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UNITED STATES
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 (Dates of Earliest event reported) September 29, 1998
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EPL Technologies, Inc.
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(Exact name of registrant as specified in its charter)
Colorado 0 - 28444 84-0990658
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2 International Plaza, Suite 245, Philadelphia, PA 19113
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (610) 521-4400
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Not Applicable
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(Former name or former address, if changed since last report.)
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ITEM 5. OTHER EVENTS
At its Annual Meeting of Shareholders held on September 29, 1998, EPL
Technologies, Inc. (the "Company") discussed its strategies to pursue continued
growth in U.S. and Western European markets by using its proprietary
technologies and expertise in food science to package and market fresh produce.
The Company reported that it currently expects to make fresh corn
available nationally under the "Green Giant(R) Fresh" brand on a year-round
basis and plans to begin such shipments this fall. The Company also stated that
its objective was to grow its corn business to annual revenues of $100 million
by 2002.
The Company currently sells fresh-cut potatoes to the food service
market under the "Green Giant(R) Fresh" brand. At present, the Company is
focusing sales efforts for its "Fresh Fries(TM)" product in the Western U.S. and
is implementing and/or testing this product with four operators of an aggregate
of approximately 230 restaurant units in California, Oregon and
Nevada, which currently serve fresh french fries processed in-house. The Company
estimates, based on market research and industry information, that potential
revenues from its "Fresh Fries(TM)" product from that user category in the
Western U.S. region alone approximate $70 million annually.
The above contains certain forward-looking statements regarding the
Company's expectations as to the future expansion and development of its
business. Actual results may vary materially from these expectations. Meaningful
factors that may cause actual results to be different from expectations include,
but are not limited to, (i) the Company's product development and sales process,
which remains lengthy and resource-intensive, (ii) the uncertainty of demand for
or market acceptance of the Company's products, and (iii) personnel and
production requirements and related difficulties in managing multiple product
lines.
At the Company's Annual Meeting, shareholders re-elected Paul L. Devine,
Robert D. Mattei and Al S. Clausi as directors of the Company and approved a new
stock option plan of 850,000 shares. The minimum exercise price for options
granted to its existing executives and employee directors under the new plan is
$14 per share.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS
a) Not Applicable
b) Not Applicable
c) Exhibits
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99.1 Press Release dated October 1, 1998 in relation to Annual
Meeting
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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, thereunto duly authorized.
Dated : October 13, 1998 EPL Technologies, Inc.
By: /s/ PAUL L. DEVINE
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Paul L. Devine
Chairman and President
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Exhibit 99.1
Press Release dated October 1, 1998 in relation to Annual Meeting
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CONTACT:
EPL Technologies, Inc.
Investor Relations Department, Philadelphia
R. Brandon Asbill, Secretary
Bruce Crowell, Chief Financial Officer [LOGO]
(610) 521-4400
2 International Plaza, Suite 245
Philadelphia, PA 19113-1507
Tel: 610-521-4400
Fax: 610-521-5985
FOR IMMEDIATE RELEASE
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EPL TECHNOLOGIES EMPHASIZES SUSTAINABLE GROWTH
AT ANNUAL MEETING
October 1, 1998 - Philadelphia, PA -- EPL Technologies, Inc. (NASDAQ:EPTG)
discussed at its Annual Meeting of Shareholders its strategies for continued
growth in U.S. and Western European markets by using its proprietary
technologies and expertise in food science to package and market fresh produce.
Paul L. Devine, President and Chief Executive Officer of the Company, said: "EPL
has made great progress in this fiscal year by emphasizing its technological
leadership in the processing and packaging of fresh-cut produce and focusing on
brand power to build a foundation for sustainable future growth."
In April of 1998, the Company entered into an agreement allowing it to market
fresh corn under the "Green Giant(R) Fresh" brand. The Company plans to make
fresh corn available nationally under this label on a year-round basis and
expects to begin shipping the Green Giant(R) Fresh product this fall once
Pillsbury Company has approved EPL's new corn processing facility located in
Camarillo, California. Currently, EPL sells fresh packaged corn under two lesser
known regional brands. Sales of this product grew from $625,000 in 1995 to
approximately $3,000,000 in the first six months of 1998, including sales of
$1,300,000 in the month of June. Company executives said that EPL's objective is
to grow its corn business to revenues of $100 million by 2002.
EPL first secured the right to use the Green Giant(R) Fresh brand in September
1997 in connection with its sale of fresh-cut french fries to the food service
market. Presently, EPL is focusing sales efforts for its "Fresh Fries(TM)"
product in the Western U.S. and is implementing and/or testing this product with
four operators of an aggregate of approximately 230 restaurant units in this
region which currently serve fresh french fries processed in-house. The Company
estimates that potential revenues from its Fresh Fries(TM) product from that
user category in the Western region alone approximate $70 million annually.
In the United Kingdom the Company continues to promote its Respire(R) brand of
breathable packaging for fresh produce, already successfully introduced in the
United States and marketed domestically through EPL's joint venture with
American National Can Company. Using proprietary technologies and its expertise
in food science, the Company is quickly becoming a leader in the market for
produce packaging in Western Europe, which the Company estimates is growing at a
rate of approximately 25% annually.
At the Company's Annual Meeting, shareholders re-elected Paul L. Devine, Robert
D. Mattei and Al S. Clausi as directors of the Company and approved a new stock
option plan of 850,000 shares. The Company noted that the minimum exercise price
for options granted to its existing executives and
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employee directors under the new plan is $14 per share, more than twice the
Company's current stock price, in an era when many companies are reducing the
exercise price of outstanding options in the face of the sharp decline in stock
prices of companies in a broad range of industries. Management strongly believes
that there is considerable long-term economic incentive even at an exercise
price which is significantly above the current market price.
EPL Technologies, Inc. develops, manufactures and markets proprietary processing
aids, packaging technologies and scientific and technical services, which are
designed to maintain the quality and integrity of fresh-cut produce. In its most
recent quarter ended June 30, 1998, the Company reported revenues of
$16,370,772, as compared with revenues of $8,899,804 for the six months ended
June 30, 1997.
This press release contains certain forward-looking statements regarding the
Company's expectations as to the future expansion and development of its
business. Actual results may vary materially from these expectations. Meaningful
factors that may cause actual results to be different from expectations include,
but are not limited to, (i) the Company's product development and sales process,
which remains lengthy and resource-intensive, (ii) the uncertainty of demand for
or market acceptance of the Company's products, and (iii) personnel and
production requirements and related difficulties in managing multiple product
lines.
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