-----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, Q04L/veiI6zKZwVe/jY7h3DNFgZmpGzLn1TnCF9feWX57TweM1jyJ0qC6rXW85oC 2kK2ZwkKyIr1pHF7QXmq7A== 0001157523-08-003207.txt : 20080424 0001157523-08-003207.hdr.sgml : 20080424 20080423181812 ACCESSION NUMBER: 0001157523-08-003207 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080423 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080424 DATE AS OF CHANGE: 20080423 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MIDDLEBY CORP CENTRAL INDEX KEY: 0000769520 STANDARD INDUSTRIAL CLASSIFICATION: REFRIGERATION & SERVICE INDUSTRY MACHINERY [3580] IRS NUMBER: 363352497 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09973 FILM NUMBER: 08772662 BUSINESS ADDRESS: STREET 1: 1400 TOASTMASTER DRIVE CITY: ELGIN STATE: IL ZIP: 60120 BUSINESS PHONE: 8477413300 MAIL ADDRESS: STREET 1: 1400 TOASTMASTER DRIVE CITY: ELGIN STATE: IL ZIP: 60120 8-K 1 a5666615.htm THE MIDDLEBY CORPORATION 8-K

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): April 23, 2008

THE MIDDLEBY CORPORATION
(Exact Name of Registrant as Specified in its Charter)

Delaware

1-9973

36-3352497

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

1400 Toastmaster Drive, Elgin, Illinois

 

60120

(Address of Principal Executive Offices) (Zip Code)

(847) 741-3300
(Registrant’s telephone number, including area code)

N/A
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 7.01

Regulation FD Disclosure.

On April 23, 2008, The Middleby Corporation issued a press release announcing it acquired the net assets and related business operations of FriFri aro SA from the Franke Group. A copy of that press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

The information furnished pursuant to this Current Report on Form 8-K (including the exhibit hereto) shall not be considered "filed" under the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into future filings by the Company under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, unless the Company expressly sets forth in such future filing that such information is to be considered "filed" or incorporated by reference therein.

Item 9.01

Financial Statements and Exhibits.

 

(c) Exhibits.

 

Exhibit No.

Description

 

Exhibit 99.1

Press release dated April 23, 2008 of The Middleby Corporation.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

THE MIDDLEBY CORPORATION

 

 

Dated:

April 23, 2008 By:

/s/ Timothy J. FitzGerald

Timothy J. FitzGerald

Vice President and

Chief Financial Officer


Exhibit Index

Exhibit No.

 

Description

 

Exhibit 99.1

The Middleby Corporation press release dated April 23, 2008.

EX-99.1 2 a5666615ex991.htm EXHIBIT 99.1

Exhibit 99.1

The Middleby Corporation Acquires FriFri,
a Leading European Supplier of Frying Systems

ELGIN, Ill.--(BUSINESS WIRE)--The Middleby Corporation (NASDAQ:MIDD) today announced it has acquired the net assets and related business operations of FriFri aro SA from the Franke Group. FriFri is a leading European manufacturer of frying systems. This business, located in La Neuveville, Switzerland, had annual revenues of approximately $10 million in 2007. This acquisition expands Middleby’s platform of cooking equipment designed for the international markets.

“FriFri is a leading brand name in Europe,” commented Chairman and Chief Executive Officer, Selim A. Bassoul. “This acquisition compliments Middleby’s Pitco fryer brand, strengthening our position as a global leader in frying systems. Additionally, this acquisition, combined with the recent acquisitions of Houno, a leading manufacturer of combi-ovens, and Giga Grandi Cucine, a leading manufacturer of ranges, steam cooking equipment and ovens, provides Middleby with a complete platform of European cooking equipment as we continue to expand globally.”

Statements in this press release or otherwise attributable to the Company regarding the Company's business, which are not historical fact, are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The Company cautions investors that such statements are estimates of future performance and are highly dependent upon a variety of important factors that could cause actual results to differ materially from such statements. Such factors include variability in financing costs; quarterly variations in operating results; dependence on key customers; international exposure; foreign exchange and political risks affecting international sales; changing market conditions; the impact of competitive products and pricing; the timely development and market acceptance of the Company's products; the availability and cost of raw materials; and other risks detailed herein and from time-to-time in the Company's SEC filings.

The Middleby Corporation is a global leader in the foodservice equipment industry. The company develops, manufactures, markets and services a broad line of equipment used for commercial food cooking, preparation and processing. The company's leading equipment brands serving the commercial foodservice industry include Blodgett®, Blodgett Combi®, Blodgett Range®, Bloomfield®, Carter Hoffman®, CTX®, Holman®, Houno®, Jade®, Lang®, MagiKitch'n®, Middleby Marshall®, Nu-Vu®, Pitco Frialator®, Southbend®, Star®, Toastmaster®, and Wells®. The company’s leading equipment brands serving the food processing industry include Alkar®, MP Equipment®, and RapidPak®. The Middleby Corporation was recognized by Business Week as one of the Top 100 Hot Growth Companies of 2007, by Crain’s Chicago Business as one of the Fastest 50 Growth Companies in 2007, and by Forbes as one of the Best Small Companies in 2007.

Franke is a global supplier of products, services and tailored solutions for food preparation in homes and in the catering sector in the broadest sense. The Franke Group, with its holding domicile in Aarburg, Switzerland, employs around 13,000 people around the world, and is today anchored in 42 countries with over 80 subsidiaries. The two divisions; Franke Kitchen Systems (sinks, extraction hoods, taps, cooking hobs, ovens), and Franke Foodservice Systems (systems and services for quick restaurants) are the global market leaders in their fields of business, with exports to over 100 countries. Further activities of the Franke Group comprise Franke Washroom Systems (washroom and sanitary systems in public and semi-public field), Franke Coffee Systems with a broad product program of fully-automatic, professional and semi-professional coffee machines, Franke Beverage Systems as well as industrial technology. In the year 2007 Franke generated consolidated sales of CHF 3.0 billion.

For more information about The Middleby Corporation and the company brands, please visit www.middleby.com.

CONTACT:
The Middleby Corporation
Darcy Bretz, Investor and Public Relations,
(847) 429-7756
or
Tim Fitzgerald, Chief Financial Officer,
(847) 429-7744

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