SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report: June 6, 1997
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AMERITRUCK DISTRIBUTION CORP.
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(Exact name of registrant as specified in its charter)
Delaware 33-99716 75-2619368
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(State or Other (Commission File (I.R.S. Employer
Jurisdiction of Number) Identification No.)
Incorporation)
City Center Tower II, Suite 1101
301 Commerce Street, Fort Worth, TX 76102-5384
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Address of principal executive offices
Registrant's telephone number, including area code: (817) 332-6020
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Item 5. Other Events
On May 23, 1997, AmeriTruck Distribution Corp. (the "Company") acquired all
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of the capital stock of Monfort Transportation Company ("Monfort
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Transportation") and Lynn Transportation Co., Inc. ("Lynn"), subsidiaries of
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ConAgra, Inc. ("ConAgra"). Monfort Transportation and Lynn have operated
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primarily as in-house carriers for the red meat division of Monfort, Inc., a
ConAgra subsidiary, and the poultry and turkey divisions of ConAgra Poultry
Company, a ConAgra subsidiary. The purchase price was $15 million, paid in
cash. The Company has also subleased certain operating equipment from ConAgra
and its subsidiaries. In addition, as part of the acquisition the Company has
entered into a Transportation Services Agreement with subsidiaries of ConAgra.
Under the terms of this agreement, these ConAgra subsidiaries have agreed to
tender freight from Monfort, Inc.'s red meat division, ConAgra Poultry Company's
poultry and turkey divisions and Swift-Eckrich Inc.'s processed meats division
in designated lanes and minimum annual volumes. The agreement has a four-year
term, with pricing fixed for the first two years and to be adjusted for the
third and fourth years.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits
Exhibit
Number Description
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(a) Financial Statements of Business Acquired
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Note: It is currently impractical to provide
audited and unaudited combined financial
statements for Monfort Transportation and Lynn.
These combined financial statements will be filed
as soon as they are available, but not later than
August 6, 1997.
(b) Pro Forma Financial Information
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Note: It is currently impracticable to provide
the pro forma financial information required by
Article 11 of Regulation S-X. This pro forma
financial information will be filed as soon as it
is available, but not later than August 6, 1997.
(c) Exhibits
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2 Stock Purchase Agreement, dated as of April 28,
1997, among AmeriTruck Distribution Corp.,
Monfort, Inc. and ConAgra Poultry Company.
The following exhibits have been omitted:*
Exhibit A: Transition License Agreement
Exhibit B: Services Agreement**
Exhibit C: Tax Agreement
Exhibits D-1, D-2, D-3 and D-4: Real Property Leases
Exhibits E-1 and E-2: Subleases
Exhibit F: Release
Exhibit G: Opinion of Sellers' Counsel
Exhibit H: Opinion of Buyer's Counsel
10 Transportation Services Agreement, dated as of
April 28, 1997, among AmeriTruck Distribution
Corp., Monfort Transportation Company, Lynn
Transportation Company, Inc., Monfort, Inc.,
ConAgra Poultry Company, and Swift-Eckrich, Inc.
The following exhibits have been omitted:*
Exhibit A -- List of Equipment
Exhibit B -- Terms and Conditions Relating to Use of
Equipment
Exhibit C -- Designated Lanes, Freight Rates, and
Annual Minimum Volume
Exhibit D -- Quarterly Components of Annual
Minimum Volume
Exhibit E -- "On-Time Pickup and Delivery"
Procedures
Exhibit F -- Old Bid Rate
Exhibit G -- Accessorial Charges
* The Registrant undertakes to furnish supplementally to the
Commission, upon request, any omitted exhibit.
** See Exhibit 10.
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.
AMERITRUCK DISTRIBUTION CORP.
Dated: June 6, 1997 By: /s/ J. Michael May
J. Michael May
Title: General Counsel and Secretary
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