-----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, DyRlbJYzZGboA28u1m1QJgkvkqPsZbgs0VGtboL3bRrmsb6kqCEayH+wO3ao1PeG dfY98vq0OfGUL1IRXawKwQ== /in/edgar/work/20000612/0000950147-00-000917/0000950147-00-000917.txt : 20000919 0000950147-00-000917.hdr.sgml : 20000919 ACCESSION NUMBER: 0000950147-00-000917 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000608 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000612 FILER: COMPANY DATA: COMPANY CONFORMED NAME: POORE BROTHERS INC CENTRAL INDEX KEY: 0000944508 STANDARD INDUSTRIAL CLASSIFICATION: [2090 ] IRS NUMBER: 860786101 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-14556 FILM NUMBER: 652934 BUSINESS ADDRESS: STREET 1: 3500 S LA COMETA DR CITY: GOODYEAR STATE: AZ ZIP: 85338 BUSINESS PHONE: 6029326200 MAIL ADDRESS: STREET 1: 2664 SOUTH LITCHFIELD RD CITY: GOODYEAR STATE: AZ ZIP: 85338 8-K 1 0001.txt CURRENT REPORT DATED JUNE 8, 2000 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 June 8, 2000 Date of Report (Date of earliest event reported) POORE BROTHERS, INC. (Exact name of registrant as specified in its charter) DELAWARE 1-14556 86-0786101 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 3500 South La Cometa Drive Goodyear, Arizona 85338 (Address of principal executive offices)(zip code) (623) 932-6200 (Registrant's telephone number, including area code) ITEM 5. OTHER EVENTS On June 8, 2000 the Registrant issued a press release regarding the acquisition of Boulder Natural Foods, Inc. and the Boulder Potato Company(TM) brand totally natural potato chips. The transaction was consummated on June 8, 2000 and the consideration paid by the Registrant included 716,420 shares of the Registrant's unregistered common stock, $0.01 par value, with a fair value of $1,220,277.90, a two-year Note for $830,000 at 6.4% annual interest with monthly principal and interest payments of $36,929.41 secured by the assets acquired from Boulder Potato Company, and $300,000 cash paid at closing. A copy of the press release is attached hereto as Exhibit 99.1, which press release is hereby incorporated by reference herein. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.1 Press release of Poore Brothers, Inc. dated June 8, 2000. 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. POORE BROTHERS, INC. (Registrant) Date: June 9, 2000 By: /s/ Thomas W. Freeze ------------------------------------------ Thomas W. Freeze Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit Number Description - -------------- ----------- 99.1 Press Release of Poore Brothers, Inc. dated June 8, 2000 EX-99.1 2 0002.txt PRESS RELEASE OF POORE BROS. DATED 6-8-00 POORE BROTHERS ACQUIRES BOULDER NATURAL FOODS AND BOULDER POTATO COMPANY BRAND POTATO CHIPS June 8, 2000 -- Poore Brothers, Inc. (Nasdaq: SNAK) announced today that it has acquired Boulder Natural Foods, Inc. and Boulder Potato Company(TM) brand totally natural potato chips for approximately $2.3 million, including $1.2 million in common stock, $.8 million in a two-year Note, and $.3 million in cash. In addition, there is a three-year revenue growth incentive paid in shares of the Company's common stock. Mr. Eric J. Kufel, President and CEO, stated "The acquisition of Boulder Natural Foods and Boulder Potato Company(TM) brand totally natural potato chips is a positive strategic action for the Company and our shareholders. The Company is gaining access to the rapidly expanding $28 billion natural food channel and the Colorado retail grocery marketplace with a well positioned, growing brand that currently generates approximately $2.3 million in annualized revenues. The Company also plans to develop and launch innovative new snack food products under the Boulder Natural Foods(TM) brand name, leveraging the Company's abundant and unique snack food manufacturing capabilities." "Our guiding principle is to manufacture and market unique snack food products to discriminating consumers who demand superior taste, texture, appearance and brand personality compared to national brands. The Boulder Potato Company(TM) brand is a perfect strategic fit because its line of totally natural potato chips epitomizes our strategy of marketing high quality niche snack food products," continued Mr. Kufel. Boulder Potato Company(TM) brand totally natural potato chips are kettle cooked in small batches using high monounsaturated sunflower oil, which is extremely low in saturated fat. They are currently offered in six totally natural flavors including Totally Natural, Malt Vinegar and Sea Salt, Jalapeno Cheddar, Thai, Spicy Barbecue, and Herb & Garlic. *********************** For further information about Poore Brothers or this release, please contact Thomas W. Freeze, Vice President and Chief Financial Officer, at (623) 932-6203, or logon to http://www.poorebrothers.com. Poore Brothers is a rapidly growing unique salted snack food manufacturer, marketer and distributor based in Goodyear, Arizona with manufacturing facilities in Goodyear, Arizona and Bluffton, Indiana. The Company's primary emphasis is manufacturing unique snack food items, including Poore Brothers(R) brand potato chips, Bob's Texas Style(R) brand potato chips, Tato Skins(R) brand potato snacks, O'Boisies(R) brand potato crisps, and Pizzarias(R) brand pizza chips. The Company also manufactures private label potato chips for major retailers in Arizona and California and operates a direct store delivery distribution business in Arizona and a snack food merchandising company in Texas. Certain statements contained herein may be "forward-looking" statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause results to differ materially from those expressed or implied by such forward-looking statements include, but are not limited to, those discussed in filings made by the Company with the Securities and Exchange Commission. -----END PRIVACY-ENHANCED MESSAGE-----