-----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, LK8DY/2CHjHAQZAmFe+PnzkrIMva71rdi5w3NssbgLUmIBK6h7K6kLY2wA0pO320 6cSuG+WcBSh8+roh6A4+YA== 0000912057-96-007041.txt : 19960426 0000912057-96-007041.hdr.sgml : 19960426 ACCESSION NUMBER: 0000912057-96-007041 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19960424 ITEM INFORMATION: Other events FILED AS OF DATE: 19960425 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: FOODBRANDS AMERICA INC CENTRAL INDEX KEY: 0000938348 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 132535513 STATE OF INCORPORATION: DE FISCAL YEAR END: 1230 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11621 FILM NUMBER: 96550850 BUSINESS ADDRESS: STREET 1: 1601 NORTHWEST EXPRESSWAY STREET 2: STE 1700 CITY: OKLAHOMA CITY STATE: OK ZIP: 73118-0437 BUSINESS PHONE: 4058794100 MAIL ADDRESS: STREET 1: 2601 NW EXPRESSWAY STREET 2: SUITE 1000W CITY: OKLAHOMA CITY STATE: OK ZIP: 73112 FORMER COMPANY: FORMER CONFORMED NAME: NEW DOSKOCIL INC DATE OF NAME CHANGE: 19950217 8-K 1 FORM 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, 1996 FOODBRANDS AMERICA, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE 1-11621 13-2535513 (STATE OR OTHER JURISDICTION (COMMISSION (IRS EMPLOYER OF INCORPORATION) FILE NUMBER) IDENTIFICATION NO.) 1601 NORTHWEST EXPRESSWAY, SUITE 1700 OKLAHOMA CITY, OKLAHOMA 73118-1495 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (405) 879-4100 ITEM 5. Other Events. On April 23, 1996, Foodbrands America, Inc. issued a press release, a copy of which attached hereto as Exhibit A. 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. FOODBRANDS AMERICA, INC. /s/ BRYANT P. BYNUM Date: April 25, 1996 --------------------------------------- Bryant P. Bynum Vice President - Finance, Treasurer and Secretary EXHIBIT A FOODBRANDS AMERICA REPORTS 21% INCREASE IN EARNINGS PER SHARE FOR THE FIRST QUARTER OF FISCAL 1996 Oklahoma City, OK., April 23, 1996 -- Foodbrands America, Inc. (NYSE: FDB) announced today net income for the first quarter ended March 30, 1996 of $2.1 million, or $0.17 per share compared to income from continuing operations in the first quarter of 1995 of $1.8 million, or $0.14 per share and net loss from the prior year quarter of $0.6 million, or ($0.05) per share. The net loss in the prior year quarter was the result of losses on discontinued operations pertaining to the Company's Retail division, which was sold in May 1995. Sales in the first quarter of 1996 were $186 million, an increase of 33% from sales of $139.4 million reported in the first quarter of last year. Of the $46.6 million increase in sales for the quarter, $35.3 million was the result of the acquisition of KPR Holdings, L.P. and TNT Crust, Inc., both completed in the fourth quarter of fiscal 1995. The remaining increase was attributable to an 8% growth in sales for the Company's existing businesses. Operating income for the quarter was $11.4 million compared to $7.8 million in the previous year. The increase resulted from the addition of the KPR and TNT businesses as well as overall increases in the base business. These increases were partially offset by higher amortization of intangible assets associated with the KPR and TNT acquisitions and increased administrative expenses, including non-cash expenses for employee stock options not occurring in the prior year quarter. Total depreciation and amortization for the quarter was $6.1 million compared to $3.8 million for the same quarter last year. R. Randolph Devening, Chairman, President and Chief Executive Officer commented, "The first quarter represented a strong start to 1996. Both KPR and TNT have exceeded expectations and have been accretive to earnings. All divisions, with the exception of the Specialty Brands division where margin pressure continued, performed well and saw increases in both sales and earnings. While the severe weather early in the quarter negatively impacted some of our customers, we were able to focus on growing our businesses and offset the short term impact." Mr. Devening continued, "During the quarter, we realized a significant increase in our market share to several prominent customers and TNT is also starting to benefit from the significant distribution opportunities offered by our existing foodservice distributor and grocery store delicatessen customers." Foodbrands America produces, markets and distributes frozen and refrigerated products targeted to growth segments of the foodservice market. The Company's products include pepperoni, beef and pork toppings as well as partially baked pizza crusts, marketed to the pizza industry, appetizers, Mexican and Italian foods, sauces, soups, and side dishes, and branded and processed meat products. Customers include large multi-unit food chains, major foodservice distributors, warehouse clubs and grocery store delicatessens. -tables to follow- FOODBRANDS AMERICA, INC. Condensed Consolidated Statement of Operations - Unaudited (in thousands, except per share figures)
THREE MONTHS ENDED ------------------- 3/30/96 4/1/95 -------- -------- Net sales $185,997 $139,412 Cost of sales 146,688 108,247 -------- -------- Gross profit 39,309 31,165 Operating expenses: Selling 18,280 16,469 General and administrative 7,924 5,861 Amortization of intangible assets 1,747 1,081 -------- -------- Total operating expenses 27,951 23,411 -------- -------- Operating income 11,358 7,754 Other income (expense): Interest and financing costs (7,419) (4,355) Other, net (182) (157) -------- -------- Income from continuing operations before income taxes 3,757 3,242 Income tax provision 1,635 1,450 -------- -------- Income from continuing operations 2,122 1,792 Discontinued operations: Loss from operations of the Retail Division (less applicable income tax benefit of $1,175 in 1995) - (2,355) -------- -------- Net income (loss) $ 2,122 $ (563) -------- -------- -------- -------- Depreciation expense included in operating income above $ 4,350 $ 2,687 -------- -------- -------- -------- Earnings (loss) per share - primary and fully diluted: Income from continuing operations $ 0.17 $ 0.14 Loss from discontinued operations - (0.19) -------- -------- Net income (loss) $ 0.17 $ (0.05) -------- -------- -------- -------- Weighted average number of common and common equivalent shares outstanding - primary and fully diluted 12,468 12,448 -------- -------- -------- --------
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