SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Act of 1934
Date of Report (Date of earliest event reported)
September 5, 1997 (August 28, 1997)
The Pantry, Inc.
(Exact name of registrant as specified in its charter)
Delaware 33-72574 56-1574463
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
1801 Douglas Drive, P. O. Box 1410, Sanford, North Carolina 27330
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (919) 774-6700
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(Former name or former address, if changed since last report.)
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ITEM 5. Attached hereto as Exhibit 99.1 (which is hereby incorporated
by reference herein) is the press release issued by The Pantry, Inc. dated
August 28, 1997 relating to its acquisition of Lil' Champ Food Stores, Inc.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(C) EXHIBITS.
99.1 Press release dated August 28, 1997.
2.
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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: September 5, 1997
THE PANTRY, INC.
By: /s/ Peter J. Sodini
Peter J. Sodini
President and Chief Executive Officer
3.
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EXHIBIT INDEX
Exhibit
Number Description
99.1 Press release dated August 28, 1997.
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NEWS RELEASE Exhibit 99.1
FREEMAN SPOGLI & CO.
INCORPORATED
11100 Santa Monica Blvd.
Suite 1900
Los Angeles, California 90025
Contact:
Jon D. Ralph
(310) 444-1842
THE PANTRY, INC.
1801 Douglas Drive
P.O. Box 1410
Sanford, North Carolina 27330
Contact:
Peter J. Sodini, President and CEO
(919) 774-6700
THE PANTRY TO ACQUIRE LIL' CHAMP
FOR IMMEDIATE RELEASE:
SANFORD, NORTH CAROLINA (August 28, 1997) The Pantry, Inc.,
the largest convenience store operator in North Carolina and South Carolina,
announced that its wholly-owned subsidiary, PH Holding Corporation, has entered
into a definitive agreement to acquire Lil' Champ Food Stores, Inc., a
wholly-owned subsidiary of Docks U.S.A., Inc. Lil' Champ, based in Jacksonville,
Florida, is the largest convenience store chain in northern Florida, operating
489 stores in northern Florida and southeastern Georgia with annual revenues of
approximately $500 million. The combination of The Pantry and Lil' Champ will
create a leading convenience store chain in the Southeast with 880 stores and
annual revenues in excess of $900 million.
Peter J. Sodini, President and Chief Executive Officer of The
Pantry, commented, "We are very excited about the Lil' Champ acquisition and
look forward to working with Lil' Champ's management and employees to continue
the company's growth. Like The Pantry, Lil' Champ is the leading convenience
store operator within its markets and enjoys a strong regional identity due to
its well recognized brand name." The well established Lil' Champ name will
continue to be used in Florida and Georgia. Sodini added, "The acquisition fits
in well with our strategy to create the leading chain in the Southeast and
should provide us with a terrific platform to expand our successful "tuck-in"
acquisition program into Lil' Champ's Florida and Georgia markets." The Pantry
has acquired 35 stores located in North Carolina and South Carolina in five
separate transactions to date in 1997 as part of its "tuck-in" acquisition
program.
The Lil' Champ acquisition will be financed with a combination
of newly issued debt and equity securities. Debt financing commitments have been
obtained from CIBC Wood Gundy Securities Corp. and First Union Capital Markets
Corporation. Equity will be provided by The Pantry's existing shareholders. The
Pantry is owned by affiliates of Freeman Spogli & Co. Incorporated (84%) and
Chase Capital Partners (16%).
The Pantry is a leading convenience store chain in the
Southeast and the largest operator of convenience stores in North Carolina and
South Carolina. The Pantry operates 391
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stores located in North Carolina, South Carolina, Tennessee, western Kentucky
and southern Indiana.
Freeman Spogli & Co. is a private investment firm which is
devoted exclusively to investing with management in companies positioned for
growth. Since its founding in 1983, FS&Co. has invested over $950 million in 24
acquisitions with aggregate transaction values in excess of $6 billion.
Chase Capital Partners is the private equity affiliate of the
Chase Manhattan Corporation.
