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EX-99.1 - PRESS RELEASE - RALCORP HOLDINGS INC /MOexhibit_99-1.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):
November 4, 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 November 4, 2011, a copy of which is attached hereto as Exhibit 99.1 and incorporated by reference herein, Ralcorp Holdings, Inc. announced its estimate of adjusted diluted earnings per share for the fiscal year ended September 30, 2011.
 
Item 7.01.
Regulation FD Disclosure.

On November 4, 2011, the Company issued a press release announcing the delay of the announcement of its fourth quarter and full fiscal year 2011 earnings originally scheduled for November 8, 2011, pending the completion of a goodwill impairment analysis of its Post® cereals business.  A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

Item 9.01.
Financial Statements and Exhibits.

(d)           Exhibits.

Exhibit
Number
Description
   
Exhibit 99.1
Press Release dated November 4, 2011

The information contained in this Form 8-K including the attached exhibit shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall such information or exhibit be deemed incorporated by reference into any filing under the Securities Act of 1933 or Exchange Act, except as shall be expressly set forth by specific reference in such filing.


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 thereunto duly authorized.



 
RALCORP HOLDINGS, INC.
 
(Registrant)



Date:
November 4, 2011
By          /s/ T. G. Granneman
   
T. G. Granneman
   
Corporate Vice President and
   
Chief Accounting Officer


 
 

 




 
EXHIBIT INDEX

 
Exhibit
Number
Description
   
Exhibit 99.1
Press Release dated November 4, 2011