8-K 1 pf8kjuly232002.txt ITEMS 7 & 9 _ Page 1 of 4 Pages 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 (Date of Earliest Event Reported): July 24, 2002 PRO-FAC COOPERATIVE, Inc. (Exact Name of Registrant as Specified in Charter) New York 0-20539 16-6036816 ------------------------------------------ -------------------------- ------------------------------------ (State or other jurisdiction of incorporation) (Commission File Number)(IRS Employer Identification Number)
90 Linden Oaks, Rochester, New York 14625 (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number Including Area Code: (585) 383-1850 -------------- 2 Item 7. Financial Statements, Pro-Forma Financial Information and Exhibits (a) Financial Statements of Business Acquired. None (b) Pro-Forma Financial Information. None (c) Exhibits Exhibit No. Description 99.1 Press release of Pro-Fac Cooperative, Inc. dated July 24, 2002 announcing results of Pro-Fac member vote.
Item 9. Regulation FD Disclosure Attached hereto as Exhibit 99.1 which is incorporated herein by reference, is a press release issued by Pro-Fac Cooperative, Inc. ("Pro-Fac") announcing that Pro-Fac members have voted in favor of the $175 million equity investment in Agrilink Foods, Inc., a wholly-owned subsidiary of Pro-Fac, by Vestar/Agrilink Holdings LLC, an affiliate of Vestar Capital Partners IV, L.P. This information is not "filed" pursuant to the Securities Exchange Act of 1934 and is not incorporated by reference into any registrations under the Securities Act of 1933. Additionally, the submission of this Report on Form 8-K is not an admission as to the materiality of any information in the Report that is required to be disclosed solely by Regulation FD. 3 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. PRO-FAC COOPERATIVE, INC. Date: July 24, 2002 By: /s/Earl L. Powers -------------------------------- Earl L. Powers, Treasurer (Principal Financial Officer and Principal Accounting Officer) 4 INDEX TO EXHIBITS Exhibit No. Description 99.1 Press release of Pro-Fac Cooperative, Inc. dated July 24, 2002 announcing results of Pro-Fac member vote.