 1998, Theodore J. Papit resigned as Chief Executive Officer
of the Company.
The Board has appointed Suzanne Hopgood as interim Chief Executive
Officer while the Board conducts a search for a new Chief Executive Officer.
The following is biographical information about each Board member:
Jacob C. Baum Jacob C. Baum (age 41) has served as
Engles, Urso, Follmer President, Chief Executive Officer and
Capital Corporation principal stockholder of Canyon Cafes,
3811 Turtle Creek Blvd., Inc. since its formation in 1989 until its
Suite 1300 acquisition by Apple South, Inc., a
Dallas, Texas 75219 publicly held company, in July 1997.
Since the acquisition, Mr. Baum has continued
to serve as President of the Canyon Cafes
division of Apple South, Inc. until recently
when he became Chairman of the Board of this
division and joined Engles, Urso, Follmer
Capital Corporation, a leveraged buy-out
firm, as a principal. In his various
positions, Mr. Baum was principally
responsible for growing Canyon Cafes to over
$50 million in annual sales. At various
times, Mr. Baum has also been the
owner/president of Sam's Cafe, Hampton's
Market, Newport's and Nickel City Grill.
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Ben Evans Ben Evans (age 68) has served as a consultant
95 Wake Robin Lane to Ernst & Young LLP since 1989 in its
Stamford, Connecticut 06903 corporate financial service group. Prior to
becoming a consultant with Ernst & Young LLP,
Mr. Evans was a partner with Ernst & Young LLP
from 1968 to 1989 and worked with many diverse
industries, including a heavy concentration in
retail. Mr. Evans is a CPA. Mr. Evans has
served on the board of directors of Revco
D.S., Inc., Jamesway Corporation, Kash 'n
Karry Food Stores, Inc. and Megafoods Stores,
Inc.
Suzanne Hopgood Suzanne Hopgood (age 49) has served as
The Hopgood Group President of the Hopgood Group since founding
100 Wells Street, Suite 210 the company in 1985. Such company provides
Hartford, Connecticut 06103 consulting, development and brokerage
services to hotel investors. Prior to founding
the Hopgood Group, she served as Second Vice
President at Aetna Realty Investors where she
oversaw one-third of the corporation's
multi-billion dollar real estate equity
portfolio. Before joining Aetna, she was Vice
President and Senior Loan Officer of the
Lowell Institution for Savings in Lowell,
Massachusetts. Ms. Hopgood currently serves
on the Board of Directors of the Company and
has served since 1996. Ms. Hopgood also
serves on the board of directors of the Real
Estate Finance Association and the Greater
Hartford Arts Council and is a director
emerita of the Connecticut Business & Industry
Association.
Damien W. Kovary Damien W. Kovary (age 43) has served as a
Heico Acquisitions Managing Director of Heico Acquisitions, a
152 West 57th Street subsidiary of Heico Companies, LLC, since
55th Floor 1997. Prior to joining Heico Acquisitions,
New York, New York 10019 Mr. Kovary was the Managing Director of the
Special Loan Unit at Teachers from 1986 to
1997. Before joining Teachers, Mr. Kovary was
a Vice President in the Workout Department at
Marine Midland Bank from 1982 to 1986. While
at Marine Midland Bank, Mr. Kovary also served
as President of MarMid Energy Corp. and TOMAR
Energy Corp. From 1979 to 1982, Mr. Kovary
was an officer in the Workout Department of
Chemical Bank.
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William J. Nightingale William J. Nightingale (age 68) has been a
Nightingale & Associates Senior Advisor of Nightingale & Associates,
195 Rowaytan Ave. LLC since founding the company in 1975. Such
Rowaytan, Connecticut 08653 company provides general management
consulting to clients who sell consumer and
industrial products, natural resource and
financial and business services. Prior to
founding Nightingale & Associates, LLC, he
served as President and Chief Executive
Officer of the Bali Company, Inc., a
manufacturer of women's apparel. Before
joining Bali, he was Vice President and Chief
Financial Officer of Hanes Corporation. Mr.
Nightingale also serves on the board of
directors of Kasper A.S.L., Ltd. and Ring's
End, Inc., and is a trustee of Churchill
Tax-Free Fund of Kentucky, Churchill Cash
Reserves Trust and Narragansett Insured
Tax-Free Income Fund. Mr. Nightingale is a
graduate of Harvard University's
Business School.
Gilbert C. Osnos Gilbert C. Osnos (age 68) has been Chairman of
Osnos and Company, Inc. Osnos & Company since 1992. In 1979 he joined
230 Park Avenue, Suite C-301 the predecessor firm, Grisanti & Galef, and
New York, New York 10169 became a partner in 1981. He has served as
Interim President/CEO/COO to a large array of
companies in manufacturing, distribution,
retailing, and service industries. Mr. Osnos
was a director of the Turnaround Management
Association from 1988 to 1993 and Chairman in
1990 to 1991. He currently serves on the
Board of Directors of the Company and has
served since 1996. Mr. Osnos also serves on
the board of directors of Mrs. Fields Original
Cookie Company, Inc. and Dunham's Athleisure,
and on the Advisory Committee of Business
Executives for National Security in the New
York Chapter. Mr. Osnos is a graduate of
Harvard University's Business School.
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Barry W. Ridings Barry W. Ridings (age 46) has been a
BT Alex. Brown Incorporated Managing Director of BT Alex. Brown
1290 Avenue of the Americas Incorporated, a major investment banking firm
10th Floor and wholly-owned subsidiary of Bankers Trust
New York, New York 10104 Corporation, since 1990. Mr. Ridings manages
BT Alex. Brown's Restructuring Group and is
active in such firm's mergers and acquisitions
and public debt activities. Before joining BT
Alex. Brown Incorporated, Mr. Ridings was a
Managing Director at Drexel Burnham Lambert.
Mr. Ridings serves on the board of directors
of Noodle Kidoodle Inc., Norex Industries,
Search Capital Group, SubMicron Systems,
Telemundo Group, American Stock Exchange and
Transcor Waste Services Corp.
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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.
FURR'S/BISHOP'S, INCORPORATED
By: /s/ ALTON R. SMITH
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Alton R. Smith, Executive Vice President
and Secretary
Dated: June 11, 1998
