This appears to be a good move. When I saw that Organic Foods was after Spectrum I took them more seriously. I'll do some more DD and see if I want to get in. Could be a good entry point. Any thoughts?
MORGAN HILL, Calif.--(BUSINESS WIRE)--May 19, 1999--Organic Food Products, Inc.
(NASDAQ: OFPI - news), announced today it has completed the definitive merger agreement with
Spectrum Naturals, Inc. which had been announced on February 18, 1999. The merger will be in the
form of a stock for stock exchange and will require approval of the OFPI shareholders. The
companies are in the process of obtaining the necessary regulatory approvals and preparation of the
related proxy materials to be submitted for shareholder approval.
The Company announced a net loss for the fiscal quarter ended March 31, 1999. Net sales for the
fiscal third quarter decreased 1.5% to $2,530,000 from $2,568,000 in the comparable 1998 period.
The net loss for the fiscal third quarter was $579,000 or $0.08 per share on a diluted basis,
compared with a net loss of $313,000 or $0.05 per share, in the comparable 1998 quarter. The
weighted average number of shares outstanding for the quarter increased to 7,275,668 compared to
6,692,916 in the comparable period.
Net sales for the first nine months of fiscal 1999 decreased 2.3% to $8,015,000 from $8,208,000 in
the comparable 1998 period. The net loss for the first nine months of fiscal 1999 was $3,670,000, or
$0.52 per share on a diluted basis, compared with a net loss of $723,000 or $0.12 per share, in the
comparable 1998 period. The weighted average number of shares outstanding for the period
increased to 7,275,668 compared to 6,196,064 in the comparable period.
''Organic Food Products made progress in strengthening its market presence and introducing two
new exciting pasta sauce lines this last quarter. Unfortunately, the cost reductions we implemented
earlier in the year have been more than offset by plant inefficiencies due to lower throughput,'' said
John Battendieri, President and Chief Executive Officer. ''We look forward to the merger with
Spectrum Naturals. Not only do we expect to leverage the strengths of the companies, but anticipate
a financially stronger company. Organic Food Products' current financial resources are stretched very
thin and the new company should enable us to obtain additional capital.''
Organic Food Products, Inc. is a leader in the manufacturing and marketing of organic food under the
Garden Valley Organic(TM), Parrot Brand®, Millina's Finest (R), and Grandma Millina's Kids
Meals(TM) brands. Additionally, the company is a leading manufacturer of organic juice products
including the Energy Plus® energy drink. The company produces bottled salsas, sauces and juices at
its manufacturing and processing facility in Morgan Hill, CA.
Spectrum Naturals, Inc. is a leading manufacturer and marketer of organic and all natural oils,
vinegar's and condiments under the Spectrum Naturals® label and a leading line of essential fatty
acids (''EFA's'') nutritional supplementals under the Spectrum Essentials® label.
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