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EX-99.1 - PRESS RELEASE - RALCORP HOLDINGS INC /MOexhibit_99-1.htm
EX-99.2 - PRESS RELEASE - RALCORP HOLDINGS INC /MOexhibit_99-2.htm

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):
August 9, 2011


RALCORP HOLDINGS, INC.
(Exact name of registrant as specified in its charter)


Missouri
1-12619
43-1766315
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)

800 Market Street, Suite 2900    Saint Louis, MO
63101
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code
314-877-7000

___________________________________________________________________________________________________________
(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))


 
 
 

 



 
 
 
Only the items indicated below are covered by this report.

Item 2.02.
Results of Operations and Financial Condition.

In a press release dated August 9, 2011, a copy of which is attached hereto as Exhibit 99.1, and the text of which is incorporated by reference herein, Ralcorp Holdings, Inc. (the "Company") announced results from its third quarter ended June 30, 2011.

The information contained in Item 2.02 and Exhibit 99.1 attached hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.


Item 7.01.
Regulation FD Disclosure.
 
In a press release dated August 9, 2011, a copy of which is attached hereto as Exhibit 99.2, and the text of which is incorporated by reference herein, the Company announced that it has entered into a definitive agreement to acquire the North American private brand refrigerated dough business of Sara Lee Corporation.
 
The information contained in Item 7.01 and Exhibit 99.2 attached hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
 
 
Item 9.01.
Financial Statements and Exhibits.

Exhibit 99.1
Press Release dated August 9, 2011 announcing third quarter results   
Exhibit 99.2
Press Release dated August 9, 2011 announcing acquisition
 



SIGNATURE



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 thereunto duly authorized.



 
RALCORP HOLDINGS, INC.
 
(Registrant)



Date:
August 9, 2011
By:        /s/ T. G. Granneman
   
T. G. Granneman
   
Corporate Vice President and
   
Chief Accounting Officer
 
 
 
 
 
 

 

 
 
 





 
EXHIBIT INDEX
 


Number
Description
   
99.1
Press Release dated August 9, 2011 announcing third quarter results
99.2  Press Release dated August 9, 2011 announcing acquisition