8-K 1 form8k.txt PRESS RELEASE DATED FEBRUARY 14, 2004 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 February 11, 2004 ------------------------------------------------ Date of Report (Date of earliest event reported) DIXON TICONDEROGA COMPANY ----------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 1-8689 23-0973760 ------------- --------------- ----------------- (State of (Commission File (IRS Employer I.D. Incorporation) Number) Number) 195 INTERNATIONAL PARKWAY HEATHROW, FLORIDA 32746 --------------------------- (Address of Principal Executive Offices) (Zip Code) (407) 829-9000 -------------- (Registrant's telephone number, including area code) Item 5. OTHER EVENTS. ------ ------------- On February 11, 2004, the Company issued the press release, attached hereto as Exhibit 99-1, announcing its first quarter results, and an extension of the exclusivity agreement, attached hereto as Exhibit 99-2, between Jarden Corporation and the Company. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. ------- ---------------------------------- (a) Not Applicable. (b) Not Applicable. (c) Exhibits 99-1 Press Release dated February 11, 2004 99-2 Amendment to Exclusivity Agreement dated February 10, 2004 ITEM 9. REGULATION FD DISCLOSURE (Information Being Provided Under Item 12). ------- -------------------------------------------------------------------- In accordance with SEC Release No. 33-8216, the following information, intended to be furnished under "Item 12 -- Results of Operations and Financial Condition," is instead furnished under "Item 9 -- Regulation FD Disclosure." This information shall not be deemed "filed" for purposed of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. On February 11, 2004, Dixon Ticonderoga Company (the "Company") issued a press release announcing its results of operations for the three months ended December 31, 2003. A copy of the press release is attached hereto as Exhibit 99-1 and is incorporated herein by reference. The Company urges investors to carefully review all financial information included as part of the Company's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, as well as quarterly earnings releases. 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. DIXON TICONDEROGA COMPANY Dated: February 11, 2004 ------------------------------- By: /s/ Gino N. Pala ------------------------------- Gino N. Pala Chairman of Board, Co-Chief Executive Officer and Director