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
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Date
of Report (Date of earliest event reported)
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March
11, 2010
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Oil-Dri
Corporation of America
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(Exact
name of registrant as specified in its
charter)
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Delaware
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001-12622
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36-2048898
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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410
North Michigan Avenue
Suite
400
Chicago,
Illinois
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60611-4213
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code
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(312)
321-1515
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(Former
name or former address, if changed since last
report.)
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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 (see General Instruction A.2. below):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
8.01 Other Events.
On March 11, 2010, the Board of
Directors of Oil-Dri Corporation of America (the “Registrant”) authorized the
repurchase of up to an additional 250,000 shares of the Registrant’s Common
Stock. The Registrant’s Board of Directors also declared regular
quarterly cash dividends of $0.15 per share of the Registrant’s Common Stock and
$0.1125 per share of the Registrant’s Class B Stock. The dividends
will be payable on June 4, 2010, to stockholders of record at the close of
business on May 21, 2010. A copy of the Registrant’s press release
announcing these matters is attached as Exhibit 99.1, and the information
contained therein is incorporated herein by reference.
Item
9.01 Financial Statements and
Exhibits.
(d) Exhibits
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Exhibit
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Number
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Description of Exhibit
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99.1
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Press
Release dated March 12, 2010
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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.
| OIL-DRI CORPORATION OF AMERICA | |||
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By:
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/s/ Charles P. Brissman | |
| Charles P. Brissman | |||
| Vice President and General Counsel | |||
Date: March
12, 2010
Exhibit
Index
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Exhibit
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Number
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Description of Exhibit
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99.1
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Press
Release dated March 12, 2010
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Exhibit
99.1
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News
Release
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Release:
Immediate
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Contact:
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Ronda
J. Williams
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312-706-3232
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Oil-Dri
Board of Directors Authorizes Additional Common
Stock
Repurchases and Declares Dividends
CHICAGO
– March 12, 2010 – Oil-Dri Corporation of America (NYSE: ODC) announced
today that its Board of Directors has authorized the repurchase of an
additional 250,000 shares of its Common Stock and has declared quarterly
cash dividends of $0.15 per share of the Company’s Common Stock and
$0.1125 per share of the Company’s Class B Stock.
President
and Chief Executive Officer Daniel S. Jaffee said, “We continue to believe
our Common Stock repurchase program is a good investment in our future and
I am pleased with the Board’s decision to approve additional shares for
this program.”
Including
the 238,243 shares remaining under the prior authorizations, the Company
is now authorized to repurchase a total of 488,243 shares of Common
Stock.
The
dividends will be payable on June 4, 2010, to stockholders of record at
the close of business on May 21, 2010. The Company has paid
cash dividends continuously since 1974.
###
Oil-Dri
Corporation of America is a leading supplier of specialty sorbent products
for industrial, automotive, agricultural, horticultural and specialty
markets and the world’s largest manufacturer of cat litter.
Certain
statements in this press release may contain forward-looking statements
that are based on our current expectations, estimates, forecasts and
projections about our future performance, our business, our beliefs, and
our management’s assumptions. In addition, we, or others on our behalf,
may make forward-looking statements in other press releases or written
statements, or in our communications and discussions with investors and
analysts in the normal course of business through meetings, webcasts,
phone calls, and conference calls. Words such as “expect,”
“outlook,” “forecast,” “would”, “could,” “should,” “project,” “intend,”
“plan,” “continue,” “believe,” “seek,” “estimate,” “anticipate,”
“believe”, “may,” “assume,” variations of such words and similar
expressions are intended to identify such forward-looking statements,
which are made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995.
Such
statements are subject to certain risks, uncertainties and assumptions
that could cause actual results to differ materially including, but not
limited to, the dependence of our future growth and financial performance
on successful new product introductions, intense competition in our
markets, volatility of our quarterly results, risks associated with
acquisitions, our dependence on a limited number of customers for a large
portion of our net sales and other risks, uncertainties and assumptions
that are described in Item 1A (Risk Factors) of our most recent Annual
Report on Form 10-K and other reports we file with the Securities and
Exchange Commission. Should one or more of these or other risks
or uncertainties materialize, or should underlying assumptions prove
incorrect, our actual results may vary materially from those anticipated,
intended, expected, believed, estimated, projected or
planned. You are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this press
release. Except to the extent required by law, we do not have
any intention or obligation to update publicly any forward-looking
statements after the distribution of this press release, whether as a
result of new information, future events, changes in assumptions, or
otherwise.
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