Specialty Foods Acquisition Corp – ‘8-K’ for 6/10/99

On:  Wednesday, 6/30/99   ·   For:  6/10/99   ·   Accession #:  912220-99-9   ·   File #:  33-68958

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Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                         2±    12K 
 3: EX-10       Material Contract                                    168±   669K 
 2: EX-99       Miscellaneous Exhibit                                 89±   322K 
 4: EX-99       Miscellaneous Exhibit                                  8±    32K 
 5: EX-99       Miscellaneous Exhibit                                  7±    27K 
 6: EX-99       Miscellaneous Exhibit                                  5±    17K 
 7: EX-99       Miscellaneous Exhibit                                  9±    37K 
 8: EX-99       Miscellaneous Exhibit                                  1      7K 

8-K   —   Current Report
Document Table of Contents

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):      June 11, 1999      

         Specialty Foods Acquisition Corporation
      (Exact name of registrant as specified in its charter)

State of Delaware                  33-68958                        75-2488183   
------------------------------------------------------------------------------- 
(State or otherjurisdiction   (Commission  File No.)        (I.R.S. Employer    
of incorporation or organization)                          Identification No.)  

520 Lake Cook Road, Suite 550, Deerfield, IL            60015     
---------------------------------------------------------------     
(Address of principal executive offices)                 (Zip Code)     

Registrant's telephone number, including area code      (847) 405-5300      

ITEM 5.         OTHER EVENTS                                                    

1.   On June 11, 1999, Specialty Foods Corporation ("SFC") announced the        
  completion if its bond exchange as previously described in Note 5 to the
condensed consolidated financial statements of the Form 10-Q for the  
   quarter ended March 31, 1999.  The bond exchange of SFC's parent company,
Specialty Foods Acquisition Corporation ("SFAC"), was also completed  
on the same date.  The bond exchanges include provisions for a new    
    corporate structure and for the extension of the initial cash pay interest
  date of SFAC's 13% Senior Secured Discount Debentures from February 2000
to December 2004.                                                     

2.   Subsequent to the completion of the bond exchanges, SFC entered into       
amended and restated agreements which extend the maturity dates of its
Accounts Receivable, Revolving Credit and Term Loan                   
facilities from January 2000 to January 2001.                         

ITEM 7.   FINACIAL STATEMENTS AND EXHIBITS                                      

Exhibits No.                                                          
------------                                                          

99.2*     Amended and Restated Revolving Credit                                 
Agreement, dated as of June 11, 1999, among                 
certain subsidiaries of SFC New Holdings, Inc., as          
the Revolving Credit Borrowers, Various Financial           
Institutions, as the Revolving Credit Lenders, DLJ          
Capital Funding, Inc. as the Syndication Agent and          
the Collateral Agent for the Revolving Credit               
Lenders, ABN Amro Bank N.V. as the Administrative           
Agent for the Revolving Credit Lenders and Banque           
Paribas, as the Documentation Agent for the                 
Revolving Credit Lenders.                                   

99.3*     Amended and Restated Term Loan Agreement, dated as                    
of June 11, 1999, among SFC New Holdings, Inc., as          
the Borrower, Various Financial Institutions, as            
the Term Loan Lenders, DLJ Capital Funding, Inc.            
as the Syndication Agent and Collateral Agent for           
the Term Loan Lenders, ABN Amro Bank N.V. as the            
Administrative Agent for the Term Loan Lenders and          
Banque Paribas, as the Documentation Agent for the          
Term Loan Lenders.                                          

99.4*     SFC Master Trust Amendment No. 7 to each of the                       
Pooling Agreement and Receivables Sale Agreement            
and Amendment No. 2 to the Servicing Agreement.             

99.5*     Amendment No. 3 to Series 1998-1 Supplement and Amendment No. 1       
to Series 1998-1 Certificate Purchase Agreement.            

99.6*     Amendment No. 4 to Series 1998-1 Supplement.                          

99.7*     Performance Guaranty by SFC New Holdings, Inc. as                     
    Master Servicer, in favor of Specialty Foods Finance Corporation

99.8*     Press release dated June 14, 1999 of SFC                              

SIGNATURES                                                                      

Pursuant to 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.                                                                     

SPECIALTY FOODS ACQUISITION CORPORATION           
(Registrant)        

Date:    June 30, 1999             By:  /s/ Robert L. Fishbune                  
                        ----------------------
                    Robert L. Fishbune
                          Vice President and Chief
                         Financial Officer

____________                                                                    

*   Filed herewith.                                                             

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing		Date		Other Filings
Filed on:		6/30/99
		6/14/99
		6/11/99
For Period End:		6/10/99
		3/31/99		10-K,  10-Q
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