| 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 16, 2007 |
DARDEN RESTAURANTS, INC.
| Florida | 1-13666 | 59-3305930 | ||
| (State or other jurisdiction of | (Commission File Number) | (IRS Employer Identification | ||
| incorporation) | No.) |
| 5900 Lake Ellenor Drive, Orlando, Florida 32809 (Address of principal executive offices) (Zip Code) |
| (407) 245-4000 (Registrant’s telephone number, including area code) |
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) ý 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 8.01 Other Events
On August 16, 2007, Darden Restaurants, Inc. (“Darden”) and RARE Hospitality International, Inc. (“RARE”) issued a joint press release announcing that they had entered into an Agreement and Plan of Merger (the “Merger Agreement”). A copy of the press release is included as Exhibit 99.01 to this report and is incorporated in this report by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit Number | Description | |
| 99.01 | Joint press release, dated August 16, 2007, of Darden Restaurants, Inc. and | |
| RARE Hospitality International, Inc. regarding execution of the Merger | ||
| Agreement. | ||
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| 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.
| Darden Restaurants, Inc. | ||||||
| (Registrant) | ||||||
| Date: August 16, 2007 | By: /s/ Paula J. Shives | |||||
|
| ||||||
| Name: | Paula J. Shives | |||||
| Title: | Senior Vice President, General | |||||
| Counsel and Secretary | ||||||
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| EXHIBIT INDEX |
99.01 Joint press release, dated August 16, 2007, of Darden Restaurants, Inc. and RARE Hospitality International, Inc. regarding execution of the Merger Agreement.
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