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): December 16, 1999
Pathmark Stores, Inc.
(Exact name of Registrant as specified in its charter)
Delaware 1-5287 22-2879612
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
200 Milik Street, Carteret, New Jersey 07008
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (732) 499-3000
<PAGE>
2
Item 5. Other Events.
A copy of the press release, dated December 16, 1999, issued by the
registrant is attached as an exhibit to this report and is incorporated herein
by reference.
<PAGE>
3
EXHIBIT INDEX
Exhibit
No. Description
- ------- -----------
99.1 Press Release issued by the registrant, dated December 16, 1999.
<PAGE>
4
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.
PATHMARK STORES, INC.
Date: December 16, 1999 /s/ Marc A. Strassler
---------------------------------
Name: Marc A. Strassler
Title: Senior Vice President and
General Counsel
Exhibit 99.1
PATHMARK STORES, INC.
200 MILIK STREET, CARTERET, NEW JERSEY, 07008-1194
FOR IMMEDIATE RELEASE
Contact: Frank Vitrano
Senior Vice President,
Treasurer & Chief
Financial Officer
(732) 499-4327
December 16, 1999
Royal Ahold Breaches Merger
Agreement with Supermarkets General
- --------------------------------------------------------------------------------
Carteret, New Jersey -- Supermarkets General Holdings Corporation ("SGHC"), the
parent company of U.S. supermarkets company Pathmark Stores, Inc., announced
today that Royal Ahold of The Netherlands has breached their merger agreement
and related stock purchase pursuant to which Ahold had agreed to acquire SMG-II
Holdings Corporation. SMG-II owns all of the common stock of SGHC.
Jim Donald, Chairman, President and Chief Executive Officer of SMG-II, SGHC and
Pathmark, stated, "It is clear that Ahold has not used its best efforts to get
this deal closed, as they are contractually obligated to do. In addition, today
they announced that they have terminated our merger pact and their tender offer
for the outstanding preferred shares of SGHC, which they are not permitted to do
under the terms of our deal. We are very disappointed that Royal Ahold has
chosen to take this abrupt action. We intend to hold Ahold responsible for the
consequences of its actions. We will, of course, also continue to pursue all of
our alternatives to enhance the value of Pathmark to its shareholders,
customers, and other constituencies.
