<PAGE> 1
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)April 1, 1998 (March 27, 1998)
-------------------
PACKAGED ICE, INC.
-------------------
(Exact name of registrant as specified in charter)
TEXAS 333-29357 76-0316492
- ---------------------------- ------------ ------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
8572 Katy Freeway, Suite 101, Houston, TX 77024
- ----------------------------------------------- ---------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (713) 464-9384
--------------
N/A
--------------------------------------------------------------
(Former name or former address, if changed since last report.)
<PAGE> 2
ITEM 5. OTHER EVENTS.
On March 27, 1998, Packaged Ice, Inc. (the "Company") entered into a
definitive agreement with Suiza Foods Corporation to purchase all of the
outstanding capital stock of Reddy Ice Corporation ("Reddy"), a wholly owned
subsidiary of Suiza Foods Corporation. The total purchase price for the capital
stock of Reddy is $172,500,000. The consummation of the agreement is subject to
customary conditions including review under the Hart-Scott Rodino Act and
receipt of financing by the Company.
Reddy is a leading nationwide producer and distributor of packaged ice
products with 1997 revenues of $66.3 million, representing 4% of Suiza Foods'
total sales.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Business Acquired.
The Company expects to file the required historical financial statements for
Reddy Ice Corporation shortly following completion of the proposed acquisition.
(b) Pro Forma Financial Information
The Company expects to file the required pro forma financial information for
Reddy Ice Corporation shortly following completion of the proposed acquisition.
(c) Exhibits
99.1 Press Release issued by Suiza Foods Corporation and the Company at
9:19 AM on March 30, 1998.
2
<PAGE> 3
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.
PACKAGED ICE, INC.
Date: April 1, 1998 By: /s/ A.J. LEWIS, III
-------------------------------------
Name: A.J. Lewis, III
Title: President
3
<PAGE> 1
EXHIBIT 99.1
Monday March 30, 9:19 am Eastern Time
Company Press Release
Suiza Foods Announces Agreement to Sell Reddy Ice Subsidiary
DALLAS--(BUSINESS WIRE)--March 30, 1998--Suiza Foods Corporation (NYSE:SZA -
news) announced today that it has signed a definitive agreement to sell its
Reddy Ice subsidiary for $172 million in cash to privately-held Packaged Ice,
Inc. of Houston, Texas.
The transaction is subject to customary conditions including review under the
Hart-Scott Rodino Act and receipt of financing by the purchaser. The potential
transaction has been approved by the Boards of Directors of both companies and
is expected to close during the second calendar quarter.
Reddy Ice had 1997 revenues of $66.3 million, representing 4% of Suiza Foods'
total sales. Packaged Ice's 1997 revenues totaled $29.0 million.
Gregg L. Engles, Suiza's Chairman and Chief Executive Officer, commented: "Reddy
Ice and Packaged Ice are an ideal fit. The combined companies will be the
industry leader in packaged ice with a highly respected management team solely
focused on realizing the potential of that industry. At the same time, this
transaction will enable Suiza to focus our management and financial resources on
our dairy and plastic packaging businesses, which offer more substantial growth
opportunities to Suiza today. Reddy Ice has been an important element of our
growth and I am certain it will contribute greatly to creating the preeminent
packaged ice company of the future."
James Stuart, Chief Executive Officer of Packaged Ice, added: "We are pleased to
unite our efforts and resources with a company of the caliber of Reddy Ice. The
merger of our two companies will accelerate the achievement of our growth plans
and establish a formidable platform upon which to build our future."
Suiza Foods is a Dallas-based company with leading positions in the dairy,
consumer goods plastic packaging and packaged ice industries. Its principal
holdings are in fluid dairy processing, refrigerated, shelf-stable and frozen
food products, packaged ice and consumer goods plastic packaging.
Certain statements and information in this press release constitute
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. Forward-looking statements may be indicated by
phrases such as "believes," anticipates," "expects," "intends," "foresees"
"projects," "forecasts" or words of similar
4
<PAGE> 2
meaning or import. Such statements are subject to certain risks, uncertainties,
or assumptions. Should one or more of these risks or uncertainties materialize,
or should underlying assumptions prove incorrect, actual results may vary
materially from those set forth in the applicable forward-looking statement.
Among the key factors that may have a direct bearing on the Company's results
and financial conditions are: (i) risks associated with the Company's
acquisition strategy, (ii) risks relating to the Company's leverage position,
(iii) risks associated with intense competition in the Company's industries and
(iv) the impact of governmental regulations affecting the dairy industry. Any
forward-looking statements made or incorporated by reference herein speak only
as of the date of this press release. The Company expressly disclaims any
obligation or undertaking to release publicly any updates or revisions to any
such statements to reflect any change in its expectations with regard thereto or
any changes in events, conditions, or circumstances on which any such statement
is based.
- --------------------------------------------------------------------------------
Contact:
Suiza Foods Corporation, Dallas
J. Michael Lewis
VP; Treasurer; Director Investor Relations
(214) 528-9922
or
Morgen-Walke Associates, New York
June Filingeri, John Blackwell
Media contact: Miriam Adler, Leslie Feldman
(212) 850-5600
or
Packaged Ice, Inc., Houston
James F. Stuart
Chief Executive Officer
(713) 464-9384
5
