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): October 12, 2001
PRO-FAC COOPERATIVE, Inc.
(Exact Name of Registrant as Specified in Charter)
New York 0-20539 16-6036816
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(State or other jurisdiction of incorporation) (Commission File Number)(IRS Employer Identification Number)
90 Linden Oaks, Rochester, New York 14625
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number Including Area Code: (716) 383-1850
Item 5. Other Events
Agrilink Foods, Inc. ("Agrilink Foods"), a wholly owned subsidiary of Pro-Fac
Cooperative, Inc. ("Pro-Fac"), issued the press release attached to this report
as an exhibit regarding workforce reductions. In conjunction with the
restructuring program outlined, Agrilink Foods will record a charge against
earnings primarily comprising employee termination benefits of approximately
$2.0 million in the second quarter of fiscal 2002. The restructuring actions are
expected to improve fiscal 2002 earnings by approximately $5.0 million.
Forward looking information:
This press release contains predictions, estimates, and other "forward-looking
statements" within the meaning of section 21E of the Exchange Act and section
27A of the Securities Act. These forward-looking statements are subject to risks
and uncertainties that could cause actual results to differ materially from
those anticipated in these forward-looking statements as of the date of this
press release. These risks include, but are not limited to, strong competition
in the food industry, including competitive pricing, the integration of
acquisitions, the effect of adverse weather conditions on the volume and quality
of raw products, interest rate fluctuations, the effectiveness of marketing and
shifts in market demand. Please refer to Agrilink Foods' and Pro-Fac
Cooperative's Annual Report on Form 10-K for the fiscal year ended June 30, 2001
and the risk factors section of Pro-Fac Cooperative's preliminary prospectus
contained in its Registration Statement on Form S-2 filed October 10, 2001, as
well as other reports and information filed by Agrilink Foods and Pro-Fac
Cooperative with the Securities and Exchange Commission, for more information on
factors that could cause actual results to differ.
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: October 12, 2001 BY: /s/ Earl L. Powers
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EARL L. POWERS,
TREASURER
(Principal Financial Officer and
Principal Accounting Officer)
INDEX TO EXHIBITS:
Exhibit No. Description
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99.1 Press release announcing workforce reductions, dated October 12, 2001