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): August 10, 2005
AMERICAN SEAFOODS GROUP LLC
(Exact name of registrant as specified in its charter)
| | | | |
| Delaware | | 333-90436 | | 22-3702647 |
(State or other jurisdiction of incorporation) | | (Commission File No.) | | (IRS Employer Identification No.) |
| | | | |
| Market Place Tower, 2025 First Avenue, Suite 1200, Seattle, Washington | | 98121 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: 206-374-1515
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)) |
Section 2 — Financial Information
| Item 2.02 | Results of Operations and Financial Condition. |
The information in this report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
Attached hereto as Exhibit 99.1, but only furnished pursuant to Item 2.02 of this report and incorporated herein by reference, is a press release dated August 10, 2005 announcing American Seafoods Group LLC’s and its parent ASG Consolidated LLC’s (together, “American Seafoods”) earnings for the three months ended June 30, 2005. This current report on Form 8-K contains statements intended as “forward-looking statements” which are subject to the cautionary statements about forward-looking statements set forth in the press release.
Neither the furnishing of any press release as an exhibit to this Current Report nor the inclusion in such press releases of a reference to American Seafoods’ Internet address shall, under any circumstances, be deemed to incorporate the information available at such Internet address into this Current Report. The information available at American Seafoods’ Internet address is not part of this Current Report or any other report furnished or filed by the registrant with the Securities and Exchange Commission.
Section 9 — Financial Statements and Exhibits
| Item 9.01 | Financial Statements and Exhibits. |
| 99.1 | Press Release dated August 10, 2005, which is being furnished pursuant to Item 2.02. |
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.
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| Dated: August 10, 2005 | | | | American Seafoods Group LLC |
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| | | | | By: | | /s/ Brad Bodenman |
| | | | | | | | | Brad Bodenman |
| | | | | | | | | Chief Financial Officer |
EXHIBIT INDEX
| | |
Exhibit
Number
| | Description
|
| |
| 99.1 | | Press Release dated August 10, 2005, which is being furnished pursuant to Item 2.02. |
