HERSHEY CO — Regulatory Filings 2007

Jul 19, 2007

8-K 1 f8k_07192007.htm FORM 8K DATED JULY 19, 2007 f8k_07192007.htm Licensed to: The Hershey Company Document Created using EDGARizer 4.0.1.0 Copyright 2007 EDGARfilings, Ltd., an IEC company. All rights reserved EDGARfilings.com

| 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 |

| July
13,
2007 |
| --- |
| Date
of Report (Date of earliest event
reported) |

| The
Hershey
Company |
| --- |
| (Exact
name of registrant as specified in its
charter) |

| Delaware |
| --- |
| (State
or other jurisdiction of
incorporation) |

1-183	23-0691590
(Commission
File Number)	(IRS
Employer Identification No.)

| 100
Crystal A Drive, Hershey,
Pennsylvania 17033 |
| --- |
| (Address
of Principal Executive Offices) (Zip
Code) |

Registrant's telephone number, including area code: (717) 534-4200

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

| [ ] | Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425) |
| --- | --- |
| [ ] | Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12) |
| [ ] | Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b)) |
| [ ] | Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c)) |

INFORMATION TO BE INCLUDED IN REPORT

Item 1.01 Entry Into a Material Definitive Agreement

On July 13, 2007, The Hershey Company (the “Company”) entered into a Master Innovation and Supply Agreement (“Master Agreement”) and a Supply Agreement for Monterrey, Mexico (“Monterrey Supply Agreement”) with Barry Callebaut, AG (“Callebaut”). The Master Agreement sets forth the overall terms and conditions pursuant to which Callebaut will work with the Company on innovation projects and supply cacao products and ingredients to Hershey pursuant to the Monterrey Supply Agreement and other nonmaterial agreements. The Monterrey Supply Agreement has a term of fifteen years, and may be renewed for one or more five-year periods. Pursuant to this Agreement, the parties agree to negotiate in good faith a lease agreement pursuant to which Callebaut will lease from the Company land in Monterrey, Mexico adjacent to the Company’s proposed confectionery manufacturing facility. The Monterrey Supply Agreement requires Callebaut to invest the necessary capital to build a liquid chocolate production facility on the land and to produce and deliver to the Company chocolate products pursuant to the terms and conditions set forth in the Master Agreement and the Monterrey Supply Agreement. Upon termination of the Monterrey Supply Agreement, Hershey shall have the right to acquire Callebaut’s Monterrey facility and the equipment needed to make products, at fair market value. If Hershey’s purchases fall below a threshold amount during the term of the agreement, Callebaut may require Hershey to acquire Callebaut’s Monterrey facility at fair market value.

The foregoing descriptions of the Master Agreement and Monterrey Supply Agreement do not purport to be complete and are qualified in their entirety by reference to the respective agreements, copies of which are attached hereto as Exhibits 10.1 and 10.2, respectively, and incorporated by reference herein.

A copy of the Company’s press release, dated July 17, 2007, is also attached hereto as Exhibit 99.1 and incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits

| (d) |
| --- |
| 10.1 Master
Innovation and Supply Agreement |
| 10.2
Supply Agreement for Monterrey, Mexico |
| 99.1
Press Release dated July 17,
2007 |

SIGNATURE

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, thereunto duly authorized.

Date: July 19, 2007

| THE
HERSHEY COMPANY |
| --- |
| By: /s/ David J.
West |
| David
J. West Executive
Vice President, Chief Operating
Officer |

EXHIBIT INDEX

| Exhibit
No. | Description |
| --- | --- |
| 10.1 | Master
Innovation and Supply Agreement |
| 10.2 | Supply
Agreement for Monterrey, Mexico |
| 99.1 | The
Hershey Company Press Release dated July 17,
2007 |