-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CGRFXzoTK4B09VRE9EQ7KDDZk/ld8KJvIEVNfh9gzJYYU6p3/JsQktqSsRZv72+O LAcXkGgX6bfqr12QNpnGaQ== 0000950172-03-002816.txt : 20030916 0000950172-03-002816.hdr.sgml : 20030916 20030916172727 ACCESSION NUMBER: 0000950172-03-002816 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030916 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030916 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AURORA FOODS INC /DE/ CENTRAL INDEX KEY: 0001060024 STANDARD INDUSTRIAL CLASSIFICATION: GRAIN MILL PRODUCTS [2040] IRS NUMBER: 943303521 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14255 FILM NUMBER: 03898246 BUSINESS ADDRESS: STREET 1: 11432 LACKLAND ROAD STREET 2: . CITY: ST LOUIS STATE: MO ZIP: 63146 BUSINESS PHONE: 3148012300 MAIL ADDRESS: STREET 1: 11432 LACKLAND ROAD STREET 2: . CITY: ST LOUIS STATE: MO ZIP: 63146 FORMER COMPANY: FORMER CONFORMED NAME: A FOODS INC DATE OF NAME CHANGE: 19980623 FORMER COMPANY: FORMER CONFORMED NAME: AURORA FOODS INC /MD/ DATE OF NAME CHANGE: 19980417 8-K 1 aurora8k.htm 8-K 8K Aurora Foods Inc.


SECURITIES AND EXCHANGE COMMISSIONWASHINGTON, 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):
SEPTEMBER 16, 2003 (SEPTEMBER 16, 2003)


AURORA FOODS INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


Delaware 001-14255 94-3303521
(STATE OR OTHER JURISDICTION
OF INCORPORATION OR ORGANIZATION)
(COMMISSION
FILE NUMBER)
(I.R.S. EMPLOYER
IDENTIFICATION NUMBER)


  11432 Lackland Road
St. Louis, Missouri
63146  
  (ADDRESS OF PRINCIPAL EXECUTIVE OFFICE) (ZIP CODE)  


(314) 801 - 2300
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)


N/A
(FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR, IF APPLICABLE)





ITEM 5.     OTHER EVENTS.

                On September 16, 2003, Aurora Foods Inc. (the “Company”) issued a press release announcing that, based upon substantial progress made in discussions among the Company, its creditors and J.W. Childs Equity Partners, the Company has requested its senior lenders and noteholders to formally extend the forbearance agreements which expired in accordance with their terms on September 15, 2003. While discussions continue, none of the Company’s creditors has taken any action to enforce remedies arising out of the Company’s decisions to defer paying interest on its outstanding senior subordinated notes and to suspend its divestiture program.

                The Company also announced that it continues to receive funding under its receivables facility and, as of September 15, 2003, the Company had liquidity of approximately $34 million comprised of cash and availability under the receivables facility. There also are more than 125 vendors with estimated annual purchases of $250 million who are participating in Aurora’s vendor lien program and the Company believes it has sufficient liquidity to fund its operations through completion of the restructuring.

                As previously announced, Aurora is undertaking a comprehensive financial restructuring to reduce its outstanding indebtedness, strengthen its balance sheet and improve its liquidity. As part of the restructuring, the Company entered into a definitive agreement on July 11, 2003 with an affiliate of J.W. Childs Associates, L.P., pursuant to which J.W. Childs agreed to make a $200 million investment for a 65.6% equity interest in the reorganized Company.

                Since the date of the announcement of the definitive agreement with J.W. Childs, the Company has engaged, and continues to engage, in discussions with J.W. Childs, the Company’s senior lenders and noteholders regarding the terms of the restructuring. The Company believes that substantial progress is being made towards consummating the restructuring. However, no assurance can be given that this progress will continue, that its discussions will lead to an agreement, that the conditions to closing the restructuring will be satisfied, or that the restructuring ultimately will be consummated. Moreover, if the restructuring is consummated, it could be consummated on terms materially different than the terms contemplated by the definitive agreement with J.W. Childs.

                The press release is attached hereto as Exhibit 99 and is incorporated herein by reference.

ITEM 7.      EXHIBITS.

(c)      Exhibits.

Exhibit No.   Description
99   Press Release, dated September 16, 2003



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 hereunto duly authorized.

    AURORA FOODS INC.

      By: /s/ Richard A. Keffer
       
  Name:  Richard A. Keffer
  Title:   General Counsel and
Secretary

September 16, 2003




AURORA FOODS INC.
CURRENT REPORT ON FORM 8-K
REPORT DATED SEPTEMBER 16, 2003

EXHIBIT INDEX

Exhibit No.   Description
99   Press Release, dated September 16, 2003

EX-99 3 aurorapress.htm EX-99 PRESS RELEASE Press Release
News

Contacts: Ron Hutchison
Aurora Foods Inc.
314-801-2310

Chuck Dohrenwend
Alan Oshiki
Broadgate Consultants, Inc.
212-232-2222

For Immediate Release

Aurora Foods Continues to Negotiate Financial Restructuring ______________________________________________________

ST. LOUIS, September 16, 2003 – Aurora Foods Inc. (OTCBB: AURF), a producer and marketer of leading food brands, reported today that, based upon substantial progress made in discussions among the Company, its creditors and J.W. Childs, the Company has requested that its senior lenders and noteholders formally extend the forbearance agreements which expired in accordance with their terms on September 15, 2003.  While discussions continue, none of the Company’s creditors has taken any action to enforce remedies arising out of the Company’s decisions to defer paying interest on its outstanding senior subordinated notes and to suspend its divestiture program.

                The Company continues to receive funding under its receivables facility and, as of September 15, 2003, the Company had liquidity of approximately $34 million comprised of cash and availability under the receivables facility.  There also are more than 125 vendors with estimated annual purchases of $250 million who are participating in Aurora’s vendor lien program and the Company believes it has sufficient liquidity to fund its operations through completion of the restructuring.

                As previously announced, Aurora is undertaking a comprehensive financial restructuring to reduce its outstanding indebtedness, strengthen its balance sheet and improve its liquidity.  As part of the restructuring, the Company entered into a definitive agreement on July 11, 2003 with an affiliate of J.W. Childs Associates, L.P., pursuant to which J.W. Childs agreed to make a $200 million investment for a 65.6% equity interest in the reorganized Company.

                Since the date of the announcement of the definitive agreement with J.W. Childs, the Company has engaged, and continues to engage, in discussions with J.W. Childs, the Company’s senior lenders and noteholders regarding the terms of the restructuring.  The Company believes that substantial progress is being made towards consummating the restructuring.  However, no assurance can be given that this progress will continue, that its discussions will lead to an agreement, that the conditions to closing the restructuring will be satisfied, or that the restructuring ultimately will be consummated.  Moreover, if the restructuring is consummated, it could be consummated on terms materially different than the terms contemplated by the definitive agreement with J.W. Childs.

About Aurora Foods Inc.
                Aurora Foods Inc., based in St. Louis, Missouri, is a producer and marketer of leading food brands, including Duncan Hines® baking mixes; Log Cabin®, Mrs. Butterworth’s® and Country Kitchen® syrups; Lender’s® bagels; Van de Kamp’s® and Mrs. Paul’s® frozen seafood; Aunt Jemima® frozen breakfast products; Celeste® frozen pizza and Chef’s Choice® skillet meals.  More information about Aurora may be found on the Company’s Web site at http://www.aurorafoods.com.

CAUTIONARY NOTE:  Statements contained in this press release that are not historical facts are forward-looking statements as the term is defined in the Private Securities Litigation Reform Act of 1995.  All forward-looking statements are subject to risks and uncertainties which could cause actual results to differ from the forward-looking statements contained in this release and which may affect the Company’s prospects in general.  For a summary of such risks and uncertainties, see the Company’s periodic reports and other filings with the Securities and Exchange Commission.

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