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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): March 25, 2002
The Fonda Group, Inc.
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Delaware 333-24939 13-3220732
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
2920 North Main Street, Oshkosh, Wisconsin 21117
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (920) 235-9330
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N/A
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(Former name or former address, if changed since last report)
Item 5. Other Events.
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On March 25, 2002, pursuant to an Agreement and Plan of Merger, The Fonda
Group, Inc. ("Fonda") was merged with and into Sweetheart Cup Company Inc.
("Sweetheart Cup") (the " Merger"), with Sweetheart Cup as the surviving entity
and the outstanding shares of Fonda were cancelled. In connection with the
Merger, all of the assets and operations of Fonda were assigned to, and all
liabilities of Fonda were assumed by, Sweetheart Cup by operation of law.
In connection with the Merger, on March 25, 2002, Sweetheart Cup
refinanced its senior revolving credit facility with Bank of America, N.A., as
agent (the "Senior Credit Facility"), which replaced each of Sweetheart Cup's
and Fonda's existing domestic revolving credit and term loan facilities. The
Senior Credit Facility has a maturity date of March 25, 2007 and allows for
maximum credit borrowings of $235 million, subject to borrowing base limitations
and satisfaction of other conditions of borrowing. Borrowings under the Senior
Credit Facility, at Sweetheart Cup's election, bear interest at either (i) a
bank's base rate revolving loan reference rate plus 0.5% or (ii) LIBOR plus
2.5%. The Senior Credit Facility is collateralized by the Sweetheart Cup's
accounts, inventory, general intangibles and certain other assets. The fee for
outstanding letters of credit is 2.00% per annum and there is a commitment fee
of 0.375% per annum on the daily average unused amount of the commitments.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(a) Financial Statements
The financial statements required by this item as a result of the merger
of Fonda with and into Sweetheart Cup on March 25, 2002 shall be filed
with the Sweetheart Holdings Inc.'s Form 10-Q to be filed within 45 days
of the filing of Sweetheart Holdings Inc.'s Form 8-K filed on April 9,
2002.
(b) Pro Forma Financial Information
The pro forma financial information required by this item as a result of
the merger of Fonda with and into Sweetheart Cup on March 25, 2002 shall
be filed with the Sweetheart Holdings Inc.'s Form 10-Q to be filed within
45 days of the filing of Sweetheart Holdings Inc.'s Form 8-K filed on
April 9, 2002.
(c) Exhibits
Exhibit No. Description
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2.1 Certificate of Merger of The Fonda Group, Inc.
("Fonda") into Sweetheart Cup filed with the Delaware
Secretary of State on March 25, 2002.
2.2 Agreement and Plan of Merger, dated as of March 25,
2002, by and between Fonda and Sweetheart Cup.
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4.1 First Supplemental Indenture, dated as of March 25,
2002, between Sweetheart Cup, as successor to Fonda, and
the Trustee to the Fonda Indenture.
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.
THE FONDA GROUP, INC.
By: /s/ Hans H. Heinsen
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Hans H. Heinsen
Senior Vice President and
Chief Financial Officer
(Principal Financial and Accounting
Officer and Duly Authorized Officer)
Date: April 15, 2002
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EXHIBIT INDEX
Exhibit No. Description
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2.1 Certificate of Merger of The Fonda Group, Inc.
("Fonda") into Sweetheart Cup filed with the Delaware
Secretary of State on March 25, 2002.
2.2 Agreement and Plan of Merger, dated as of March 25,
2002, by and between Fonda and Sweetheart Cup.
4.1 First Supplemental Indenture, dated as of March 25,
2002, between Sweetheart Cup, as successor to Fonda, and
the Trustee to the Fonda Indenture.
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