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Del Monte Foods Company 8-K 2011
UNITED STATES 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 9, 2011 DEL MONTE FOODS COMPANY
(Exact Name of Registrant as Specified in Charter)
Registrant’s telephone number, including area code: (415) 247-3000 N/A
(Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Section 7 – Regulation FD Disclosure Item 7.01. Regulation FD Disclosure. On March 9, 2011, Del Monte Foods Company (“DMFC”) announced that its wholly-owned subsidiary Del Monte Corporation (“Del Monte”) has elected to redeem all of its remaining outstanding 6 3/4% Senior Subordinated Notes due 2015 (the “2015 Notes”) and 7 1/2% Senior Subordinated Notes due 2019 (the “2019 Notes” and, together with the 2015 Notes, the “Notes”). As of the date hereof, the outstanding principal amount of 2015 Notes is $8,366,000 and the outstanding principal amount of 2019 Notes is $2,123,000. The 2015 Notes will be redeemed on April 8, 2011 (the “Redemption Date”) at a price equal to 102.250% of the outstanding principal amount thereof, plus any accrued but unpaid interest. The 2019 Notes will be redeemed on April 8, 2011 at a price equal to 100% of the principal amount of the 2019 Notes to be redeemed, plus a “make-whole” premium and any accrued but unpaid interest. The “make-whole” premium will be the greater of (A) 1.0% of the principal amount of such 2019 Notes; and (B) the excess of (1) the present value at such redemption date of (x) the redemption price of such 2019 Notes at October 15, 2014, which is 103.750% of the principal amount of the 2019 Notes to be redeemed, plus (y) all required interest payments due on such 2019 Notes through October 15, 2014 computed using a discount rate equal to the Treasury Rate plus 0.5% per annum, over (2) the principal amount of such 2019 Notes. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Section 9 – Financial Statements and Exhibits The information contained in this Item 9.01 and in the accompanying exhibit shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing. Item 9.01. Financial Statements and Exhibits.
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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.
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