-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JjSZ+XvZtewNMqCZ2dckYy1TMtDEQis2l/cv3metL2AD2IzAmSkQFC0lTf4CuDFo XGhwVLd5WxF463PhF2wN+g== 0001157523-08-007546.txt : 20080923 0001157523-08-007546.hdr.sgml : 20080923 20080923090229 ACCESSION NUMBER: 0001157523-08-007546 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080923 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080923 DATE AS OF CHANGE: 20080923 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WORTHINGTON INDUSTRIES INC CENTRAL INDEX KEY: 0000108516 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES & ROLLING & FINISHING MILLS [3310] IRS NUMBER: 311189815 STATE OF INCORPORATION: OH FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08399 FILM NUMBER: 081083547 BUSINESS ADDRESS: STREET 1: 200 OLD WILSON BRIDGE ROAD CITY: COLUMBUS STATE: OH ZIP: 43085 BUSINESS PHONE: 6144383210 MAIL ADDRESS: STREET 1: 200 OLD WILSON BRIDGE ROAD CITY: COLUMBUS STATE: OH ZIP: 43085 FORMER COMPANY: FORMER CONFORMED NAME: WORTHINGTON STEEL CO DATE OF NAME CHANGE: 19720123 8-K 1 a5785546.htm WORTHINGTON INDUSTRIES, INC. 8-K



UNITED STATES
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


Date of Report (Date of earliest event reported):

September 23, 2008


WORTHINGTON INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)


Ohio

1-8399

31-1189815

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

200 Old Wilson Bridge Road, Columbus, Ohio

43085

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code:

(614) 438-3210

Not Applicable

(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 8.01     Other Events.

On September 23, 2008, Worthington Industries, Inc. and United States Steel Corporation announced that an agreement had been signed to expand and modify the current Worthington Specialty Processing joint venture located in Jackson, Michigan. Under the terms of the agreement, U. S. Steel would contribute ProCoil Company LLC, its steel processing subsidiary in Canton, Michigan, and Worthington Industries would contribute Worthington Steel Taylor, its steel processing subsidiary in Taylor, Michigan to the expanded joint venture.  Both companies anticipate closing the transaction in early October, subject to customary closing conditions.  Worthington Specialty Processing is currently a 50-50 joint venture. Under the new agreement, Worthington Industries will own 51 percent and U. S. Steel will own 49 percent of the joint venture. Worthington Industries will continue to be the managing partner.

Item 9.01.          Financial Statements and Exhibits.

(a)-(c)   Not applicable.

(d)       Exhibits:

Exhibit No.     Description

 
99.1 News Release issued jointly by U.S. Steel and Worthington Industries on September 23, 2008 regarding planned expansion of Worthington Specialty Processing joint venture

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.

 

WORTHINGTON INDUSTRIES, INC.

 

 

 

Date:

September 23, 2008

By:

/s/ Dale T. Brinkman

Dale T. Brinkman, Vice President-

Administration, General Counsel & Secretary

EX-99.1 2 a5785546ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

Contact: U. S. Steel Worthington Industries

Media

Media Relations

John Armstrong Cathy M. Lyttle
412.433.6792 614.438.3077

Investors/Analysts

Investor Relations

Dan Lesnak Allison Sanders
412.433.1184 614.840.3133

FOR IMMEDIATE RELEASE

U. S. STEEL AND WORTHINGTON INDUSTRIES ANNOUNCE PLAN TO EXPAND
WORTHINGTON SPECIALTY PROCESSING JOINT VENTURE

PITTSBURGH and COLUMBUS, Ohio, Sept. 23, 2008 – United States Steel Corporation (NYSE: X) and Worthington Industries, Inc. (NYSE: WOR) announced today that they have signed an agreement to expand and modify their current Worthington Specialty Processing joint venture located in Jackson, Mich. Under the terms of the agreement, U. S. Steel would contribute ProCoil Company LLC, its steel processing subsidiary in Canton, Mich., and Worthington Industries would contribute Worthington Steel Taylor, its steel processing subsidiary in Taylor, Mich. to the expanded joint venture. Both companies anticipate closing the transaction in early October, subject to customary closing conditions. Worthington Specialty Processing is currently a 50-50 joint venture. Under the new agreement, Worthington Industries will own 51 percent and U. S. Steel will own 49 percent of the joint venture. Worthington Industries will continue to be the managing partner.

The new expanded joint venture is expected to better serve the changing needs of automotive and flat-rolled customers by allowing each of the three entities to maximize their individual processing specialties.

Worthington Specialty Processing was established in 1986 to serve the automotive manufacturers’ need for high-quality, class-one processing. The facility is capable of processing master steel coils into both slit coils and sheared first operation blanks including rectangles, trapezoids, parallelograms and chevrons.

-more-


ProCoil slits, cuts-to-length and presses blanks from steel coils to desired specifications, provides laser welding services and warehouses material for automotive customers. Worthington Steel Taylor slits, cuts-to-length and tension levels steel coils.

###

Consummation of the transaction is subject to customary closing conditions and execution of final documentation. Achievement of the anticipated synergies is subject to many factors, some of which are beyond the control of the joint venture, U. S. Steel and Worthington Industries. In accordance with “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, cautionary statements identifying important factors, but not necessarily all factors, that could cause actual results to differ materially from those set forth in the forward-looking statements have been included in the Forms 10-K of U. S. Steel and of Worthington Industries for the year ended December 31, 2007, and in subsequent filings for U. S. Steel and Worthington Industries with the United States Securities and Exchange Commission.

-oOo-

For more information about U. S. Steel, visit www.ussteel.com.

For more information about Worthington Industries, visit www.worthingtonindustries.com.

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