Attached files

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EX-99.2 - EX-99.2 - BOULDER BRANDS, INC.d94795dex992.htm
EX-99.1 - EX-99.1 - BOULDER BRANDS, INC.d94795dex991.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 6, 2015

 

 

BOULDER BRANDS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-33595   20-2949397

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

1600 Pearl Street — Suite 300

Boulder, Colorado

  80302
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number including area code: (201) 568-9300

N/A

(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:

 

¨ 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 2.02. Results of Operations and Financial Condition.

On August 6, 2015, Boulder Brands, Inc. (the “Company”) issued a press release announcing information regarding its results of operations and financial condition for the quarter ended June 30, 2015, the text of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information in this Current Report on Form 8-K and Exhibit 99.1 attached hereto is being “furnished” pursuant to Item 2.02 of Form 8-K and is not deemed “filed” by the Company 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 is it deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act.

 

Item 7.01. Regulation FD Disclosure.

On August 6, 2015, the Company issued a press release announcing the authorization of a process to explore a range of strategic and financial alternatives to enhance shareholder value. The Company’s press release is attached hereto as Exhibit 99.2.

The information in Item 7.01 of this Current Report on Form 8-K and in Exhibit 99.2 attached hereto is being “furnished” pursuant to Item 7.01 of Form 8-K and is not deemed “filed” by the Company for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section, nor is it deemed incorporated by reference into any filing under the Securities Act or the Exchange Act.

 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits are being “furnished” as part of this Current Report on Form 8-K

 

99.1    Press release regarding 2015 Second Quarter Results, dated August 6, 2015, issued by Boulder Brands, Inc.
99.2    Press release regarding strategic and financial alternatives, dated August 6, 2015, issued by Boulder Brands, Inc.


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.

 

August 6, 2015     BOULDER BRANDS, INC.
    (registrant)
    By:  

/s/ Christine Sacco

     

Christine Sacco

Chief Financial Officer


EXHIBIT INDEX

 

Exhibit
Number

  

Description

99.1    Press release regarding 2015 Second Quarter Results, dated August 6, 2015, issued by Boulder Brands, Inc.
99.2    Press release regarding strategic and financial alternatives, dated August 6, 2015, issued by Boulder Brands, Inc.