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): May 28, 2003 THE MIDDLEBY CORPORATION (Exact Name of Registrant as Specified in its Charter) Commission File No. 1-9973 Delaware 36-3352497 (State or Other Jurisdiction of (I.R.S. Employer Identification No.) Incorporation or Organization) 1400 Toastmaster Drive, Elgin, Illinois 60120 (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone No., including Area Code (847) 741-3300 ================================================================================ Item 5. Other Events On May 28, 2003, The Middleby Corporation announced the promotion of Mr. Phil Dei Dolori to Group President. Item 7. Financial Statements and Exhibits (c) Exhibits. 99.1 Press release dated May 28, 2003 of The Middleby Corporation. ================================================================================ -1-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. THE MIDDLEBY CORPORATION ---------------------------- (Registrant) Date May 28, 2003 By: /s/ Timothy J. FitzGerald ---------------------------- Timothy J. FitzGerald Vice President and Chief Financial Officer -2-
Exhibit 99.1 The Middleby Corporation Announces New Group President ELGIN, Ill.--(BUSINESS WIRE)--May 28, 2003--The Middleby Corporation (NASDAQ:MIDD) today announced the promotion of Mr. Phil Dei Dolori to the newly created position of Group President responsible for the Blodgett, Pitco and Magikitch'n divisions. Mr. Selim Bassoul, the company's Chief Executive Officer had been acting as the interim President of the Blodgett division since it had been acquired from Maytag Corporation in December 2001. Mr. Dei Dolori joined Middleby in January 2002 as Division President of Pitco/Magikitch'n. Prior to joining Middleby, Mr. Dei Dolori was President of Vulcan-Hart, a division of Illinois Tool Works. Commenting on the announcement, Selim A. Bassoul, President and Chief Executive Officer, said "Since joining Middleby as the Division President of Pitco/Magikitch'n in January 2002, Phil has provided leadership to the organization resulting in a significant improvement in the sales and profitability at the Pitco/Magikitch'n division. This promotion will enable Middleby to greater leverage its resources and capabilities across the organization. The Blodgett division, which shares the same selling network and customer base as the Pitco and Magikitch'n division, will benefit from cross selling opportunities, sharing of marketing programs and greater penetration of the dealer network. This move will further strengthen Blodgett's leadership position within the industry." Statements in this press release or otherwise attributable to the company regarding the company's business which are not historical fact are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The company cautions investors that such statements are estimates of future performance and are highly dependent upon a variety of important factors that could cause actual results to differ materially from such statements. Such factors include variability in financing costs; quarterly variations in operating results; dependence on key customers; international exposure; foreign exchange and political risks affecting international sales; changing market conditions; the impact of competitive products and pricing; the timely development and market acceptance of the company's products; the availability and cost of raw materials; and other risks detailed herein and from time-to-time in the company's SEC filings. The Middleby Corporation is a leader in the design, manufacture, marketing and service of a broad line of equipment used for cooking and preparation of food in commercial and institutional kitchens and restaurants throughout the world. The company's leading equipment brands include Blodgett(R), Blodgett Combi(R), CTX(R), MagiKitch'n(R), Middleby Marshall(R), Pitco Frialator(R), Southbend(R), and Toastmaster(R). Middleby's international subsidiary, Middleby Worldwide, is a leading exporter and distributor of foodservice equipment in the global marketplace and its international manufacturing subsidiary, Middleby Philippines Corporation, is a leading supplier of specialty equipment in the Asian markets. For further information about Middleby, visit the company's World Wide Web site, http://www.middleby.com. CONTACT: The Middleby Corporation Selim A. Bassoul, 847/429-7788 David B. Baker, 847/429-7915 Timothy J. FitzGerald, 847/429-7744