-----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, S1OsWqGZwT3hzqBbrwkPj7zGUw4S7ysyAGhQnP0IANWl81hwltLFlDOyrP1EVcpW IgmwqVp+EF+YSPvIaYrmtA== 0001157523-08-009697.txt : 20081204 0001157523-08-009697.hdr.sgml : 20081204 20081204084457 ACCESSION NUMBER: 0001157523-08-009697 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20081203 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20081204 DATE AS OF CHANGE: 20081204 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: 081228751 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 a5846134.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):

December 4, 2008  (December 3, 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 December 3, 2008, Worthington Industries, Inc. (the “Company”) announced that end market weakness and the speed and severity of the recent decline in steel pricing has left it with inventory in excess of reduced demand while market values for that inventory have plummeted.  As a result, the Company will be writing down the value of its inventory by approximately $100 million (pre-tax) as of the end of its second quarter, which ended November 30, 2008.

Effective December 3, 2008, the board of directors of the Company declared a regular quarterly dividend of $0.17 per share, payable on December 29, 2008, to shareholders of record December 15, 2008.

Item 9.01.     Financial Statements and Exhibits.

(a)-(c)   Not applicable.

(d)         Exhibits:

Exhibit No.

Description

 
99.1 News Release issued on December 3, 2008 regarding the announcement of Inventory Write-Down and the Declaration of the Quarterly Dividend

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:

December 4, 2008

 

 

 

By:

/s/ Dale T. Brinkman

Dale T. Brinkman, Vice President-

Administration, General Counsel and Secretary

EX-99.1 2 a5846134ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

Worthington Industries Announces Inventory Write-down and Declares Quarterly Dividend

COLUMBUS, Ohio--(BUSINESS WIRE)--December 3, 2008--Worthington Industries, Inc. (NYSE:WOR) announced that end market weakness and the speed and severity of the recent decline in steel pricing has left it with inventory in excess of reduced demand while market values for that inventory have plummeted. As a result, it will be writing down the value of its inventory by approximately $100 million (pre-tax) as of the end of its second quarter, which ended November 30, 2008.

“We have been reducing our inventories and generating cash, but the current global economic crisis has dramatically slowed demand in our markets, particularly automotive and construction, making this action necessary,” said John P. McConnell, Chairman and CEO. “We have been focused on reducing costs and transforming our business model for several quarters now and will become even more aggressive in response to current conditions. We are further broadening our cost cutting efforts, including closing facilities and reducing headcount and hours; accelerating our Transformation initiatives; selling non-core assets; and taking steps to reduce cash requirements and maintain liquidity. We are taking aggressive actions now, rather than later, which are intended to position us to effectively compete and succeed in the current economic environment,” concluded McConnell.

After reviewing current and expected cost reduction efforts, the current rate of cash generation and other relevant factors, effective December 3, 2008, the board of directors declared a regular quarterly dividend of $0.17 per share, payable on December 29, 2008, to shareholders of record December 15, 2008. Management and the board believe that the dividend plays a significant role in delivering on the Worthington philosophy of returning money to its shareholders, and the company is proud that this payment marks the 164th consecutive quarter that Worthington has paid a dividend since it became a public company in 1968. During a period of unprecedented economic uncertainty, it is important for investors to remember that the board of directors evaluates all relevant factors each quarter and makes a decision regarding the sustainability of the current dividend. Ultimately, while continuing the regular dividend is the goal, it should not be construed as a commitment.

Worthington Industries is a leading diversified metal processing company with annual sales of approximately $3 billion. The Columbus, Ohio, based company is North America’s premier value-added steel processor and a leader in manufactured metal products such as metal framing, metal ceiling grid systems, pressure cylinders, automotive past model service stampings and laser welded blanks. The company employs approximately 8,000 people and operates 68 facilities in 10 countries.


Founded in 1955, the company operates under a long-standing corporate philosophy rooted in the golden rule, with earning money for its shareholders as the first corporate goal. This philosophy, an unwavering commitment to the customer, and one of the strongest employee/employer partnerships in American industry serve as the company’s foundation.

Safe Harbor Statement

The company wishes to take advantage of the Safe Harbor provisions included in the Private Securities Litigation Reform Act of 1995 (the “Act”). Statements by the company relating to future or expected demand, performance, sales, operating results, earnings or cash generation; pricing and pricing trends for raw materials and finished goods, and the impact of pricing changes; anticipated capital expenditures and asset sales; projected timing, results, costs, charges and expenditures related to facility dispositions, shutdowns and consolidations; expected inventory write-downs, inventory values or inventory reductions; expectations for company and customer inventories, jobs, orders and overall demand; expectations for the economy and markets; timing and expected benefits from Transformation plans, plant closings, workforce reductions, cost reduction efforts and other new initiatives; expectations for improvements in efficiencies; expectations for improving margins and increasing shareholder value; and other non-historical matters constitute “forward-looking statements” within the meaning of the Act. Because they are based on beliefs, estimates and assumptions, forward-looking statements are inherently subject to risks and uncertainties that could cause actual results to differ materially from those projected. Any number of factors could affect actual results, including, without limitation, product demand and pricing; changes in product mix, product substitution and market acceptance of the company’s products; fluctuations in pricing, quality or availability of raw materials (particularly steel), supplies, transportation, utilities and other items required by operations; effects of facility closures and the consolidation of operations; the effect of consolidation and other changes within the steel, automotive, construction and related industries; failure to maintain appropriate levels of inventories; the ability to realize targeted expense reductions such as head count reductions, facility closures and other expense reductions; the ability to realize other cost savings and operational efficiencies and improvements on a timely basis; the overall success of, and the ability to integrate, newly-acquired businesses and achieve synergies therefrom; capacity levels and efficiencies within facilities and within the industry as a whole; financial difficulties (including bankruptcy filings) of customers, suppliers, joint venture partners and others with whom the company does business; the effect of national, regional and worldwide economic conditions generally and within major product markets, including a prolonged or substantial economic downturn; the effect of disruption in business of suppliers, customers, facilities and shipping operations due to adverse weather, casualty events, equipment breakdowns, acts of war or terrorist activities or other causes; changes in customer inventories, spending patterns, product choices, and supplier choices; risks associated with doing business internationally, including economic, political and social instability, and foreign currency exposure; the ability to improve and maintain processes and business practices to keep pace with the economic, competitive and technological environment; adverse claims experience with respect to workers compensation, product recalls or liability, casualty events or other matters; deviation of actual results from estimates and/or assumptions used by the company in the application of its significant accounting policies; level of imports and import prices in the company’s markets; the impact of judicial rulings and governmental regulations, both in the United States and abroad; and other risks described from time to time in the company’s filings with the United States Securities and Exchange Commission.

CONTACT:
Worthington Industries, Inc.
Media Contact
Cathy M. Lyttle, 614-438-3077
VP, Corporate Communications
E-mail: cmlyttle@WorthingtonIndustries.com
or
Investor Contact
Allison M. Sanders, 614-840-3133
Director, Investor Relations
E-mail: asanders@WorthingtonIndustries.com
or
www.WorthingtonIndustries.com

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