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)
February 26, 1997
THE HAIN FOOD GROUP, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-22818 22-3240619
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
50 Charles Lindbergh Boulevard
Uniondale, New York 11553
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 516-237-6200
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(Former name or address, if changed since last report)
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Item 5. Other Events.
On February 26, 1997, The Hain Food Group, Inc., a Delaware corporation
(the "Company"), entered into an agreement (the "Agreement") between the Company
and Weight Watchers Gourmet Food Company, a Delaware corporation ("WWGF") and a
wholly owned subsidiary of H.J. Heinz Company, a Pennsylvania corporation
("Heinz"), pursuant to which the Company will manufacture, market, distribute
and sell certain Weight Watchers dry and refrigerated food products in
supermarkets and other food establishments throughout the United States and
Puerto Rico under a profit sharing arrangement which provides, among other
things, for the issuance by the Company to Heinz of up to 250,000 warrants to
purchase the Company's common stock at prices ranging from $7.00 to $9.00 per
share.
Under the Agreement, the Company and WWGF will enter into a sublicensing
arrangement pursuant to which the Company can use certain trademarks of WWGF for
a five year term, which is renewable under certain circumstances. The Company
expects the transaction to close on or about April 1, 1997.
A copy of a press release issued by the Company on March 3, 1997 is
attached hereto as Exhibit 20 and is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. Description
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20 Press release dated
March 3, 1997
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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 hereunto duly authorized.
THE HAIN FOOD GROUP, INC.
Dated: March 5, 1997 By: /s/ Jack Kaufman
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Jack Kaufman
Chief Financial Officer
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EXHIBIT INDEX
Number Description Page
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20 Press release dated March 3, 1997 5