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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): April 4, 2003
FLEMING COMPANIES, INC.
(Exact name of Registrant as specified in its charter)
OKLAHOMA 1-8140 48-0222760
(State of incorporation (Commission file number) (I.R.S. employer identification number)
or organization)
1945 LAKEPOINTE DRIVE
LEWISVILLE, TEXAS 75057
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (972) 906-8000
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ITEM 5. OTHER INFORMATION.
On April 24, 2003, Fleming Companies, Inc. (the "Company") issued a
press release announcing that Bill May has been promoted from Executive Vice
President and President, Wholesale to President and Chief Executive Officer of
Wholesale Distribution. In addition, the Company announced that Rob Allen is
retiring from his position as Interim Chief Operating Officer on April 25, 2003,
which position is not expected to be refilled following Mr. Allen's retirement
and Mr. May's promotion.
On April 25, 2003, the Company issued a press release announcing that
it has elected Rebecca Roof as Interim Chief Financial Officer and Mike Scott as
Interim Treasurer, effective as of that date. Both Ms. Roof and Mr. Scott are
Principals of AlixPartners, LLC, an international provider of corporate
restructuring and turnaround services ("AlixPartners"). The Company has retained
AP Services, LLC, an affiliate of AlixPartners to assist in the Company's
chapter 11 reorganization process. As is customary for AlixPartners, Ms. Roof
and Mr. Scott will remain as Principals of AlixPartners while they act in their
positions at the Company.
Effective April 4, 2003, D. Dee Jerome was elected to the position of
Staff Vice President, Corporate Benefits, and Scott M. Northcutt, Executive Vice
President, Human Resources, departed the Company on that date.
Effective April 24, 2003, Mark D. Shapiro, Senior Vice President and
Chief Financial Officer, and Neal J. Rider, Executive Vice President Business
and Operations Development, departed the Company.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
Pursuant to the rules and regulations of the Securities and Exchange
Commission, the exhibits referenced below and the information set forth therein
are deemed to have been furnished pursuant to Item 9 hereof and shall not be
deemed to have been "filed" under the Securities Exchange Act of 1934.
(c) EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
99.1 -- Press release dated April 24, 2003.
99.2 -- Press release dated April 25, 2003.
ITEM 9. REGULATION FD DISCLOSURE.
On each of April 24, 2003 and April 25, 2003, the Company issued a
press release announcing the matters referenced in Item 5 hereof. Copies of such
press releases are furnished as exhibits to this Current Report. Pursuant to the
rules and regulations of the Securities and Exchange Commission, such press
releases and the information set forth therein are deemed to have been furnished
pursuant to this Item 9 and shall not be deemed to have been "filed" under the
Securities Exchange Act of 1934.
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.
FLEMING COMPANIES, INC.
Date: April 25, 2003 By: /s/ Peter S. Willmott
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Peter S. Willmott
Interim Chief Executive Officer
and President
INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
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99.1 -- Press release dated April 24, 2003.
99.2 -- Press release dated April 25, 2003.