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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):
MARCH 18, 1998 (MARCH 12, 1998)
SUIZA FOODS CORPORATION
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 1-12755 75-2559681
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(STATE OR OTHER (COMMISSION FILE (IRS EMPLOYER
JURISDICTION OF NUMBER) IDENTIFICATION NO.)
INCORPORATION)
3811 TURTLE CREEK BLVD., SUITE 1300
DALLAS, TEXAS 75219
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:
(214) 528-0939
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ITEM 5. OTHER EVENTS.
On March 12, 1998, the Registrant issued a press release relating to the
private placement, a copy of which is filed as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
Exhibit
Number Description
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99.1 Press Release issued by the Registrant at 5:32 p.m. EDT on March 12,
1998.
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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.
Dated: March 18, 1998 SUIZA FOODS CORPORATION
By: /s/ Joseph B. Armes
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Executive Vice President,
General Counsel and
Assistant Secretary
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INDEX TO EXHIBITS
Exhibit
Number Description
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99.1 Press Release issued by the Registrant at 5:32 p.m. EDT on March 12,
1998.
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Exhibit 99.1
FOR: SUIZA FOODS CORPORATION
CONTACT: J. Michael Lewis
Vice President and Treasurer
(214) 528-9922
FOR IMMEDIATE RELEASE
Morgen-Walke Associates:
June Filingeri, John Blackwell
Media contact: Miriam Adler,
Leslie Feldman
(212) 850-5600
SUIZA FOODS TO SELL $500 MILLION TRUST CONVERTIBLE PREFERRED SECURITIES
DALLAS, Texas, March 12, 1998 -- Suiza Foods Corporation (NYSE:SZA) today
announced its intention to raise $500 million (excluding any over-allotments)
through a Rule 144A offering of 10,000,000 trust convertible preferred
securities to be issued by a special purpose trust. The securities will be
convertible, at the option of the holder, into shares of Suiza's common stock
and will be non-callable for three years.
Proceeds from the Rule 144A offering will be used to repay outstanding
indebtedness under Suiza's revolving credit facility.
The trust convertible preferred securities will not be registered under
the Securities Act of 1933 and may not be offered or sold in the United States
absent registration or an applicable exemption from the registration
requirements under such act.
Suiza Foods is a Dallas-based company with leading positions in the
dairy, plastic packaging and packaged ice industries. Its principal holdings are
in fluid dairy processing, refrigerated, shelf-stable and frozen food products,
plastic packaging for consumer and industrial products and packaged ice.
Statements in this press release other than statements of historical fact may
constitute "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. These forward-looking statements, as
well as Suiza's future financial condition and results, are subject to inherent
risks and uncertainties, and actual results may differ materially from the
results discussed in these forward-looking statements. Additional information
concerning these and other risk factors are contained in Suiza's latest Annual
Report on Form 10-K and in each of Suiza's other recent filings with the
Securities and Exchange Commission (SEC), copies of which are available from the
SEC and can be obtained from Suiza upon request.
