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
Date of Report (Date of earliest event reported) December 7, 2004
-------------------------------------------------------------------------------
Oil-Dri Corporation of America
-------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-8675 36-2048898
------------------------------- --------------------- ---------------
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
410 North Michigan Avenue
Suite 400
Chicago, Illinois 60611-4213
-------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (312) 321-1515
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
(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 (see General Instruction A.2. below):
[ ] 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 8.01 Other Events.
On December 7, 2004, Oil-Dri Corporation of America (the "Registrant") issued a
press release announcing that its Board of Directors had authorized the
repurchase of up to an additional 500,000 shares of the Registrant's Common
Stock. A copy of the press release is attached as Exhibit 99.1 and the
information contained therein is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
Exhibit
Number Description of Exhibits
------- ------------------------------------------------------------------
99.1 Press Release of the Registrant dated December 7, 2004.
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
By: /s/ Charles P. Brissman
Charles P. Brissman
Vice President and General Counsel
Date: December 8, 2004
Exhibit Index
Exhibit
Number Description of Exhibits
------- ------------------------------------------------------------------
99.1 Press Release of the Registrant dated December 7, 2004.
Exhibit 99.1
Release: Immediate Contact: Ronda Williams
312-706-3232
OIL-DRI BOARD OF DIRECTORS AUTHORIZES ADDITIONAL COMMON
STOCK REPURCHASES AND DECLARES DIVIDEND
Chicago - December 7, 2004 - Oil-Dri Corporation of America
(NYSE: ODC) announced today that its Board of Directors has
authorized the repurchase of an additional 500,000 shares of its
Common Stock. Including the 50,904 shares left under prior
authorizations, the company is now authorized to repurchase up to
550,904 shares of Common Stock.
Daniel S. Jaffee, President and Chief Executive Officer said,
"Our strong cash position gives us an opportunity to continue to
repurchase shares of our Common Stock. We see this as an
excellent program to provide value to our stockholders. We will
make these purchases periodically, taking into account SEC
regulations, market conditions and our future business
opportunities."
Since the company began its stock repurchase program in June
1991, Oil-Dri has bought back 1,865,867 shares of Oil-Dri stock.
At an average cost of $15.27, this represents a $28,491,000
investment in the company.
The Board of Directors today also declared quarterly cash
dividends of $0.11 per share of Common Stock and $0.0825 per
share of Class B Stock. Fiscal 2005 marks the 28th consecutive
year the company has paid cash dividends. The dividends will be
payable on March 18, 2005, to stockholders of record at the close
of business on February 11, 2005.
###
===============================================================================
Oil-Dri Corporation of America is the world's largest
manufacturer of cat litter and a leading supplier of specialty
sorbent products for industrial, automotive, agricultural,
horticultural and specialty markets.
This release contains certain forward-looking statements
regarding the company's expected performance for future periods,
and actual results for such periods might materially differ. Such
forward-looking statements are subject to uncertainties which
include, but are not limited to, competitive factors in the
consumer market; the level of success in implementation of price
increases and surcharges; changes in overall agricultural demand;
increasing regulation of the food chain; changes in the market
conditions, the overall economy, energy prices, and other factors
detailed from time to time in the company's annual report and
other reports filed with the Securities and Exchange Commission.