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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):
DECEMBER 18, 1998 (DECEMBER 17, 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)
2515 MCKINNEY AVENUE, LB 30, SUITE 1200
DALLAS, TEXAS 75201
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:
(214) 303-3400
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ITEM 5. OTHER EVENTS.
On December 18, 1998, Suiza Foods Corporation (the "Company") issued a
press release announcing a joint venture with Dairy Farmers of America, Inc., a
copy of which is filed herewith as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
99.1 Press Release dated December 18, 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: December 18, 1998 SUIZA FOODS CORPORATION
By: /s/ Michelle P. Goolsby
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Michelle P. Goolsby
Executive Vice President and
General Counsel
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INDEX TO EXHIBITS
Exhibit
Number Description
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99.1 Press Release dated December 18, 1998.
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EXHIBIT 99.1
December 18, 1998 8:45 AM - Business Wire
SUIZA FOODS ENTERS JOINT VENTURE WITH DAIRY FARMERS OF AMERICA
DALLAS--(BUSINESS WIRE)--Dec. 18, 1998--Suiza Foods Corporation (NYSE:SZA) today
announced it has formed a joint venture with Dairy Farmers of America (DFA)
pursuant to which the northeastern dairy operations of the two entities have
been combined to form a business having revenues of approximately $1.2 billion.
The joint venture includes Suiza's Garelick Farms business, with annual revenues
of approximately $720 million and DFA's Tuscan/Lehigh dairy operations, with
approximately $500 million in annual revenues. Suiza owns a 75% interest in the
joint venture and DFA owns the remaining 25% interest. Suiza will act as manager
of the joint venture. The transaction is expected to be accretive to Suiza's
1999 earnings and will not require Suiza to make a cash contribution or incur
any additional debt.
The businesses of Suiza contributed to the joint venture include Garelick Farms'
operations in Massachusetts, New York and New Jersey, West Lynn Creamery in
Massachusetts, Fairdale Farms in Vermont, Grant's Dairy in Maine and Miscoe
Springs in Massachusetts. DFA is a national dairy cooperative which owns
interests in dairy processors throughout the country. DFA's Tuscan and Lehigh
plants contributed to the joint venture currently serve markets in New Jersey,
New York, Pennsylvania, Delaware and Maryland. The joint venture will be the
exclusive entity through which Suiza and DFA will conduct their future dairy
operations in the states of Delaware, Maryland, Pennsylvania, New Jersey, New
York, Connecticut, Rhode Island, Massachusetts, New Hampshire, Maine and
Vermont.
Gregg L. Engles, Suiza's Chairman and Chief Executive Officer, commented: "This
venture enables us to greatly expand our already significant presence in the
Northeast and broadens our reach to additional markets in the Atlantic coast
states. Our customers will now be able to access a single source for a broad
range of products in markets from the Mid-Atlantic region through New England.
As a result of this combination, we expect to realize synergies and reduce
operating costs in these markets as we continue to benefit from increased
economies of scale. We are extremely pleased that we have been able to
capitalize and expand our business through this venture in a manner so favorable
to the Company and to its shareholders."
Suiza Foods is a Dallas-based company with leading positions in the dairy and
consumer goods packaging industries. Its principal holdings are in fluid dairy
processing, refrigerated, shelf-stable and frozen dairy case products, and
consumer goods 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 meaning or import. Such statements
are
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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 condition are (i) risks
associated with the Company's acquisition strategy, including its ability to
integrate the operations of its acquired businesses and realize operating
efficiencies, (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
to 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
Vice President and Treasurer
(214) 303-3437
or
Morgen-Walke Associates, New York
June Filingeri, John Blackwell
Media contact: Eileen King
(212) 850-5600
