US FOODSERVICE/MD/
8-K, 1998-09-11
GROCERIES, GENERAL LINE
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                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 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): August 31, 1998


                                U.S. Foodservice
               (Exact Name of Registrant as Specified in Charter)





          Delaware                      0-24954                52-1634568
          --------                      -------                ----------
(State or Other Jurisdiction    (Commision File Number)      (IRS Employer
  of Incorporation)                                       Identification No.)





                            9830 Patuxent Woods Drive
                            Columbia, Maryland 21046
                            ------------------------
               (Address of Principal Executive Offices)(ZIP Code)




       Registrant's telephone number, including area code: (410) 312-7100



                                 
          (Former name or former address, if changed since last report)



                                        1




<PAGE>



     ITEM  5.     OTHER EVENTS

     The Registrant hereby  incorporates by reference the information  contained
in Exhibit  99.1 hereto in response to this Item 5.

     ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

         (c)  Exhibits

              Exhibit No.                   Exhibit
              99.1                          Press Release

                                        2




<PAGE>




                                    SIGNATURE

     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 thereunto duly authorized.

                                U.S. Foodservice


                                /s/ Lewis Hay III
                                -----------------------------
                                Lewis Hay, III,
                                Executive Vice President and
                                Chief Financial Officer


Date:  September 9, 1998

                                        3



<PAGE>

PRESS RELEASE                                                       EXHIBIT 99.1



                  U.S. FOODSERVICE ANNOUNCES OUTSOURCING OF ITS

                             MANUFACTURING CAPACITY

         Columbia,  Maryland, August 31, 1998 - U.S. Foodservice (NYSE: UFS) and
     Kohlberg  & Company  L.L.C.  ("Kohlberg")  announced  today  that they have
     closed on the transfer of the business and related assets of  Rykoff-Sexton
     Manufacturing Division ("RSMD") to a new company formed by Kohlberg and the
     senior  management  of RSMD and agreed upon a long-term  supply  agreement.
     Headquartered in Los Angeles, California, RSMD manufactures over 1,400 food
     and non-food  products  specifically  developed to meet the requirements of
     foodservice  customers.  RSMD  currently  has  annual  sales  of over  $115
     million.

         Commenting on the transaction,  Jim Miller,  Chairman,  Chief Executive
     Officer and President of U.S. Foodservice, stated, "While we have been very
     pleased  with the  quality,  pricing  and  service  provided  by RSMD,  our
     strategy has been to focus on the  distribution  of food and related  items
     and to avoid the distractions of operating  non-core  businesses.  Prior to
     our merger with  Rykoff-Sexton,  Rykoff-Sexton  had begun to market RSMD to
     potential  buyers and we always intended to continue in that direction.  We
     are  very  pleased  that we have  closed  on this  transaction  in a timely
     fashion  consistent with our original  intention.  As importantly,  we also
     believe that the  transfer of RSMD to Kohlberg is in the best  interests of
     both the  management  and employees and will enable the business to develop
     as an  independent  food  manufacturer.  We will  continue  to have a close
     relationship with RSMD through the supply agreement. As such, our customers
     who have come to rely on the many unique product  formulations  produced by
     RSMD  will  continue  to have  the  opportunity  to  purchase  these  items
     exclusively from U.S. Foodservice."

         A spokesperson for Kohlberg stated, "RSMD has an outstanding reputation
     for quality  products  and  exceptional  service  earned over its  100-year
     history.  We are excited to have the  opportunity  to assist the company in
     building on this  heritage as it continues to supply U.S.  Foodservice  and
     broadens the marketing of its products to new  distributor  and foodservice
     customers."

          U.S.   Foodservice  is  the  second  largest   broadline   foodservice
     distributor in the United States, distributing food and related products to
     restaurants and institutional foodservice  establishments across the entire
     country.   U.S.  Foodservice  markets  and  distributes  more  than  40,000
     national,   private  label  and  signature  brand  items  to  over  130,000
     foodservice   customers,   including   restaurants,    hotels,   healthcare
     facilities,  cafeterias  and schools,  and employs over 12,000  foodservice
     professionals.  U.S.  Foodservice's  diverse customer base encompasses both
     independent and chain businesses,  including Buffets,  Inc., Perkins Family
     Restaurants,   Subway,   Eurest  Dining   Services,   Cheesecake   Factory,
     Kindercare, Pizzeria Uno and Ruby Tuesday.

         Kohlberg  is a private  merchant  banking  firm with  offices  in Mount
     Kisco, New York and Menlo Park, California.




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