SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of
the Securities Exhange Act of 1934
April 26, 2006
(Date of earliest event reported)
THE TOPPS COMPANY, INC.
(Exact name of registrant as specificed in its charter)
Delaware
(State or other jurisdiction of corporation)
001-15817
(Commission File No.)
11-2849283
(I.R.S. Employer Identifcation No.)
One Whitehall, New York, NY 10004
(Address of principal executive offices) (Zip code)
(212) 376-0300
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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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))
ITEM 1.02 TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT
On April 26, 2006, The Topps Company, Inc. (the "Company") and The Hershey
Company ("Hershey") mutually agreed to enter into a letter agreement (the
"Letter Agreement") terminating the Manufacturing Agreement between the parties
dated March 13, 1998 (the "Manufacturing Agreement").
Under the Manufacturing Agreement, Hershey was the exclusive supplier of Bazooka
bubble gum distributed by the Company in the United States. In exchange for
certain rates to be paid by the Company to Hershey for certain production
quantities of Bazooka bubble gum in 2005 and 2006, and upon a reconciliation of
all amounts past due, the parties agreed to terminate the Manufacturing
Agreement. The Company has arranged for another supplier to manufacture Bazooka
bubble gum for sale and distribution in the United States.
The above summary of the termination of the Manufacturing Agreement is qualified
in its entirety by reference to the Letter Agreement, which is attached hereto
as Exhibit 10.1 and incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
The following exhibits are being filed with this Current Report on Form 8-K:
10.1 Letter Agreement between The Topps Company, Inc. and The Hershey Company
dated April 26, 2006.
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 hereunto duly authorized.
Dated: April 26, 2006
THE TOPPS COMPANY, INC.
By: s/ Catherine K. Jessup
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Name: Catherine K. Jessup
Title: Vice President CFO & Treasurer
EXHIBIT INDEX
Exhibit
Number Description
10.1 Letter Agreement between The Topps Company, Inc. and The Hershey Company
dated as of April 26, 2006.