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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20509
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 3, 2008
Tejon Ranch Co.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 1-7183 | 77-0196136 | ||
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| P. O. Box 1000, Lebec, California | 93243 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code 661 248-3000
(Former Name or Former Address, if Changed Since Last Report)
Not applicable
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 (see General Instruction A.2. below):
| ¨ | 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)) |
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| Page | ||||
| Item 8.01 | Other Events | 3 | ||
| Item 9.01 | Financial Statements, Pro Forma Financial Information and Exhibits | 3 | ||
| Signatures | 4 | |||
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| Item 8.01 | Other Events |
The Company has learned that an internet web site provided erroneous information regarding trades in our stock by mutual funds. In particular, the site noted that our largest shareholder Third Avenue Value Fund had sold the majority of its investment in Tejon Ranch Co. This is not true and in fact Third Avenue has added to its position over the last few months. Third Avenue is our largest shareholder, owning approximately 4.8 million shares, or approximately 28% of the outstanding shares.
| Item 9.01 | Financial Statements, Pro Forma Financial Information and Exhibits. |
| (c) | Exhibits. |
| 99.1 | Press Release of the Company dated September 2, 2008, informing shareholders of erroneous information regarding stock trading. | |
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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.
| Date: September 3, 2008 | TEJON RANCH CO. | |||||||
| By: | /s/ ALLEN E. LYDA | |||||||
| Name: | Allen E. Lyda | |||||||
| Title: | Vice President, and Chief Financial Officer | |||||||
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EXHIBIT 99.1
WEB SITE PROVIDING ERRONEOUS INFORMATION REGARDING TEJON
RANCH CO. STOCK TRADING
TEJON RANCH, CA (September 2, 2008) Tejon Ranch Co. (NYSE: TRC) has learned that an internet web site has provided erroneous reports regarding certain trades in the Company’s stock. The website, MFFAIS (Mutual Fund Facts About Individual Stocks), lists recent trades in Tejon Ranch stock that it says it has gleaned from, quote “sources believed to the reliable,” unquote. However, the website warns that the information provided may not be accurate, timely, or complete.
That is certainly the case with the website’s erroneous listing of the Third Avenue Funds as having sold almost all of the Funds’ Tejon Ranch stock. Michael H. Winer, Portfolio Manager for Third Avenue Management LLC, and member of the Tejon Ranch Co. Board of Directors, confirms that this is not true. In fact, in the last several months, funds managed by Third Avenue have added to Third Avenue’s substantial holdings of Tejon Ranch stock. Third Avenue is Tejon Ranch Co.’s largest shareholder, owning approximately 4.8 million shares, or approximately 28% of the outstanding shares.
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