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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) October 30, 1996
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Central Garden & Pet Company
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(Exact name of registrant as specified in its charter)
Delaware 0-20242 68-0275553
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
3697 Mt. Diablo Boulevard, Lafayette, California 94549
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (510) 283-4573
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Inapplicable
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(Former name or former address if changed since last report)
Exhibit Index located on page 3
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Item 5. Other Events
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On October 30, 1996, Central Garden & Pet Company issued a press
release announcing that it is proposing to offer in a private
placement $100,000,000 aggregate principal amount of Convertible
Subordinated Notes (plus up to an additional $15,000,000 to cover
over-allotments, if any).
Item 7. Financial Statement and Exhibits
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(a) Not applicable
(b) Not applicable
(c) See attached Exhibit Index.
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EXHIBIT INDEX
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<CAPTION>
Number Exhibit Page Number
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<S> <C> <C>
99.1 Press Release dated October 30, 1996. 5
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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/ Robert B. Jones
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Robert B. Jones, Vice President
and Chief Financial Officer
Dated: November 5, 1996
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EXHIBIT 99.1
[LETTERHEAD OF CENTRAL GARDEN & PET]
Corporate Office
3696 Mt. Diablo Blvd., Suite 310
Lafayette, CA 94549
(510) 283-4573
(510) 283-4984
FOR IMMEDIATE RELEASE
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Contact: Gregory Reams
Central Garden & Pet
510/283-4573
Paul Verbinnen/Debbie Miller
Sard Verbinnen & Co
212/687-8080
CENTRAL GARDEN & PET COMPANY ANNOUNCES
PROPOSED PRIVATE PLACEMENT OF
CONVERTIBLE SUBORDINATED NOTES DUE 2003
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LAFAYETTE, CA, October 30, 1996 --- Central Garden & Pet Company (NASDAQ: CENT)
announced today that it is proposing to offer in a private placement
$100,000,000 aggregate principal amount of Convertible Subordinated Notes (plus
up to an additional $15,000,000 to cover over-allotments, if any).
The net proceeds of the offering will be used for repayment of short-
and long-term indebtedness and for potential acquisitions and general corporate
purposes, including the pending acquisition of the United States and Canada flea
and tick business of Sandoz Agro, Inc.
The Convertible Subordinated Notes due 2003 have not been registered
under the United States Securities Act of 1933 and may not be offered or sold in
the United States absent registration or an applicable exemption from
registration requirements. The issuance of the Notes has been structured to
allow secondary market trading under Rule 144A under the Securities Act of 1933.
Central Garden & Pet Company is the leading national distributor of
lawn, garden and pet supply products.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any security and shall not constitute an offer,
solicitation or sale of any securities in any jurisdiction in which such
offering sold would be unlawful.
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