-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WsNGvUiIyGn2Q8jpsMKBSjQHazhF5hCIN5BuJL+PuRK56+LQIje07QBh8v6pnVFb dxh+FRnQGyu2QBPz5fvf2g== 0000950144-04-002773.txt : 20040318 0000950144-04-002773.hdr.sgml : 20040318 20040318172310 ACCESSION NUMBER: 0000950144-04-002773 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040318 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040318 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FLOWERS FOODS INC CENTRAL INDEX KEY: 0001128928 STANDARD INDUSTRIAL CLASSIFICATION: FOOD & KINDRED PRODUCTS [2000] IRS NUMBER: 582582379 STATE OF INCORPORATION: GA FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16247 FILM NUMBER: 04678416 BUSINESS ADDRESS: STREET 1: 1919 FLOWERS CIRCLE CITY: THOMASVILLE STATE: GA ZIP: 31757 BUSINESS PHONE: 9122269110 MAIL ADDRESS: STREET 1: 1919 FLOWERS CIRCLE CITY: THOMASVILLE STATE: GA ZIP: 31757 8-K 1 g87892e8vk.htm FLOWERS FOODS, INC. FLOWERS FOODS, INC.
 

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): March 18, 2004

FLOWERS FOODS, INC.

(Exact name of registrant as specified in its charter)
         
Georgia   1-16247   58-2582379
  		 
  		 
 
(State or other
jurisdiction
of incorporation) 		  (Commission
File Number) 		  (IRS Employer
Identification No.)
     
1919 Flowers Circle, Thomasville, GA   31757
  		 
 
(Address of principal executive offices)   (Zip Code)
     
Registrant’s telephone number, including area code:   (229) 226-9110

 

 

ITEM 7. Financial Statements and Exhibits.

c. Exhibits.

The following exhibit is furnished as part of this Report:

     
EXHIBIT NUMBER   EXHIBIT
 
    
99.1
  Press release of Flowers Foods, Inc. dated March 18, 2004

ITEM 9. Regulation FD Disclosure.

     On March 18, 2004 Flowers Foods, Inc. (the “company”) issued a press release announcing the filing of its Annual Report on Form 10-K for the fiscal year ended January 3, 2004 (the “Form 10-K”) with the Securities and Exchange Commission and the reclassification of certain interest income related to its distributor notes previously recorded as a servicing fee to interest income in the Consolidated Statements of Income contained therein. The reclassification affects the fiscal years ending January 3, 2004, December 28, 2002 and December 29, 2001. The company reported that the reclassification had no effect on amounts reported as sales or income from continuing operations. The reclassification also had no effect on fiscal years prior to fiscal 2001.

     The company also announced the availability of the Form 10-K and its corporate governance documents on its website at www.flowersfoods.com.

     A copy of the press release is furnished with this Report as Exhibit 99.1 and is incorporated herein by reference.

     This information, furnished under this “Item 9. Regulation FD Disclosure,” is intended to be furnished under “Item 12. Disclosure of Results of Operations and Financial Condition” of Form 8-K. Consequently the information is not deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section. Furthermore, the information in this Report, including the exhibits, may only be incorporated by reference into the filings of the registrant under the Securities Act of 1933, as amended, or the Exchange Act if such subsequent filings specifically reference this Form 8-K.

 

 

SIGNATURES

     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.

         
      FLOWERS FOODS, INC.
 
        
  By:   /s/ Jimmy M. Woodward
     
 
Date: March 18, 2004
      Name: Jimmy M. Woodward
Title: Sr. Vice-President, Chief
Financial Officer and
Chief Accounting Officer

 

 

EXHIBIT INDEX

     
EXHIBIT NUMBER   EXHIBIT
 
    
99.1
  Press release of Flowers Foods, Inc. dated March 18, 2004

 

EX-99.1 3 g87892exv99w1.txt EX-99.1 PRESS RELEASE DATED MARCH 18, 2004 EXHIBIT 99.1 MARCH 18, 2004 COMPANY PRESS RELEASE FLOWERS FOODS (NYSE: FLO) FLOWERS FOODS FILES FORM 10-K, RECLASSIFIES CERTAIN INTEREST INCOME; CORPORATE GOVERNANCE DOCUMENTS AVAILABLE ON COMPANY WEBSITE THOMASVILLE, GA-- Flowers Foods (NYSE: FLO) today filed its Annual Report on Form 10-K for the fiscal year ended January 3, 2004 on the date it was due with the Securities and Exchange Commission. The filing includes a reclassification of certain interest income on the Consolidated Statements of Income. Separately, the company made its corporate governance documents available on the Flowers Foods website. The reclassification had no effect on amounts previously reported as sales or income from continuing operations. The reclassification also had no effect on fiscal years prior to fiscal 2001. The Consolidated Statements of Income contained in the Form 10-K filed today for the fiscal years ended January 3, 2004, December 28, 2002, and December 29, 2001 reflect the reclassification of interest income of $4.2 million, $4.0 million, and $3.8 million, respectively. The reclassification was made to report all of the interest income received by the company in connection with the notes receivable from the independent distributors as interest income in the Consolidated Statements of Income. Previously, the company had reported a portion of the interest income received on the distributor notes as a servicing fee which reduced administrative expenses because the company viewed such portion as offsetting administrative costs incurred in servicing the distributor notes. The company's Annual Report on Form 10-K for the fiscal year ended January 3, 2004 and its corporate governance documents, including charters for the committees of the board of directors, corporate governance guidelines and code of ethics, are available on the company's website at www.flowersfoods.com. Company Information Headquartered in Thomasville, Ga., Flowers Foods is one of the nation's leading producers and marketers of packaged bakery foods for retail and foodservice customers. Flowers operates 33 bakeries that produce a wide range of bakery products marketed through the Sun Belt states via an extensive direct-store-delivery network and nationwide through other delivery systems. Among the company's top brands are Nature's Own, Cobblestone Mill, Mrs. Freshley's, and European Bakers. For more information on the company, visit www.flowersfoods.com. Statements contained in this press release that are not historical facts are forward-looking statements. All forward-looking statements are subject to risks and uncertainties that could cause actual results to differ from those projected. Other factors that may cause actual results to differ from the forward-looking statements contained in this release and that may affect the company's prospects in general include, but are not limited to, (a) competitive conditions in the baked foods industry, including promotional and price competition, (b) changes in consumer demand for our products, (c) the success of productivity improvements and new product introductions, (d) a significant reduction in business with any of our major customers including a reduction from adverse developments in any of our customer's business, (e) fluctuations in commodity pricing and (f) our ability to achieve cash flow from capital expenditures and acquisitions and the availability of new acquisitions that build shareholder value. In addition, our results may also be affected by general factors such as economic and business conditions (including the baked foods markets), interest and inflation rates and such other factors as are described in the company's filings with the Securities and Exchange Commission. CONTACT: Marta Jones Turner VP Communications/IR 229-227-2348 Jimmy Woodward Senior VP and CFO 229-227-2266 -----END PRIVACY-ENHANCED MESSAGE-----