-----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, Nlo6S3VppH7AStgPQXWg3rMrJZSbGxL+xjiaJw2t3LsJZGtxJA4oLVqLERHafFjt DEuus24veDnwsEc7Mr1z5w== 0000950152-07-007056.txt : 20070822 0000950152-07-007056.hdr.sgml : 20070822 20070822172518 ACCESSION NUMBER: 0000950152-07-007056 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070822 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070822 DATE AS OF CHANGE: 20070822 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/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-04065 FILM NUMBER: 071073874 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/A 1 l27697be8vkza.htm LANCASTER COLONY CORPORATION 8-K/A Lancaster Colony Corporation 8-K/A
 

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
 
Form 8-K/A
(Amendment No. 1)
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT: August 22, 2007
(Date of earliest event reported)
Commission file number 000-04065
 
Lancaster Colony Corporation
(Exact name of registrant as specified in its charter)
     
Ohio   13-1955943
(State or other jurisdiction of
incorporation or organization)
  (I.R.S. Employer
Identification No.)
     
37 West Broad Street
Columbus, Ohio
  43215
(Address of principal executive offices)   (Zip Code)
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:
     o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 


 

Explanatory Note
     This Current Report on Form 8-K/A amends the Current Report on Form 8-K that Lancaster Colony Corporation (the “Company”) filed with the Securities and Exchange Commission on August 22, 2007 (the “Original 8-K”) to correct the date of the annual meeting of shareholders that the Company reported in Item 8.01 of the Original 8-K from August 19, 2007 to November 19, 2007. No other changes are being made to the Original 8-K.
Item 8.01      Other Matters
     On August 22, 2007, the Company issued a press release announcing that its annual meeting will be held on Monday, November 19, 2007 at the Hilton Columbus at Easton at 11:00 a.m. with a record date of Friday, September 21, 2007 for notice and voting at the meeting.
     The Company’s Board of Directors (“Board”) approved a quarterly cash dividend of 27 cents per share to be paid on September 28, 2007 to shareholders of record on September 10, 2007. The Board also approved an additional repurchase authorization of 2 million shares of the Company’s common stock.
     A copy of a press release issued by the Company is attached as Exhibit 99.1.
Item 9.01      Financial Statements and Exhibits
     (c) Exhibits:
          99.1     Press Release dated August 22, 2007, 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: August 22, 2007
  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 August 22, 2007   Filed herewith
EX-99.1 2 l27697bexv99w1.htm EX-99.1 EX-99.1
 

Exhibit 99.1
         
FOR IMMEDIATE RELEASE
  SYMBOL:   LANC
Wednesday, August 22, 2007
  TRADED:   Nasdaq
LANCASTER COLONY CONTINUES HIGHER CASH DIVIDEND;
BOARD AUTHORIZES ADDITIONAL STOCK REPURCHASES, SETS MEETING DATE
     COLUMBUS, Ohio, Aug. 22 — Lancaster Colony Corporation (Nasdaq: LANC) announced today that its Board of Directors has declared a quarterly cash dividend of 27 cents per share on the company’s common stock, payable September 28, 2007 to shareholders of record on September 10, 2007. The board voted to continue the cash dividend at the higher level set nine months ago. At that time, the company marked 44 consecutive years of increasing cash dividends each year. Lancaster Colony is one of only 22 U.S. companies to have increased cash dividends each year for 44 years.
     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 30,361,000 common shares outstanding and approximately 957,000 shares remaining under a previous repurchase authorization. The annual meeting of shareholders was set for 11:00 a.m. Monday, November 19, 2007 at The Hilton Columbus at Easton, 3900 Chagrin Drive, Columbus, Ohio 43219. The record date for shareholders entitled to vote at the meeting is Friday, September 21, 2007.
     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 177th consecutive quarterly cash dividend paid by the company since September 1963.” He noted that the indicated annual payout for the current fiscal year ending June 30, 2008 is $1.08.
     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,” “plan,” “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 energy and raw-material 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 update such forward-looking statements. Specific influences relating to forward-looking statements are numerous, including the uncertainty regarding the effect or outcome of our decision to explore strategic alternatives among our nonfood operations. More detailed statements regarding significant events that could affect our financial results are included in our annual report on Form 10-K as 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
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