-----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, Qti6bcV+uXWzAhe268+wRrrKnCmEO7iGQ+WvjLLj3RNg6QOCmiIZZmOyWhDff3G6 x8RKIpR656QdEBqrf95uMA== /in/edgar/work/20000707/0000929624-00-000935/0000929624-00-000935.txt : 20000920 0000929624-00-000935.hdr.sgml : 20000920 ACCESSION NUMBER: 0000929624-00-000935 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000706 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000707 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRAL GARDEN & PET COMPANY CENTRAL INDEX KEY: 0000887733 STANDARD INDUSTRIAL CLASSIFICATION: [5190 ] IRS NUMBER: 680275553 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-20242 FILM NUMBER: 669116 BUSINESS ADDRESS: STREET 1: 3697 MT DIABLO BLVD SUITE 300 CITY: LAFAYETTE STATE: CA ZIP: 94549 BUSINESS PHONE: 9252834573 MAIL ADDRESS: STREET 1: 3697 MT DIABLO BLVD SUITE 310 STREET 2: 3697 MT DIABLO BLVD SUITE 310 CITY: LAFAYETTE STATE: CA ZIP: 94549 8-K 1 0001.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ___________ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) July 6, 2000 ----------------------- Central Garden & Pet Company ----------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-20242 68-0275553 - ------------------------------------------------------------------------------- (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 3697 Mt. Diablo Boulevard, Lafayette, California 94549 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (925) 283-4573 ----------------------------- Inapplicable - -------------------------------------------------------------------------------- (Former name or former address if changed since last report) Exhibit Index located on page 3 Item 5. Other Events On July 6, 2000, Central Garden & Pet Company (the "Company") issued a press release announcing that its previously disclosed disputes with The Scotts Company and Pharmacia Corporation (formerly known as Monsanto Company) have resulted in litigation. Item 7. Financial Statement and Exhibits (a) Not applicable (b) Not applicable (c) See attached Exhibit Index. EXHIBIT INDEX Number Exhibit Page Number - ------ ------- ----------- 99.1 Press Release dated July 6, 2000. 5 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. CENTRAL GARDEN & PET COMPANY By: /s/ Lee D. Hines, Jr. ----------------------------------------- Lee D. Hines, Jr., Chief Financial Officer Dated: July 7, 2000 EX-99.1 2 0002.txt PRESS RELEASE DATED JULY 6, 2000 EXHIBIT 99.1 [LOGO OF CENTRAL GARDEN & PET] Corporate Office 3697 Mt. Diablo Blvd., Suite 310 Lafayette, CA 94549 (925) 283-4573 Fax (925) 283-4984 FOR IMMEDIATE RELEASE Contacts: Gregory Reams Central Garden & Pet (925) 283-4573 CENTRAL GARDEN & PET RESPONDS TO LITIGATION ________________________________________ LAFAYETTE, CALIFORNIA, July 6, 2000--Central Garden & Pet Company (NASDAQ: CENT) today announced that its previously disclosed disputes with The Scotts Company and Pharmacia Corporation (formerly known as Monsanto Company) have resulted in litigation. Scotts filed suit against Central in Federal Court in Ohio to collect the purchase price of certain lawn and garden products previously sold to Central. Central has withheld payments to Scotts of approximately $17 million on the basis of claims it has against Scotts - including amounts due for services and goods previously supplied by Central and not yet paid for by Scotts. Pharmacia filed suit against Central in Missouri state court seeking an accounting and unspecified amounts allegedly due Pharmacia under the four-year alliance agreement between Central and Pharmacia which expired in September 1999, as well as damages for breach of contract. Central believes that the reconciliation of all accounts will not result in a balance due from Central to Pharmacia. Further, Central believes it has substantial counterclaims and rights of offset against both Scotts and Pharmacia, as well as meritorious defenses, and intends to vigorously contest both suits. Central Garden & Pet Company is the nation's leading manufacturer, supplier, and merchandiser of consumer lawn and garden and pet supply products. Central's proprietary branded products include Pennington Seed(R), Kaytee(R), TFH(R), Nylabone(R), Zodiac(R), and Four Paws(R) pet products, Island(R) aquariums, Matthews(R) Four Seasons products and Grant's(R) ant control products. Central offers its retail and branded manufacturing partners a wide array of value-added services proven to increase sales and profitability, including logistics and distribution support, inventory management, advertising and promotional programs, in-store merchandising service, and sales program development. For additional information on Central Garden & Pet, including access to the Company's SEC filings, please visit the Company's website at http://www.centralgardenandpet.com. "Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: The statements contained in this release which are not historical facts are forward-looking statements that are subject to risks and uncertainties that could cause actual results to differ materially from those set forth in or implied by forward-looking statements. These risks are described in the Company's Securities and Exchange Commission filings, including, without limitation, the final accounting for all issues between the Company and Monsanto under the Solaris Agreement, such as the amounts receivable from Monsanto for cost reimbursements, payments for cost reductions and payments for services; the amounts payable to Monsanto for inventory; responsibility for obsolete inventory and for non-payment by Solaris' direct sales accounts; and costs associated with the realignment of the Company's lawn and garden distribution operations to reflect anticipated business levels for the fiscal year 2000. ### -----END PRIVACY-ENHANCED MESSAGE-----