DPPI Dippy Foods to Acquire Americas Favorite Food Corp.; California Food
Services Company to Grow Through Acquisition
CYPRESS, Calif., May 31, 2001 (BUSINESS WIRE) -- Dippy Foods, Inc. (OTC BB:
DPPI) has entered into a share exchange agreement with Americas Favorite Food
Corp. (AFFC) and all of the shareholders of AFFC to acquire all of the
outstanding shares of AFFC. Dippy Foods will issue an aggregate of 8,000,000 new
shares of restricted common stock, subject to Rule 144 of the Security Act of
1933, to be distributed over a period of two years to the shareholders of AFFC.
AFFC will be a wholly owned subsidiary of Dippy Foods. This transaction is a
result of ongoing negotiations among the parties and the proposed joint venture
as initially announced in Dippy Foods' news release of March 14, 2001.
AFFC is a California based food services company that owns Korean distribution
rights to thousands of US branded products with contracts valued at more than
$US 4 million in sales annually.
Dippy Foods will appoint a new management team, consisting of highly qualified
individuals from AFFC with significant industry experience and a proven track
record in the food services industry. The new management advisory board will
consist of Gary Place, Chris Lee, Erick Yoo, Tony Gallegos, Brian Yoo, and Ira
Hermann. Hermann will also serve as COO and director of Dippy Foods. Jon
Stevenson will continue as President and director of Dippy Foods and Munjit
Johal will continue his role as CFO and director.
This new management team has extensive food experience in operations, R&D, sales
and marketing, logistics, and with the import and export of food products into
all channels of distribution. Gary Place is the founder, President and CEO of
both USFI, Inc., Prime Vendor servicing the US military in Korea, and US Foods
International LLC, a California based food company with combined annual sales
exceeding $US 35 million. Chris Lee and Erick Yoo, both of US Foods
International, will also join the advisory board. Lee is an industry expert in
institutional food distribution in Korea, Hong Kong, Philippines, and Vietnam.
Erick Yoo is CEO of Calinex Transportation Inc., a company which specializes in
domestic and international transportation and ocean logistics. The advisory
board is rounded out by Ira Hermann, Tony Gallegos, and Brian Yoo. Hermann has
more than 25 years of experiences in food services including management
positions at H J Heinz, Armour Dial and Ralston Purina. Gallegos is President of
both Grande Foods and G&A Snack Distributing Inc. and Brian Yoo, President of
Calinex Transportation Inc., has extensive experience in corporate finance and
operations. This new management advisory board will be instrumental establishing
Dippy Foods as the leading food service company in California and Asia.
The Dippy Foods product line of prepackaged, shelf stable meals, will remain a
division of the company. This transaction will enable Dippy Foods to expand its
existing customer base beyond its current school business into new channels
including military sales, (store retail, as well as domestic and international
food service sales.
In addition to manufacturing and distributing the Dippy Foods' brands, the
company will increase its product offerings through AFFC's exclusive agreements
to market and sell other regional and nationally branded food products. The
product lines include a line of Mexican products, breakfast items, frozen items,
frozen entrees, shelf stable and other food products consistent with the
company's sales and marketing strategies.
About Dippy Foods
Dippy Foods, Inc. produces and sells fresh, prepackaged, nutritious,
single-serving meals and is introducing a line of frozen sandwich and entree
items to schools and other institutional food servers. Dippy Foods' line of
luncheon products called "Dippers", address the issues facing the 94,000 schools
serving free or USDA subsidized meals to over 34 million children daily as part
of the National School Breakfast and Lunch Program. These individually,
pre-packaged meals require no preparation, refrigeration or heating and are
served in individual recyclable serving trays.
For more information, please call Phil Gurat toll Free at (888) 536-7901 or
visit www.dippyfoods.com.
As a cautionary note to investors, certain matters discussed in this press
release may be forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Such matters involve risks and
uncertainties that may cause actual results to differ materially, including the
following: changes in economic conditions; general competitive factors; Dippy
Food, Inc.'s ability to execute its business model and strategic plans.
CONTACT: Dippy Foods, Inc.
Phil Gurat, 604/648-2509 or Toll Free: 888/536-7901
Fax: 604/682-6509
www.dippyfoods.com
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KEYWORD: CALIFORNIA INTERNATIONAL CANADA
INDUSTRY KEYWORD: CONSUMER/HOUSEHOLD
FOODS/BEVERAGES
MANUFACTURING
RETAIL
SUPERMARKETS
MANAGEMENT
CHANGES
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