-----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, BIekGjHPIpOwqcHCwAn7Uq2Iarjd3JzR7edXDqDSypxTrWy5Ia14Gn7c5tsOSpAH 02oS00gqES6X6khAbtGr5g== 0000950152-05-004714.txt : 20050611 0000950152-05-004714.hdr.sgml : 20050611 20050525125649 ACCESSION NUMBER: 0000950152-05-004714 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050525 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050525 DATE AS OF CHANGE: 20050525 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LANCASTER COLONY CORP CENTRAL INDEX KEY: 0000057515 STANDARD INDUSTRIAL CLASSIFICATION: CANNED, FROZEN & PRESERVED FRUIT, VEG & FOOD SPECIALTIES [2030] IRS NUMBER: 131955943 STATE OF INCORPORATION: OH FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-04065 FILM NUMBER: 05856178 BUSINESS ADDRESS: STREET 1: 37 W. BROAD STREET STREET 2: 5TH FLOOR CITY: COLUMBUS STATE: OH ZIP: 43215 BUSINESS PHONE: 6142247141 MAIL ADDRESS: STREET 1: 37 W. BROAD STREET STREET 2: 5TH FLOOR CITY: COLUMBUS STATE: OH ZIP: 43215 8-K 1 l14176ae8vk.txt LANCASTER COLONY CORPORATION 8-K 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 DATE OF REPORT: MAY 25, 2005 (Date of earliest event reported) COMMISSION FILE NUMBER 0-4065-1 LANCASTER COLONY CORPORATION (Exact name of registrant as specified in its charter) OHIO 13-1955943 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 37 WEST BROAD STREET 43215 COLUMBUS, OHIO (Zip Code) (Address of principal executive offices) 614-224-7141 (Registrant's telephone number, including area code) 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 8.01 OTHER EVENTS On May 25, 2005, Lancaster Colony Corporation announced that its Board of Directors authorized an additional share repurchase permitting the Company to repurchase up to an additional two million (2,000,000) shares of its common stock. A press release announcing the additional share repurchase is attached as Exhibit 99.1. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits: 99.1 Press Release dated May 25, 2005, filed herewith. 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. LANCASTER COLONY CORPORATION ----------------------------------- (Registrant) Date: May 25, 2005 By: /s/ JOHN L. BOYLAN ------------ -------------------------------- John L. Boylan Treasurer, Vice President, Assistant Secretary and Chief Financial Officer (Principal Financial and Accounting Officer) INDEX TO EXHIBITS
EXHIBIT NUMBER DESCRIPTION LOCATED AT - ------- ----------- -------------- 99.1 Press Release dated May 25, 2005..................... Filed herewith
EX-99.1 2 l14176aexv99w1.txt EX-99.1 PRESS RELEASE DATED MAY 25, 2005 EXHIBIT 99.1 FOR IMMEDIATE RELEASE SYMBOL: LANC Wednesday, May 25, 2005 TRADED: Nasdaq LANCASTER COLONY CONTINUES HIGHER CASH DIVIDEND; BOARD AUTHORIZES ADDITIONAL STOCK REPURCHASES COLUMBUS, Ohio, May 25 -- Lancaster Colony Corporation (Nasdaq: LANC) announced today that its Board of Directors has declared a quarterly cash dividend of 25 cents per share on the company's common stock, payable June 30, 2005, to shareholders of record on June 10, 2005. The board voted to continue the cash dividend at the higher level set six months ago. At that time, the company marked 42 consecutive years of increasing cash dividends each year. The board also authorized the repurchase of an additional two million shares of the company's common stock as part of an ongoing stock repurchase program. Currently, the company has approximately 34,240,000 common shares outstanding and approximately 1,049,000 shares remaining under a previous repurchase authorization. John B. Gerlach, Jr., chairman and chief executive officer of Lancaster Colony, said, "The dividend reflects the company's continued strong financial position and will be the 168th consecutive quarterly cash dividend paid by the company since September 1963." He noted that this dividend brings the annual payout for the current fiscal year ending June 30, 2005, to 98 cents per share, up from the 89 cents per share paid in the fiscal year ended June 30, 2004. We desire to take advantage of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995 (the "PSLRA"). This news release contains various "forward - looking statements" within the meaning of the PSLRA and other applicable securities laws. Such statements can be identified by the use of the forward-looking words "anticipate," "estimate," "project," "believe," "intend," "expect," "hope" or similar words. These statements discuss future expectations, contain projections regarding future developments, operations or financial conditions, or state other forward-looking information. Such statements are based upon assumptions and assessments made by us in light of our experience and perception of historical trends, current conditions, expected future developments and other factors we believe to be appropriate. These forward-looking statements involve various important risks, uncertainties and other factors that could cause our actual results to differ materially from those expressed in the forward-looking statements. Actual results may differ as a result of factors over which we have no, or limited, control including the strength of the economy, slower than anticipated sales growth, the extent of operational efficiencies achieved, the success of new product introductions, price and product competition, and increases in raw materials costs. Management believes these forward-looking statements to be reasonable; however, undue reliance should not be placed on such statements that are based on current expectations. We undertake no obligation to publicly update such forward-looking statements. More detailed statements regarding significant events that could affect our financial results are included in our annual report on Form 10-K for the year ended June 30, 2004 filed with the Securities and Exchange Commission. #### FOR FURTHER INFORMATION: John B. Gerlach, Jr., Chairman and CEO Lancaster Colony Corporation Phone: 614/224-7141 -or- Investor Relations Consultants, Inc. Phone: 727/781-5577 or E-mail: lanc@mindspring.com -----END PRIVACY-ENHANCED MESSAGE-----