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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) DECEMBER 8, 1997
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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
On December 8, 1997, Central Garden & Pet Company issued a press
release announcing that it had signed a definitive agreement to
acquire TFH Publications, Inc., the largest producer of pet books in
the United States and a manufacturer of premium dog chews and edible
bones under the brand name Nylabone(R).
ITEM 7. FINANCIAL STATEMENT AND EXHIBITS
(a) Not applicable
(b) Not applicable
(c) See attached Exhibit Index.
2
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EXHIBIT INDEX
Number Exhibit Page Number
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99.1 TFH Press Release dated December 8, 1997. 5
3
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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: December 8, 1997
4
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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 TO ACQUIRE TFH PUBLICATIONS
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LAFAYETTE, CA, December 8, 1997 -- Central Garden & Pet Company (NASDAQ:
CENT) today announced that it has entered into a definitive agreement to acquire
the stock of TFH Publications, Inc., a manufacturer of premium dog chews and the
largest producer of pet books in the U.S., for $70 million in cash for the stock
of TFH Publications and $12 million for the stock of a related company, subject
to certain adjustments, plus earn-outs. Management expects the transaction to be
accretive to Central earnings.
TFH Publications, which is based in Neptune City, New Jersey, produces a
wide array of pet books and also manufactures premium dog chews and edible bones
under the brand name Nylabone/R/. In addition to approximately 1,200 titles in
print, TFH Publications produces two monthly magazines and twelve quarterly
magazines plus the Nylabone/R/, Gumabone/R/, Flexibone/R/ and Nylabone
Edible/TM/ product lines. The company has approximately 275 employees and had
approximately $32 million in annual sales in 1996.
Central Garden & Pet Company is the leading national distributor of lawn
and garden and pet supply products. Central offers customers a wide array of
services designed to increase the sales and profitability of both manufacturers
and retailers, including inventory management, advertising and promotional
programs, in-store design and display assistance and sales program development.
Central also offers lines of proprietary branded products which include
Zodiac/R/ and Four Paws/R/ pet products, Island/R/ aquariums, Matthews/R/
redwood products and Grant's/R/ ant control products.
"Safe Harbor" Statement under the Private Securities Litigation Reform Act
of 1995: The statements contained in this release which are not historical
facts, including statements relating to the future financial results of the
acquired business, are forward-looking statements that are subject to risks and
uncertainties that could cause actual results to differ materially from
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those set forth in or implied by forward looking statements. These risks are
described in the Company's Securities and Exchange Commission filings.
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