0000098677-13-000004.txt : 20130221
0000098677-13-000004.hdr.sgml : 20130221
20130221145941
ACCESSION NUMBER: 0000098677-13-000004
CONFORMED SUBMISSION TYPE: 8-K
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20130220
ITEM INFORMATION: Regulation FD Disclosure
ITEM INFORMATION: Financial Statements and Exhibits
FILED AS OF DATE: 20130221
DATE AS OF CHANGE: 20130221
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: TOOTSIE ROLL INDUSTRIES INC
CENTRAL INDEX KEY: 0000098677
STANDARD INDUSTRIAL CLASSIFICATION: SUGAR & CONFECTIONERY PRODUCTS [2060]
IRS NUMBER: 221318955
STATE OF INCORPORATION: VA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 8-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-01361
FILM NUMBER: 13630017
BUSINESS ADDRESS:
STREET 1: 7401 S CICERO AVE
CITY: CHICAGO
STATE: IL
ZIP: 60629
BUSINESS PHONE: 7738383400
MAIL ADDRESS:
STREET 1: 7401 S CICERO AVE
CITY: CHICAGO
STATE: IL
ZIP: 60629
FORMER COMPANY:
FORMER CONFORMED NAME: SWEETS CO OF AMERICA INC
DATE OF NAME CHANGE: 19660921
8-K
1
feb13f8lfiling.txt
TOOTSIE ROLL INDUSTRIES, INC.
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 20, 2013
Date of report (Date of earliest event reported)
TOOTSIE ROLL INDUSTRIES, INC.
(Exact Name of Registrant as Specified in Its charter)
Virginia
(State or Other Jurisdiction of Incorporation)
001-01361
(Commission File Number)
22-1318955
(I.R.S. Employer Identification No.)
7401 South Cicero Avenue, Chicago, Illinois 60629
(Address of Principal Executive Offices) (Zip Code)
773-838-3400
(Registrant's Telephone Number, Including Area Code)
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, 2013 the Board of Directors of Tootsie Roll Industries,
Inc. (the "Company") declared a regular quarterly dividend $0.08 per share
payable on March 27, 2013 to shareholders of record at the close of business
on March 5, 2013.
The Board also declared a 3% stock dividend payable on April 5, 2013 to
shareholders of record at the close of business on March 5, 2013.
The Board also fixed May 6, 2013 as the date of the Annual Meeting of the
Shareholders.
A copy of the announcement of these actions is attached hereto as Exhibit 99.1
and incorporated herein by reference.
The information in the release and in this Item 7.01 is "furnished" and
not "filed" for purposes of Section 18 of the Securities and Exchange Act of
1934, or otherwise subject to the liabilities of that section. Such information
may only be incorporated by reference in another filing under the Securities
Exchange Act of 1934 or the Securities Act of 1933 only if and to the extent
such subsequent filing specifically references such information.
Item 9.01. Financial Statements and Exhibits.
(c) The following exhibit is furnished with this report:
Exhibit 99.1 Tootsie Roll Industries, Inc., dividend declaration dated
February 20, 2013.
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
under-signed thereunto duly authorized.
February 20, 2013 TOOTSIE ROLL INDUSTRIES, INC.
By: /S/BARRY P. BOWEN
Barry P. Bowen
Assistant Secretary
EXHIBIT INDEX
Exhibit No. Description
99.1 Tootsie Roll Industries, Inc., dividend declaration dated February
20, 2013.
EX-99
2
exh99_pressrelease.txt
TOOTSIE ROLL INDUSTRIES, INC.
EXHIBIT 99.1
Tootsie Roll Industries, Inc.
7401 South Cicero Avenue
Chicago, IL 60629
Phone 773/838-3400
Fax 773/838-3534
STOCK TRADED: NYSE
TICKER SYMBOL: TR Wednesday, February 20, 2013
TOOTSIE ROLL INDUSTRIES, INC. BOARD OF DIRECTORS
DECLARES REGULAR AND SPECIAL DIVIDENDS
February 20, 2013
Gentlemen:
Please be advised that on the above date, the Board of Directors of
Tootsie Roll Industries, Inc. took the following action:
1. The Board declared a regular quarterly cash dividend of $.08
(8 cents) per share payable on March 27, 2013 to shareholders of
record of the Common Stock and of the Class B Common Stock at the close
of business on March 5, 2013.
2. The Board declared an extra 3% stock dividend payable on April
5, 2013 to shareholders of record of the Common Stock and Class B Common
Stock at the close of business on March 5, 2013. The stock dividend is
payable in Common Stock to holders of Common Stock and in Class B Common
Stock to holders of Class B Common Stock. Fractional shares will be
settled by payment in cash at a rate equal to the closing price per share
of the Common Stock of the Company on the New York Stock Exchange on the
record date, March 5, 2013. The cut-off date for brokers' requisitions
is March 28, 2013.
3. The Board of Directors fixed May 6, 2013 as the date of the Annual
Meeting of the Shareholders, to be held in Richmond, Virginia, and fixed
March 5, 2013 as the record date for shareholders entitled to notice of
and to vote at the meeting. The only matters to be voted upon at the
Annual Meeting are the election of directors and ratification of the
appointment of the auditors. Proxy Material will be mailed on or about
March 25, 2013.
4. The shares to be issued in payment of the stock dividend are not
entitled to receive the cash dividend payable March 27, 2013 or to receive
notice of or to vote at the Annual Meeting to be held May 6, 2013.
5. The Common Stock is listed on the New York Stock Exchange; the
Class B Common Stock is not.
6. American Stock Transfer and Trust Company, 6201 15th Avenue,
Brooklyn, New York 11219, the Transfer Agent for our Company, will disburse
the dividends and mail the Notice of Annual Meeting and Proxy Material.
Paula Caroppoli, Account Administrator (718-921-8275) is in charge of
our account.
For confirmation of the foregoing, call the undersigned at (773) 838-3400.
Sincerely,
TOOTSIE ROLL INDUSTRIES, INC.
/S/BARRY BOWEN
Barry Bowen
Treasurer