-----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, ScW3Xq1IoMjzOjSk7kvwGEEofDdc5bvK4krA6zv5eHR669iaJD15axrTyVaWtnAQ k8rChdo3nOnM1zLhS8J6Ow== 0001144204-08-010895.txt : 20080220 0001144204-08-010895.hdr.sgml : 20080220 20080220172217 ACCESSION NUMBER: 0001144204-08-010895 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080220 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080220 DATE AS OF CHANGE: 20080220 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SMUCKER J M CO CENTRAL INDEX KEY: 0000091419 STANDARD INDUSTRIAL CLASSIFICATION: CANNED, FRUITS, VEG & PRESERVES, JAMS & JELLIES [2033] IRS NUMBER: 340538550 STATE OF INCORPORATION: OH FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05111 FILM NUMBER: 08630601 BUSINESS ADDRESS: STREET 1: STRAWBERRY LN CITY: ORRVILLE STATE: OH ZIP: 44667 BUSINESS PHONE: 3306823000 MAIL ADDRESS: STREET 1: STRAWBERRY LANE, P.O. BOX 280 CITY: ORRVILLE STATE: OH ZIP: 44667 8-K 1 v104471_8k.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 20, 2008 ----------------- The J. M. Smucker Company ------------------------- (Exact Name of Registrant as Specified in Charter) Ohio 1-5111 34-0538550 - ---------------------------- ----------- -------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) One Strawberry Lane Orrville, Ohio 44667-0280 - -------------------------------------------------- -------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (330) 682-3000 ------------------- Not Applicable ------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) 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 7.01 Regulation FD Disclosure On February 20, 2008, The J. M. Smucker Company (the "Company") issued a press release announcing that it had entered into a Rule 10b5-1 trading plan with a broker to facilitate the repurchase of up to one million of its common shares under its previously announced share repurchase authorization. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference. The information in this Item 7.01, including the exhibit attached hereto, is furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section and shall not be deemed incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit Exhibit Number Description ------ ----------- 99.1 Press Release, dated February 20, 2008 SIGNATURE 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. THE J. M. SMUCKER COMPANY By: /s/ Mark R. Belgya ---------------------------------- Mark R. Belgya Vice President, Chief Financial Officer, and Treasurer Date: February 20, 2008 EXHIBIT INDEX Exhibit Exhibit Number Description ------ ----------- 99.1 Press Release, dated February 20, 2008 EX-99.1 2 v104471_ex99-1.txt The J. M. Smucker Company Announces Plans to Acquire One Million Shares Under Rule 10b5-1 ORRVILLE, Ohio, February 20, 2008 -- The J. M. Smucker Company (NYSE: SJM) today announced that it has entered into a Rule 10b5-1 trading plan with a broker to facilitate the repurchase of up to one million of its common shares under its previously announced share repurchase authorization. Rule 10b5-1 allows a company to purchase its shares at times when it otherwise might be prevented from doing so under insider trading laws or because of self-imposed trading blackout periods. The shares to be repurchased under the Company's 10b5-1 plan would be part of the share repurchase authorization approved by the Company's Board of Directors in January 2008 to repurchase up to five million of its common shares. The 10b5-1 share purchase period will commence on Thursday, February 21, 2008. Purchases will be affected by a broker and will be based upon the guidelines and parameters of the 10b5-1 plan. The aggregate amount of shares purchased pursuant to the plan will not exceed one million shares. There is no guarantee as to the exact number of shares that will be repurchased under the share repurchase program, and the Company may discontinue purchases at any time. Repurchased shares would be returned to the status of authorized but unissued common shares. About The J. M. Smucker Company The J. M. Smucker Company is the leading marketer and manufacturer of fruit spreads, peanut butter, shortening and oils, ice cream toppings, sweetened condensed milk, and health and natural foods beverages in North America. Its family of brands includes Smucker's(R), Jif(R), Crisco(R), Pillsbury(R), Eagle Brand(R), R.W. Knudsen Family(R), Hungry Jack(R), White Lily(R) and Martha White(R) in the United States, along with Robin Hood(R), Five Roses(R), Carnation(R) and Bick's(R) in Canada. The Company remains rooted in the Basic Beliefs of Quality, People, Ethics, Growth and Independence established by its founder and namesake more than a century ago. Since 1998, the Company has appeared on FORTUNE Magazine's annual listing of the 100 Best Companies to Work For in the United States, ranking number one in 2004. For more information about the Company, visit www.smuckers.com. The J. M. Smucker Company Forward-Looking Language The Company notes that forward-looking statements of future performance contained in this release are based upon current plans, expectations, events and financial and industry trends, which may cause the Company's future operating results and financial position to differ materially from those suggested here, including demand for and acceptance of the Company's products, competition, statements concerning the commencement of repurchases under the plan, the expected termination date of the plan, general economic conditions and other factors affecting share price and capital markets, generally. Such statements involve risks and uncertainties, which cannot be predicted or quantified. Historical results achieved are not necessarily indicative of future prospects of the Company. Contacts: The J. M. Smucker Company (330) 682-3000 Investors: Mark R. Belgya Vice President, Chief Financial Officer and Treasurer Sonal P. Robinson Director, Corporate Finance and Investor Relations Media: Maribeth Badertscher Director, Corporate Communications The J. M. Smucker Company is the owner of all trademarks, except Pillsbury is a trademark of The Pillsbury Company, used under license and Carnation is a trademark of Societe des Produits Nestle S.A., used under license. -----END PRIVACY-ENHANCED MESSAGE-----