Current Report Filing (8-k)
June 04 2019 - 6:03AM
Edgar (US Regulatory)
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): May 30, 2019
SANDERSON FARMS, INC.
(Exact name of registrant as specified in its charter)
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Mississippi
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1-14977
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64-0615843
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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127 Flynt Road
Laurel, Mississippi
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39443
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(Address of principal executive offices)
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(Zip Code)
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(601)
649-4030
(Registrants telephone number, including area code)
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(Former name or former address, if changed since last report)
Check the appropriate box 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):
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17
CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading symbol(s)
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Name of each
exchange on which registered
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Common stock, $1 par value per share
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SAFM
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NASDAQ
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities
Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging growth company ☐
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Section 2 Financial Information
Item 2.02
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Results of Operations and Financial Condition.
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On May 30, 2019, the Registrant issued a press release announcing its earnings for its fiscal quarter ended April 30, 2019. The press release is
furnished herewith as Exhibit 99.1. Also on May 30, 2019, the Registrant held a conference call to discuss its earnings for its fiscal quarter ended April 30, 2019. A transcript of the conference call is furnished herewith as
Exhibit 99.2. The information in the press release and transcript is not to be considered filed for purposes of the Securities Exchange Act of 1934, as amended (the Exchange Act), and is not incorporated by reference
into the Registrants filings under the Securities Act of 1933, as amended (the Securities Act).
CAUTIONARY STATEMENT
REGARDING RISKS AND UNCERTAINTIES
THAT MAY AFFECT FUTURE PERFORMANCE
Exhibit 99.2 to this Current Report may include forward-looking statements within the meaning of the Safe Harbor provisions of
Section 27A of the Securities Act and Section 21E of the Exchange Act. These forward-looking statements are based on a number of assumptions about future events and are subject to various risks, uncertainties and other factors that may
cause actual results to differ materially from the views, beliefs and estimates expressed in such statements. These risks, uncertainties and other factors include, but are not limited to, the risks described in Exhibit 99.1 to this Current
Report and in the Registrants Annual Report
on Form 10-K for
the year ended October 31, 2018, and in any subsequent Quarterly Reports
on Form 10-Q. The
risks cannot be controlled by the Registrant. Readers are cautioned not to place undue reliance on forward-looking statements made by or on behalf of the Registrant. Each such
statement speaks only as of the day it was made. The Registrant undertakes no obligation to update or to revise any forward-looking statements. The factors cannot be controlled by the Registrant. When used in Exhibit 99.2 to this Current Report, the
words believes, estimates, plans, expects, should, could, outlook, and anticipates and similar words are intended to identify forward-looking statements.
Examples of forward-looking statements include statements about the Registrants beliefs about growth plans, future demand for its products, future prices for feed grains, future expenses, future production levels, future earnings, future
growth plans or other industry conditions.
Section 9 Financial Statements and Exhibits
Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits:
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.
SANDERSON FARMS, INC.
(Registrant)
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Date: June 3, 2019
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By:
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/s/ D. Michael Cockrell
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D. Michael Cockrell
Treasurer and
Chief Financial Officer
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