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): December 27, 1999 ---------- THE FONDA GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 333-24939 13-3220732 (State or other jurisdiction of (Commission file number) (I.R.S. employer incorporation or organization) identification no.) 2920 North Main Street Oshkosh, Wisconsin 54901 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (920) 235-1036 Item 2. Acquisition or Disposition of Assets. The Fonda Group, Inc. (the "Company"), pursuant to an Asset Purchase Agreement (the "CEG Asset Purchase Agreement") between the Company and Creative Expressions Group, Inc. ("CEG"), an affiliate of the Company, purchased the intangible assets of CEG, including domestic and foreign trademarks, patents, copyrights and customer lists. In addition, pursuant to the CEG Asset Purchase Agreement, the Company has agreed to purchase over a sixty day period certain inventory of CEG. The aggregate purchase price for the intangible assets and inventory of CEG is $41 million ($16 million for the intangible assets and $25 million for the inventory) payable in cash, the cancellation of certain notes and warrants and the assumption of certain liabilities. The agreement further provides that the Company may acquire other CEG assets in exchange for outstanding trade payables owed to the Company by CEG. Upon the consummation of the CEG Asset Purchase Agreement, the Company will market, manufacture and distribute disposable party goods products directly to the specialty (party) channel of the Company's consumer market. The transaction will be accounted for in a manner similar to pooling-of-interests. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (a) Financial Statements In accordance with Item 7(a)(4), such financial statements shall be filed no later than 60 days after December 27, 1999. (b) Pro Forma Financial Information In accordance with Item 7(a)(4), such financial statements shall be filed no later than 60 days after December 27, 1999. (c) Exhibits 10.1 Asset Purchase Agreement, dated as of November 21, 1999, between the Company and CEG -2- SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, The Fonda Group, Inc. has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Date: December 23, 1999 THE FONDA GROUP, INC. By: /s/ Hans H. Heinsen ----------------------------- Hans H. Heinsen Chief Financial Officer -3-