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
August 2, 2002
GRIFFIN LAND & NURSERIES, INC.
(Exact name of registrant as specified in charter)
DELAWARE 0-29288 06-0868496
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
ONE ROCKEFELLER PLAZA, NEW YORK, NEW YORK 10020
(Address of principal executive offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (212) 218-7910
Item 5. Other Events
- -------------------------
Reference is made to the Registrant's August 2, 2002
Press Release (Exhibit 99.1).
Item 7. Financial Statements and Exhibits
- ----------------------------------------------
(c) (1) Exhibit 99.1: Registrant's August 2, 2002 Press Release
(attached hereto).
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.
GRIFFIN LAND & NURSERIES, INC.
/s/ Anthony J. Galici
------------------------
Anthony J. Galici
Vice President, Chief Financial Officer and
Secretary
Dated: August 2, 2002
Exhibit 99.1
-------------
NEWS FROM:
GRIFFIN LAND & NURSERIES, INC. CONTACT:
MIKE DANZIGER
CHIEF EXECUTIVE OFFICER
(212) 218-7910
GRIFFIN ANNOUNCES TRANSACTION OF ITS EQUITY INVESTEE
- ----------------------------------------------------------
NEW YORK, NEW YORK (AUGUST 2, 2002) GRIFFIN LAND & NURSERIES, INC.
("Griffin")announced today that Centaur Communications Ltd., a British publisher
in which Griffin holds an equity interest, has sold its subsidiary that provides
legal information services. The transaction was completed on August 1 and
Griffin expects to report in its third quarter that its share of the gain on the
sale will be approximately $7.8 million. Proceeds of the sale will be used to
prepay substantially all of Centaur's debt. Griffin does not anticipate
receiving any cash from the sale. Centaur has also indicated that it expects to
write down a portion of the intangible assets associated with its remaining
business. Griffin anticipates that such a writedown would offset a substantial
portion of the gain from the sale that will be reported in the third quarter.
Griffin operates landscape nursery and real estate businesses and has an
approximate 35% equity investment in Centaur. Griffin's common stock is traded
under the symbol GRIF on the Nasdaq National Market.
Forward-Looking Statements:
This Press Release includes "forward-looking statements" within the meaning
of Section 27A of the Securities Act and Section 21E of the Exchange Act.
Although Griffin believes that its plans, intentions and expectations reflected
in such forward-looking statements are reasonable, it can give no assurance that
such plans, intentions or expectations will be achieved. The projected
information disclosed herein is based on assumptions and estimates that, while
considered reasonable by Griffin as of the date hereof, are inherently subject
to significant business, economic, competitive and regulatory uncertainties and
contingencies, many of which are beyond the control of Griffin.