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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) March 20, 2000
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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 (925) 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 March 20, 2000, Central Garden & Pet Company (the "Company") issued
a press release announcing that the Company is preparing to file a
Form 10 with the SEC which, when declared effective by the SEC, would
permit the Company to spin off its lawn and garden distribution
business to shareholders.
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 Press Release dated March 20, 2000. 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, Finance
Dated: March 20, 2000
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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 ANNOUNCES PLANS TO
SPIN OFF ITS LAWN AND GARDEN DISTRIBUTION BUSINESS
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LAFAYETTE, CALIFORNIA, March 20, 2000--Central Garden & Pet Company
(NASDAQ: CENT) today announced that it is preparing to file with the Securities
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and Exchange Commission ("SEC") a Form 10 which, when declared effective by the
SEC, would permit the Company to spin off its lawn and garden distribution
business to shareholders. If the spinoff is completed, the lawn and garden
distribution business would become a separate public company while Central would
continue to operate its existing lawn and garden branded products business, as
well as its branded pet products and pet distribution businesses.
Central anticipates that the Form 10 will be filed within 30 days, that the
SEC review process will take approximately six weeks and that the spinoff would
take place in June.
Consummation of the spinoff is subject to obtaining all necessary
regulatory approvals and final authorization by Central's Board of Directors,
among other things.
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.
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-more-
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"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.
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