File Nos. 333-38337-01, 333-38337-06,
333-38337-05, 333-38337-02,
333-38337-04
Filed pursuant to Rule 424(b)(3)
Prospectus Supplement
(to Prospectus dated December 11, 1997)
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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): March 6, 1998
AMERISERVE FOOD DISTRIBUTION, INC.*
(Exact Name of Registrant as Specified in Charter)
Delaware 000-19367 75-2296149
(State or Other (Commission File Number) (IRS Employer
Jurisdiction of Identification No.)
Incorporation)
14841 Dallas Parkway
Dallas, Texas 75240-2100
(Address of Principal Executive Offices)
(972) 338-7000
(Registrant's telephone number, including area code)
17975 West Sarah Lane, Suite 100
Brookfield, Wisconsin 53045
(Former Address of Principal Executive Offices)
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* Table of Additional Registrants
<TABLE>
<CAPTION>
STATE OR PRIMARY
OTHER STANDARD I.R.S.
JURISDICTION INDUSTRY EMPLOYER
NAME, ADDRESS AND TELEPHONE NUMBER OF CLASSIFICATION IDENTIFICATION
INCORPORATION NUMBER NUMBER
OR
ORGANIZATION
<S> <C> <C> <C>
AmeriServe Transportation, Inc. .................................. Nebraska 5142 91-1824117
Chicago Consolidated Corporation.................................. Illinois 5142 36-2691925
Delta Transportation, Ltd. ....................................... Wisconsin 5142 39-1411171
Northland Transportation Services, Inc............................ Nebraska 5142 39-1807312
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- -- The address of these additional registrants is 14841 Dallas Parkway, Dallas,
TX 75240. Their telephone number is (972) 385-8595.
</TABLE>
The date of this Prospectus Supplement is March 16, 1998.
<PAGE>
ITEM 5. OTHER EVENTS.
As reported in the Current Report on Form 8-K, dated January 29,
1998, of AmeriServe Food Distribution, Inc., a Delaware corporation
("AmeriServe" or the "Company"), AmeriServe has entered into a merger agreement
to acquire (the "ProSource Merger") ProSource, Inc. ("ProSource"). According to
ProSource's Annual Report on Form 10-K for the fiscal year ended December 27,
1997 (the "ProSource 10-K"), fourth quarter results are lower than for the
fourth quarter of 1996. Net sales decreased to $967.5 million for the quarter
ended December 27, 1997 from $1,057.4 for the quarter ended December 28, 1996.
Net loss for the quarter ended December 27, 1997 was $8.4 million as compared to
a loss of $7.8 million for the quarter ended December 28, 1996. Based on
information filed with the Securities and Exchange Commission (the
"Commission"), including information in the ProSource 10-K, the Company believes
that EBITDA (excluding non-recurring gains and losses) for ProSource decreased
to $2.0 million for the quarter ended December 27, 1997 from $9.1 million for
the quarter ended December 28, 1996. The Company believes this deterioration is
due to a number of factors, including the termination of ProSource's
distribution contract with Arby's, increased operating expenses and certain
expenses incurred in connection with the start-up of new distribution centers.
The Company believes that it will realize substantial cost savings as a result
of the ProSource Merger, including significant opportunities to consolidate its
administrative functions and distribution network. However, no assurance can be
given that the Company will recognize any such cost savings. The ProSource
Merger is subject to certain customary conditions (not including stockholder
approval or expiration of the waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act of 1976, as amended, both of which are assured or
have been obtained).
ProSource is currently subject to the periodic reporting and
disclosure requirements of the Securities Exchange Act of 1934, as amended, and
in accordance therewith files periodic reports and other information with the
Commission. The information provided above should be read in conjunction with
the public filings of ProSource, including the ProSource 10-K.
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<PAGE>
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.
AMERISERVE FOOD DISTRIBUTION, INC.
By: /s/ A. Petter 0stberg
Name: A. Petter 0stberg
Title: Vice President and Assistant
Secretary
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