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Del Monte Corporation Announces Commencement of Exchange Offer.


SAN FRANCISCO San Francisco (săn frănsĭs`kō), city (1990 pop. 723,959), coextensive with San Francisco co., W Calif., on the tip of a peninsula between the Pacific Ocean and San Francisco Bay, which are connected by the strait known as the Golden  -- Del Monte Corporation, a wholly-owned subsidiary of Del Monte Foods Del Monte Foods (NYSE: DLM) is an American food production and distribution company based in San Francisco, California.

It offers canned goods in Del Monte, S&W and Contadina brands, pet foods under Kibbles n' Bits, 9Lives, Pounce, Milk-Bone and several premium brands,
 Company (NYSE NYSE

See: New York Stock Exchange
:DLM See ILM.

DLM - Distributed Lock Manager on distributed VMS systems.
), announced that it has commenced its offer to exchange up to $250.0 million principal amount of newly issued 6 3/4% Senior Subordinated Notes Due 2015, registered under the Securities Act of 1933, for a like principal amount of its outstanding, privately placed 6 3/4% Senior Subordinated Notes Due 2015. The newly issued notes will be guaranteed on a subordinated basis by Del Monte Foods Company and on a senior subordinated basis by certain wholly-owned subsidiaries of Del Monte Corporation.

The outstanding notes were privately placed in conjunction with the refinancing of a significant portion of Del Monte Foods' then-existing indebtedness in February 2005. Del Monte Corporation is making this exchange offer to satisfy its obligations under the registration rights agreement relating to relating to relate prepconcernant

relating to relate prepbezüglich +gen, mit Bezug auf +acc 
 the outstanding notes in which Del Monte Corporation committed to use its commercially reasonable efforts to issue notes pursuant to a registration under the Securities Act of 1933, which notes generally can be publicly traded, in exchange for the outstanding, privately placed notes, which are subject to certain transfer restrictions. The exchange offer will not affect Del Monte's outstanding debt levels, as new notes issued pursuant to the registration under the Securities Act will be issued only upon cancellation of a like amount of currently outstanding notes.

Del Monte will accept for exchange any and all outstanding notes validly tendered on or before 5:00 p.m., New York City New York City: see New York, city.
New York City

City (pop., 2000: 8,008,278), southeastern New York, at the mouth of the Hudson River. The largest city in the U.S.
 time, on December 20, 2005, unless the exchange offer is extended. The exchange offer is made only pursuant to Del Monte's prospectus dated November 21, 2005, which has been filed with the Securities and Exchange Commission as part of Del Monte's Registration Statement on Form S-4. The Registration Statement was declared effective by the Securities and Exchange Commission on November 21, 2005.

Copies of the prospectus and transmittal materials governing the exchange offer can be obtained from the Exchange Agent, Deutsche Bank Deutsche Bank AG (IPA: /'dɔɪ.tʃə/[1]) (ISIN: DE0005140008, NYSE: DB) (English: German Bank  Trust Company Americas, by calling (800) 735-7777, by faxing a request to (615) 835-3701, by writing via regular mail to DB Services Tennessee, Inc., Reorganization Unit, P.O. Box 292737, Nashville, TN 37229-2737, or by writing via overnight mail or courier to DB Services Tennessee, Inc., Corporate Trust & Agency Services, Reorganization Unit, 648 Grassmere Park Road, Nashville, TN 37211.

Del Monte Foods is one of the country's largest and most well known producers, distributors and marketers of premium quality, branded and private label food and pet products for the U.S. retail market, generating over $3 billion in net sales Net Sales

The amount a seller receives from the buyer after costs associated with the sale are deducted.

Notes:
This amount is calculated by subtracting the following items from gross sales: merchandise returned for credit, allowances for damaged or missing goods, freight
 in fiscal 2005. With a powerful portfolio of brands including Del Monte(R), Contadina(R), StarKist(R), S&W(R), Nature's Goodness(TM), College Inn(R), 9Lives(R), Kibbles 'n Bits Kibbles 'n Bits is a brand name of dog food manufactured and marketed by Del Monte Foods. It was originally created in 1981 as the first dual textured dog food, having soft chewy pieces as well as hard crunchy ones.

In 1995, the brand was acquired by Del Monte.
(R), Pup-Peroni(R), Snausages(R), Pounce(R) and Meaty Bone(R), Del Monte products are found in nine out of ten American households. For more information on Del Monte Foods Company (NYSE:DLM), visit the Company's website at www.delmonte.com.
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Copyright 2005, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Geographic Code:1USA
Date:Nov 22, 2005
Words:504
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