-----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, IiUJioKhlh9FU2h6uOUK8ZAP/YD1TSY9KWG3S/8sVHpl2lXdPAkPOTfk5zbmZn/X 1479Z9yCQXdigUqvHINXow== 0001104659-04-030026.txt : 20041007 0001104659-04-030026.hdr.sgml : 20041007 20041007194254 ACCESSION NUMBER: 0001104659-04-030026 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041007 FILED AS OF DATE: 20041007 DATE AS OF CHANGE: 20041007 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: B&G FOODS HOLDINGS CORP CENTRAL INDEX KEY: 0001278027 STANDARD INDUSTRIAL CLASSIFICATION: FOOD & KINDRED PRODUCTS [2000] IRS NUMBER: 133918742 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: FOUR GATEHALL DRIVE STREET 2: SUITE 110 CITY: PARSIPPANY STATE: NJ ZIP: 07034 BUSINESS PHONE: 9734016500 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Burke David H CENTRAL INDEX KEY: 0001304777 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32316 FILM NUMBER: 041071090 BUSINESS ADDRESS: BUSINESS PHONE: (973) 401-6500 MAIL ADDRESS: STREET 1: C/O B&G FOODS, INC. STREET 2: 4 GATEHALL DRIVE, SUITE 110 CITY: PARSIPPANY STATE: NJ ZIP: 07054 3 1 a3.xml 3 X0202 3 2004-10-07 0 0001278027 B&G FOODS HOLDINGS CORP BGF 0001304777 Burke David H C/O B&G FOODS, INC. 4 GATEHALL DRIVE, SUITE 110 PARSIPPANY NJ 07054 0 1 0 0 Executive VP of Sales Common Stock 3000 D Series A Cumulative Preferred Stock 20 D Stock Options (right to buy) 10 2007-03-01 Common Stock 700 D Exercisable immediately /s/ Robert Cantwell, Attorney-in-fact 2004-10-07 EX-24.2 2 ex-24d2.htm EX-24.2

Exhibit 24.2

 

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS

 

 

Know all by these presents, that the undersigned hereby makes, constitutes and appoints David L. Wenner and Robert C. Cantwell, and each of them acting individually without the other, as the undersigned’s true and lawful attorneys-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1)           prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5 (including any amendments thereto) with respect to the securities issued by B&G Foods Holdings Corp., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2)           seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3)           perform any and all other acts which in the discretion of such attorney(s)-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

 

(1)           this Power of Attorney authorizes, but does not require, such attorneys-in-fact to act in their discretion on information provided to such attorneys-in-fact without independent verification of such information;

(2)           any documents prepared and/or executed by such attorneys-in-fact on behalf of the undersigned pursuant to this Power of Attorney will be in such form and will contain such information and disclosure as such attorneys-in-fact, in his or their discretion, deem necessary or desirable;

(3)           neither the Company nor such attorneys-in-fact assume (i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and

(4)           this Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Section 16 of the Exchange Act.

The undersigned hereby gives and grants the foregoing attorneys-in-fact, and each of them acting individually without the other, full power and authority to do and perform all and

 

 


 

every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that such attorneys-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Power of Attorney.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 27th day of September, 2004.

s/ David H. Burke

Name: David H. Burke

 

 

 

 

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