The annual meeting of Allegheny Beverage Corp., set for Sept. 28, will be a particularly important one for its stockholders.
At that meeting, the voting stockholders will take up the issues of selling Service America Corp. -- the company's only remaining subsidiary -- for $500 million, as well as electing six new directors and choosing a new name for the Cheverly company.
Allegheny, which lost $56.5 million during fiscal 1987, has been selling off its units and preparing once again to change directions.
In 1981, the company sold the Pepsi-Cola bottling company from which it derived its name and began acquiring various service businesses, including coin-operated laundry services, food-service businesses, building maintenance services and a retail office-furniture operation.
All but Service America, Allegheny's contract food-service company and at one time its largest subsidiary, have been sold.
Shareholders will be asked at the meeting to approve its sale to Servam Corp., a recently formed corporation consisting of members of the senior management of Service America and the investment banking firm of Morgan Lewis Githens & Ahn Inc.
The $500 million purchase price is subject to adjustment based on the company's net worth on the closing date of the sale and other factors, according to the proxy statement.
Allegheny, burdened by the huge debt it took on when it acquired Service America, will use the proceeds of the sale to pay off its remaining bank loan agreements, which are expected to be about $115 million at the time of the closing.
The company also announced that its primary lenders have approved an extension of the due date for its revolving credit account from Oct. 1 to Oct. 31.
"If the sale of Service America is not consummated prior to expiration of the revolving credit, the company will not have sufficient funds to repay the amount due ... and it is likely that the company will be in default under its bank loan agreement," the company's proxy statement said.
Company officials have said they have no plans to liquidate if the sale of Service America goes through before the bank loans are due. However, they have not indicated what other types of businesses they might acquire.
In addition to the sale of Service America, stockholders will vote on whether to change the company's name to Alleco Inc., a contraction of Allegheny and company.
The name, selected from several proposed by the Hill & Knowlton public relations company, reflects the change in the company's business from a bottler, according to company officials.
Of the nine nominees for the board of directors for the coming year, only three have previously served -- Morton M. Lapides, the chairman and chief executive; Edward A. Weisman, president and chief operating officer; and Frederic K. Raiff, president of U.S. Factory Outlets Inc.
The new nominees for the board, who will serve one-year terms, are:
Franklin A. Cole, chairman of the board of Croesus Corp., a financial investment and consulting company. Lapides has recommended that Cole be named the chairman of a five-person executive committee of the board.
Roderick M. Hills, chairman and managing director of the Manchester Group Ltd., a firm specializing in the management of international business transactions. From 1975 to 1977 he was chairman of the Securities and Exchange Commission. James F. Calvert, a retired vice admiral. Calvert is a director of Massachusetts Life Insurance Co. and Dexter Corp., among others. Harry J. Kane, chairman of the Financial Management Group, a financial consulting company. C. James Nelson, president and chief operating officer of the National Bank of Washington until April. The bank is one of Allegheny's lenders. Nelson is now involved in organizing a new bank in the District. Edward G. Uhl, chairman and owner of Easton Ford Co. Inc. From 1976 to 1985 he was chairman and chief executive of Fairchild Industries.
The company's executives have said that if the sale of Service America is completed and the company's debts paid off, they intend to recommend to the new board that they declare a cash dividend of $1.20 a share.
Of that amount, 20 cents is to make up for the regular dividend that was omitted during fiscal 1987 and a special dividend of $1. ASSOCIATIONS
Jorge Salaverry, a former Nicaraguan government official, has been named a policy analyst at the Heritage Foundation's Arthur Spitzer Institute for Hemispheric Development.
G. Timothy Leighton has joined the government affairs department of the American Financial Services Association, the national trade association for financial services firms.
The Mid-Atlantic Council of Shopping Center Managers named Dominick V. Puccio president, Charles Cope president-elect, Jinny Eury vice president, Valerie Watts secretary, and Ronnie Dawson treasurer.
The National Association of Housing and Redevelopment Officials appointed Marion Morris director of legislative services.
The Advertising Club of Metropolitan Washington named Terry Coveny president; Lois Golden first vice president; Virginia Ault second vice president; Judy Conrad secretary; and Allan Ginsburg treasurer.
The National Wooden Pallet and Container Association named Joseph Wm. Hobson director of member services. BANKING, FINANCIAL SERVICES
The Heritage Bank of Northern Virginia appointed William B. Sutphin senior vice president; B. Todd Dempsey assistant vice president and director of branch operations; Paula L. Looney manager of loan administration; Loretta J. May customer service manager; Suzie G. Spannuth operations manager; Lynn McManus administrative assistant to the president; Theresa Ennis, Carrie Knoll, Deborah E. Glakas and Kaye Sloan Burke customer service representatives; and Bonnie Blevins proof operator.
American Security Bank, a subsidiary of MNC Financial Inc., appointed Ken Terwilleger vice president of legal affairs; Mark Sharer vice president of real estate; Richard H. Buffett vice president of corporate banking; and Richard M. Pollak vice president of credit policy.
William G. Shenkir has been elected to the board of Dominion Bankshares Corp.
Elynn Eiss, owner of Reston/Burke International Jewelers, has been appointed to the interim board of directors of Bank 2000 of Reston N.A.
Oxford Development Corp. appointed Sandra N. Berlin vice president of strategic planning for Oxford Mortgage & Investment Corp.
The Acacia Group, part of the Acacia Mutual Life Insurance Co., appointed Victor M. Frye associate counsel and Charles M. Tombaziam second vice president.
Lightnet, a fiber optics telecommunications company owned by subsidiaries of CSX Corp. and Southern New England Telecommunications, named Randal Martines director of government systems.
COMPUTER, HIGH TECHNOLOGY
Robert B. Rodenberg Jr. has been appointed regional marketing repesentative at the District office of Integrated Business Systems.
Sterling Software appointed Samuel R. Branan Jr. director of sales for the company's Legal Information Services Division.
Contel Federal Systems appointed Ronald E. Pejsa vice president of human resources.
William F. Madison joined TRESP Associates, a high-technology research and development firm in Alexandria, as head of corporate affairs.
HOTEL, FOOD SERVICES
The Food Service Division of McCormick & Co. Inc. promoted Sue Myers to cost accountant for the contollership function.
The Life Underwriter Training Council named Curtis B. Lauret Jr. senior vice president of marketing and Lee E. Wofford assistant director of field services. Life Underwriter is a life insurance sales training organization.
The Union Labor Life Insurance Co. elected Moe Biller, president of the American Postal Workers Union, and Gene Upshaw, president of the Federation of Professional Athletes, to its board.
Deborah Ziska has been named director of the District office of The End Hunger Network, a nonprofit organization that uses mass media to educate Americans about the issues of hunger and development.
Robert B. Sims, assistant secretary of defense for public affairs, has been appointed to the newly created position of vice president for communications of the National Geographic Society.
Edward Segal joined Earle Palmer Brown Public Relations as senior associate.
Stackig, Sanderson and White Inc. promoted Ann Marie Poole vice president and controller.
Beard Warwick Cornell Associates Inc. named Nancy E. Darr director of marketing.
Planning Research Corp., a wholly owned subsidiary of Emhart Corp., appointed Francesco A. Calabrese senior vice president of Planning Research Corp. and president of PRC Government Information Systems, and Anthony J. Calio senior vice president for management and operations.
Carol Ann Marshall joined the public relations firm of E. Bruce Harrison Co. as an account supervisor in the firm's travel and tourism division.
Gary D. Landsman Commercial Photography Studio in Rockville named Joanne Fitzgerald studio manager.
Sidney Davis, a retired U.S. Army brigadier general, has joined Booz Allen & Hamilton Inc.'s Huntsville office.
Dickstein, Shapiro & Morin, a Washington law firm, has named Ted R. Mannen a principal of the firm.
Richard D. Siegel, former deputy assistant secretary for natural resources and environment for the Department of Agriculture, has returned to the private practice of law in the District.
The Wirthlin Group, a McLean public opinion research firm, promoted Mary Burns to account executive.
Settles Associates Inc., an Arlington architecture and space planning firm, named Cheryl L. Broas project architect.
James J. Gross has been elected president and chief operating officer of Amram and Hahn P.C., a District law firm.
Petree Graphics and Advertising Inc. has named Cheryl Somers director of marketing and Teddy Wells director, account services/media buyer.
Key Accounting Temporaries appointed Carolyn Harris manager and Ruth Fiallo assistant manager of its Northern Virginia operations.
Siddall, Matus & Coughter Inc., a Richmond advertising firm, has named Lisa Weiner production manager.
GFS Realty Inc., a wholly owned subsidiary of Giant Food Inc., named Gene Doerfler vice president of locations, Howard Gaskill vice president of shopping center leasing and promotion, and Frederick Bryant vice president of property management.
Henry A. Long Co. in Fairfax named Roberta Levy and Matthew B. Milstead project managers and Suzanne Herr tenant contruction manager.
Brent H. Evans joined Bengtson, DeBell, Elkin & Titus Ltd., a civil engineering firm, as department head in the land development department.
Ivan Dannevang Thrane has been named vice president of Millennium Inc., a Washington landscape architecture firm.
Juli Verrier has joined Long & Foster Real Estate Inc.'s marketing department as public relations specialist.
Anthony R. Buscemi joined Kamber Engineering Inc. as a senior project engineer in the firm's Prince William County office.
Clarendon Alliance, a consortium that promotes development in Clarendon, named Andrea Grenadier executive director.
Nordstrom Inc., a fashion and specialty retailer, appointed Barbara Hackman Franklin, president of Franklin Associates in the District, to its board.
M.B. Christie contributed to this report.