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PEETS COFFEE & TEA INC Form 8-K: Current report

PEETS COFFEE & TEA INC Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2012-11-02: Form 8-K; Period of report 2012-10-05; Description 8.01 Other Events; Details 8.01.
  • 2012-10-29: Form 8-K; Period of report 2012-10-26; Description 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders; Details 2.01.
  • 2012-10-17: Form 8-K; Period of report 2012-10-05; Description 8.01 Other Events; Details 8.01.
  • 2012-08-02: Form 8-K; Period of report 2012-08-02; Description 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure; Details 2.02.
FiledFormPeriod of reportDescriptionDetailsDocument
2012-11-028-K2012-10-058.01 Other Events8.01 As previously reported in a Current Report on Form 8-K filed on October 17, 2012, on October 5, 2012, the Superior Court of the State of California, County of Alameda, by the Honorable Wynn S. Carvill in Department 21 of that Court, approved an order (“Order”) preliminarily approving the settlement of the consolidated shareholder class action in the Superior Court of the State of California, County of Alameda that had challenged the consummation of the proposed transaction described in the July 23, 2012 Agreement and Plan of Merger among Peet’s Coffee and Tea, Inc. (“Peet’s”), JAB Holdings (“JAB”) and Panther Merger Co. (“Merger Sub”), pursuant to which Merger Sub would merge with Peet’s and holders of Peet’s common stock would receive $73.50 in cash per share of Peet’s common stock.v327255_8k.htm
2012-10-298-K2012-10-262.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders2.01 The information disclosed under Item 5.01 is incorporated by reference herein.
3.01 In connection with the completion of the Merger on October 29, 2012, the Company notified the NASDAQ Global Select Market (“NASDAQ”) of the effectiveness of the Merger.
3.03 In connection with the consummation of the Merger, each share of the Company’s Common Stock issued and outstanding immediately prior to the Effective Time (other than shares held by (i) JAB, Merger Sub or any other affiliate of JAB that is directly or indirectly wholly owned by the ultimate parent of JAB, (ii) Peet’s or any of its wholly-owned subsidiaries, and (iii) Peet’s shareholders who properly perfect their dissenters’ rights under Washington law) was automatically converted into the right to receive the Merger Consideration.
5.01 The information disclosed in the Introductory Note is incorporated by reference herein.
5.02 In connection with the Merger, all members of the Company’s Board of Directors (Gerald Baldwin, Hilary Billings, David Deno, Ted W. Hall, Michael Linton, Patrick J. O’Dea, Elizabeth Sartain and Jean-Michel Valette) resigned from the Company’s Board of Directors as of the Effective Time.
5.03 Pursuant to the Merger Agreement, at the Effective Time, the Articles of Incorporation of the Company, as the Surviving Corporation in the Merger, were amended and restated to read the same as the Articles of Incorporation of Merger Sub, except that the name of the Surviving Corporation is “Peet’s Coffee & Tea, Inc.”.
5.07 The Special Meeting was on October 26, 2012.
v326807_8k.htm
2012-10-178-K2012-10-058.01 Other Events8.01 On October 5, 2012, the Superior Court of the State of California, County of Alameda, by the Honorable Wynn S. Carvill in Department 21 of that Court, approved an order (“Order”) preliminarily approving the settlement of the consolidated shareholder class action in the Superior Court of the State of California, County of Alameda that had challenged the consummation of the proposed transaction described in the July 23, 2012 Agreement and Plan of Merger among Peet’s Coffee and Tea, Inc. (“Peet’s”) and JAB Holdings (“JAB”) and Panther Merger Co. (“MergerSub”), pursuant to which Merger Sub, JAB’s wholly owned subsidiary, would merge with Peet’s and holders of Peet’s common stock would receive $73.50 in cash per share of Peet’s common stock.v325898_8k.htm
2012-08-028-K2012-08-022.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 The information contained in this Item 2.02 and the accompanying Exhibit 99.1 is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”), or subject to the liabilities of that section.
7.01 The information contained in this Item 7.01 and the accompanying Exhibit 99.1 is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”), or subject to the liabilities of that section.
v320288_8k.htm
2012-07-248-K2012-07-211.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
8.01 On July 23, 2012, the Company and JAB issued a joint press release announcing the execution of the Merger Agreement.
d383332d8k.htm
2012-05-168-K2012-05-115.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders5.03 On May 11, 2012, Peet’s Coffee & Tea, Inc. (the “Company”) held its 2012 Annual Meeting of Shareholders, at which the Company’s shareholders, upon the recommendation of the Company’s Board of Directors (the “Board”), voted in favor of amending and restating the Company’s Articles of Incorporation (as amended and restated, the “Articles”).
5.07 Peet’s Coffee & Tea, Inc.’s 2012 Annual Meeting of Shareholders was held on May 11, 2012.
v313090_8k.htm
2012-05-018-K2012-05-012.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 The information contained in this Item 2.02 and the accompanying Exhibit 99.1 is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”), or subject to the liabilities of that section.
7.01 The information contained in this Item 7.01 and the accompanying Exhibit 99.1 is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”), or subject to the liabilities of that section.
v311442_8k.htm
2012-02-148-K2012-02-142.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 The information contained in this Item 2.02 and the accompanying Exhibit 99.1 is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”), or subject to the liabilities of that section.
7.01 The information contained in this Item 7.01 and the accompanying Exhibit 99.1 is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”), or subject to the liabilities of that section.
v302694_8k.htm
2012-01-048-K2011-12-275.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On December 27, 2011, the Compensation Committee of the Board of Directors (the “Committee”) of Peet's Coffee & Tea, Inc. (the “Company”) approved a 2012 annual cash incentive bonus program under which each of the Company’s executive officers is eligible to earn a cash bonus payable in early 2013.v244533_8k.htm
2011-11-018-K/A2011-11-012.02 Results of Operations and Financial Condition2.02 On November 1, 2011, Peet's Coffee & Tea, Inc. announced via press release its financial results for the third quarter ended October 2, 2011.v238852_8ka.htm
2011-11-018-K2011-11-012.02 Results of Operations and Financial Condition2.02 On November 1, 2011, Peet's Coffee & Tea, Inc. announced via press release its financial results for the second quarter ended October 2, 2011.v238823_8k.htm
2011-09-138-K2011-09-088.01 Other Events8.01 During the week of September 5, 2011, Patrick O'Dea, President and CEO of Peet's Coffee & Tea Inc., exercised an option and sold the resulting shares under a preexisting 10b5-1 trading plan.v234811_8k.htm
2011-08-028-K2011-08-022.02 Results of Operations and Financial Condition2.02 On August 2, 2011, Peet's Coffee & Tea, Inc. announced via press release its financial results for the second quarter ended July 3, 2011.v230594_8k.htm
2011-06-028-K2011-05-275.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events5.02 (e) On May 27, 2011, the shareholders of Peet’s Coffee & Tea, Inc. (the “Company”) approved the amendment and restatement of Peet’s Coffee & Tea, Inc. 2010 Equity Incentive Plan (the “Plan”) to (i) add an additional 750,000 shares to the number of shares of common stock authorized for issuance under the Plan and (ii) provide that the number of shares available for issuance under the Plan shall be reduced by one share for each share of common stock subject to a stock option or stock appreciation right with a strike price of at least 100% of the fair market value of the underlying common stock on the grant date and by two shares for each share of common stock subject to any other type of award issued pursuant to the Plan (the “Plan Amendment”).
5.07 The Company’s Annual Meeting of Shareholders was held on May 27, 2011.
8.01 On May 27, 2011, the Board of Directors of the Company authorized the Company to purchase up to 1 million shares of the Company’s common stock.
v224830_8k.htm
2011-06-018-K2011-05-318.01 Other Events8.01 On May 17, 2011, Aegis Retail Group, LLC and various affiliates filed a lawsuit against us claiming that we breached an alleged agreement to permit Aegis to open licensed Peet's Coffee & Tea locations and participate in our We Proudly Brew program in the New York metropolitan area.v224679_8-k.htm
2011-05-038-K2011-05-032.02 Results of Operations and Financial Condition2.02 On May 3, 2011, Peet's Coffee & Tea, Inc. (the "Company") announced via press release its financial results for the first quarter ended April 3, 2011.a6708267.htm
2011-04-058-K2011-03-305.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On March 30, 2011, the Compensation Committee of the Board of Directors (the “Committee”) of Peet's Coffee & Tea, Inc. (the “Company”) approved a 2011 annual cash incentive bonus program under which each of the Company’s executive officers is eligible to earn a cash bonus payable in early 2012.v217623_8k.htm
2011-02-168-K2011-02-162.02 Results of Operations and Financial Condition2.02 On February 16, 2011, Peet's Coffee & Tea, Inc. (the "Company") announced via press release its financial results for the fourth quarter and year ended January 2, 2011.v211775_8k.htm
2010-12-228-K2010-12-211.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
2.03 The information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.
v206352_8k.htm
2010-11-128-K2010-11-108.01 Other Events8.01 On November 11, 2010, Patrick J. O’Dea, President and Chief Executive Officer of Peet's Coffee & Tea Inc. (“Peet’s”), adopted a pre-arranged stock trading plan to exercise Peet’s stock options and sell shares of Peet’s stock.v201941_8-k.htm
2010-11-028-K2010-11-022.02 Results of Operations and Financial Condition2.02 On November 2, 2010, Peet's Coffee & Tea, Inc. (the "Company") announced via press release its financial results for the third quarter ended October 3, 2010.v200758_8k.htm
2010-09-278-K2010-09-277.01 Regulation FD Disclosure7.01 On September 27, 2010, Peet's Coffee & Tea, Inc. (the "Company") announced via press release that in response to the rise in Arabica coffee prices since the beginning of this year, it will raise the price on drinks and beans sold in Peet’s stores.v197568_8k.htm
2010-09-098-K2010-09-098.01 Other Events8.01 On September 2, 2010, the Board of Directors of Peet's Coffee & Tea, Inc. authorized the Company to purchase up to one million shares of the Company’s common stock.v196262_8k.htm
2010-08-038-K2010-08-032.02 Results of Operations and Financial Condition2.02 On August 3, 2010, Peet's Coffee & Tea, Inc. (the "Company") announced via press release its financial results for the second quarter ended July 4, 2010.v192328_8k.htm
2010-07-098-K2010-07-095.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (e) On May 18, 2010, the Board of Directors of Peet’s Coffee & Tea, Inc. (the “Company”) approved the amendment and restatement of the Company’s Change of Control Option Acceleration Plan in order to incorporate restricted stock and restricted stock units, including changing the name of the plan to the Change of Control Stock Award Acceleration Plan.v190243_8k.htm
2010-05-248-K2010-05-185.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders5.02 (e) On May 18, 2010, the shareholders of Peet’s Coffee & Tea, Inc. (the “Company”) approved the Peet’s Coffee & Tea, Inc. 2010 Equity Incentive Plan (the “2010 Plan”).
5.07 The Company’s Annual Meeting of Shareholders was held on May 18, 2010.
v186352_8k.htm
2010-05-048-K2010-05-042.02 Results of Operations and Financial Condition2.02 On May 4, 2010, Peet's Coffee & Tea, Inc. (the "Company") announced via press release its financial results for the quarter ended April 4, 2010.v183434_8k.htm
2010-04-148-K2010-04-095.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On April 9, 2010, P. Christine Lansing resigned her position as Vice President, General Manager Consumer Business, effective April 30, 2010 and as an employee of Peet's Coffee & Tea, Inc. (the "Company") effective July 5, 2010 to pursue another professional opportunity.v180966_8k.htm
2010-04-028-K2010-03-295.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On March 29, 2010, the Compensation Committee of the Board of Directors (the “Committee”) of Peet's Coffee & Tea, Inc. (the "Company") performed a review of the 2010 compensation for its named executive officers other than the chief executive officer and modified the incentive compensation program.v179961_8k.htm
2010-02-178-K2010-02-172.02 Results of Operations and Financial Condition2.02 On February 17, 2010, Peet's Coffee & Tea, Inc. (the "Company") announced via press release its financial results for the quarter and year ended January 3, 2010.v174844_8k.htm
2009-12-108-K2009-12-071.02 Termination of a Material Definitive Agreement1.02 On November 2, 2009, Peet’s Coffee & Tea, Inc., a Washington corporation (“Peet’s”), Marty Acquisition Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Peet’s, and Diedrich Coffee, Inc., a Delaware corporation (“Diedrich”), entered into a definitive Agreement and Plan of Merger, which was subsequently amended on November 17, 2009 (as amended, the “Merger Agreement”).v168707_8k.htm
2009-11-178-K2009-11-171.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.v166882_8k.htm
2009-11-048-K2009-11-021.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.v164692_8-k.htm
2009-10-278-K2009-10-272.02 Results of Operations and Financial Condition2.02 On October 27, 2009, Peet's Coffee & Tea, Inc. (the "Company") announced via press release its financial results for the quarter ended September 27, 2009.v163897_8k.htm
2009-07-288-K2009-07-282.02 Results of Operations and Financial Condition2.02 On July 28, 2009, Peet's Coffee & Tea, Inc. (the "Company") announced via press release its financial results for the quarter ended June 28, 2009.v155735_8k.htm
2009-04-288-K2009-04-282.02 Results of Operations and Financial Condition2.02 On April 28, 2009, Peet's Coffee & Tea, Inc. (the "Company") announced via press release its financial results for the quarter ended March 29, 2009.v147393_8k.htm
2009-02-128-K2009-02-122.02 Results of Operations and Financial Condition2.02 On February 12, 2009, Peet's Coffee & Tea, Inc. (the "Company") announced via press release its financial results for the quarter and year ended December 28, 2008.v139885_8k.htm
2008-12-038-K2008-11-261.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantv133990_8k.htm
2008-10-288-K2008-10-272.02 Results of Operations and Financial Condition; 8.01 Other Eventsv129971_8k.htm
2008-10-078-K/A2008-10-035.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosurev128279_8ka.htm
2008-10-068-K2008-10-035.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosurev128089_8k.htm
2008-09-088-K2008-09-085.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officersv125775_8k.htm
2008-07-318-K2008-07-312.02 Results of Operations and Financial Conditionv121522_8k.htm
2008-07-308-K2008-07-298.01 Other Eventsv121261_8k.htm
2008-05-018-K2008-05-012.02 Results of Operations and Financial Conditionv112503_8k.htm
2008-03-068-K2008-03-031.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosurev106104_8k.htm
2008-02-148-K2008-02-142.02 Results of Operations and Financial Conditionv103877_8k.htm
2007-11-018-K2007-11-012.02 Results of Operations and Financial Conditionv092164_8k.htm
2007-10-258-K2007-10-245.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosurev091312_8k.htm
2007-08-028-K2007-08-022.02 Results of Operations and Financial Conditionv082823_8k.htm
2007-05-088-K2007-04-235.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officersv074098_8k.htm
2007-05-038-K2007-05-032.02 Results of Operations and Financial Conditionv073632_8k.htm
2007-02-238-K2007-02-228.01 Other Eventsv066809_8k.htm
2007-02-228-K2007-02-222.02 Results of Operations and Financial Conditionv066787_8-k.htm
2006-12-118-K2006-12-055.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officersv059992_8k.htm
2006-12-018-K2006-11-275.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officersv059530_8k.htm
2006-11-288-K2006-11-228.01 Other Eventsv059157_8k.htm
2006-11-248-K2006-11-213.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listingv058947_8k.htm
2006-11-078-K2006-11-072.02 Results of Operations and Financial Condition; 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review; 8.01 Other Eventsv056748_8k.htm
2006-09-128-K2006-09-068.01 Other Eventsv052620_8k.htm
2006-08-238-K2006-08-225.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officersv051301_8k.htm
2006-08-038-K2006-08-032.02 Results of Operations and Financial Conditionv048918_8k.htm
2006-05-028-K2006-05-022.02 Results of Operations and Financial Conditionv041909_8k.htm
2006-04-128-K2006-04-101.01 Entry into a Material Definitive Agreementpeetscoffee8kapril102006.htm
2006-03-208-K/A2006-02-162.02 Results of Operations and Financial Conditionpeets4q20058ka.htm
2006-02-168-K2006-02-162.02 Results of Operations and Financial Conditionpeetscoffeeandteaq420058k.htm
2005-11-308-K2005-11-291.01 Entry into a Material Definitive Agreementpeets8kplantpurchase11292005.htm
2005-11-028-K2005-11-022.02 Results of Operations and Financial Conditionpeets8kq32005.htm
2005-08-038-K2005-08-032.02 Results of Operations and Financial Conditionpeetscoffeeandtea8kq22005.htm
2005-05-238-K2005-05-171.01 Entry into a Material Definitive Agreementform8kmay232005.htm
2005-05-048-K2005-05-042.02 Results of Operations and Financial Conditionpeets8k_50405.htm
2005-03-298-K2005-03-255.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosurepeets8k.htm
2005-02-168-K2005-02-162.02 Results of Operations and Financial Conditionpeets_8k.htm
2004-12-138-K2004-12-075.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosuredirector.htm
2004-10-278-K2004-10-252.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosurepeet_8k102504.htm
2004-07-308-K2004-07-282.02 Results of Operations and Financial Conditionform_8k.htm
2004-04-288-K2004-04-282.02 Results of Operations and Financial Conditionform8k042804.htm
2004-02-128-K2004-02-122.02 Results of Operations and Financial Conditiondoc1.txt
2003-10-298-K2003-10-292.02 Results of Operations and Financial Conditionpct2003q38kearnings.txt
2003-10-288-K2003-10-272.02 Results of Operations and Financial Conditiondoc1.txt
2003-07-308-K2003-07-307.01 Regulation FD Disclosurepct_pressrelease2003q2.txt
2003-07-018-K2003-06-308.01 Other Eventspressrelease63003.txt
2003-04-308-K2003-04-307.01 Regulation FD Disclosurepct_pressrelease2003q1.txt
2002-05-148-K2002-05-138.01 Other Eventsd8k.txt
2002-04-088-K2002-04-038.01 Other Eventsd8k.txt