1
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 10, 1998 (February 27, 1998)
Suiza Foods Corporation
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-12755 75-2559681
- ----------------- ------------------- ---------------------
(State or other (Commission (IRS employer
jurisdiction of file number) identification no.)
incorporation)
3811 Turtle Creek Blvd, Suite 1300, Dallas, Texas 75219
- -----------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (214) 528-0939
1
2
ITEM 5. OTHER EVENTS
On February 27, 1998, the Registrant's Board of Directors voted to
adopt a Rights Agreement pursuant to which Rights to purchase shares of the
Registrant's Common Stock will be distributed as a dividend, one Right per
share, to record owners of the registrant's Common Stock as of the close of
business on March 18, 1998. The Rights Agreement was not adopted in response
to any known offers for the Registrant. The Registrant's press release, dated
March 9, 1998, announcing the Board's action is attached hereto as Exhibit
20.1, and is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits.
The following documents are filed as exhibits to this
report:
4.1 Rights Agreement dated March 6, 1998 among
the Company and Harris Trust & Savings Bank,
as rights agent, which includes as Exhibit A
the Form of Rights Certificate. Pursuant to
the Rights Agreement, the rights certificates
will not be mailed until after the
Distribution Date (as defined in the Rights
Agreement).
20.1 Press release dated March 9, 1998.
2
3
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 hereto duly authorized.
SUIZA FOODS CORPORATION
By:/s/ TRACY L. NOLL
------------------------------------
Tracy L. Noll, Vice President,
Chief Financial Officer & Secretary
Dated: March 10, 1998
3
4
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
4.1 Rights Agreement dated March 6, 1998
20.1 Press Release dated March 9, 1998