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EX-99.1 - PRESS RELEASE - Diamond Foods Incd232850dex991.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): September 15, 2011

 

 

DIAMOND FOODS, INC.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware   000-51439   20-2556965
(State or Other Jurisdiction   (Commission   (IRS Employer
of Incorporation)   File Number)   Identification No.)

 

600 Montgomery Street, 13th Floor  
San Francisco, California   94111
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (415) 445-7444

 

(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:

 

x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

x 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 2.02. Results of Operations and Financial Condition.

On September 15, 2011, Diamond Foods, Inc. (“Diamond”) announced its financial results for the fiscal year ended July 31, 2011. Diamond also provided financial outlook guidance for fiscal year 2012. A copy of the press release announcing those results and guidance is attached to this report as Exhibit 99.1.

 

Item 8.01. Other Information.

On September 15, 2011, Diamond announced its financial results for the fiscal year ended July 31, 2011. Diamond also provided financial outlook guidance for fiscal year 2012. A copy of the press release announcing those results and guidance is attached to this report as Exhibit 99.1 and incorporated by reference herein.

 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit

Number

  

Description

99.1   

Press Release issued by Diamond Foods, Inc, dated September 15, 2011.


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 hereunto duly authorized.

 

    DIAMOND FOODS, INC.

Date: September 15, 2011

    By:   /s/    Steven M. Neil
    Name:   Steven M. Neil
    Title:   Executive Vice President, Chief Financial
      and Administrative Officer