-----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, FoEKw+tMB5odV7Xu4RFdYrQP790Pxp8vkulwz2KFNPoA51jiUf95tNvHkfNqUUqa ANaog2YWLle5v75C0dPCSg== 0001362310-08-003052.txt : 20080530 0001362310-08-003052.hdr.sgml : 20080530 20080530100438 ACCESSION NUMBER: 0001362310-08-003052 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080529 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080530 DATE AS OF CHANGE: 20080530 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Quanex Building Products CORP CENTRAL INDEX KEY: 0001423221 STANDARD INDUSTRIAL CLASSIFICATION: ROLLING DRAWING & EXTRUDING OF NONFERROUS METALS [3350] IRS NUMBER: 261561397 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33913 FILM NUMBER: 08868635 BUSINESS ADDRESS: STREET 1: 1900 WEST LOOP SOUTH STREET 2: SUITE 1500 CITY: HOUSTON STATE: TX ZIP: 77027 BUSINESS PHONE: 7139614600 MAIL ADDRESS: STREET 1: 1900 WEST LOOP SOUTH STREET 2: SUITE 1500 CITY: HOUSTON STATE: TX ZIP: 77027 8-K 1 c73548e8vk.htm FORM 8-K Filed by Bowne Pure Compliance
 
 

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): May 29, 2008

QUANEX BUILDING PRODUCTS CORPORATION
(Exact name of registrant as specified in its charter)
         
Delaware   1-33913   26-1561397
(State or other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)
     
1900 West Loop South, Suite 1500,
Houston, Texas
  77027
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: 713-961-4600
 
 
(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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 

 

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Item 7.01. Regulation FD Disclosure.

On May 29, 2008, Quanex Building Products Corporation (the “Company”) issued a press release (the “Press Release”) announcing the declaration of a quarterly common stock dividend and the date for the Company’s second quarter earnings release and conference call. The foregoing is qualified by reference to the Press Release which is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

The press release attached hereto as Exhibit 99.1 contain “forward looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements.  Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties.  Statements that use the words “expect,” “should,” “believe,” “will,” “might,” or similar words reflecting future expectations or beliefs are forward-looking statements. Factors that could impact future results may include, without limitation, the effect of both domestic and global economic conditions, the impact of competitive products and pricing, and the availability and cost of raw materials. For a more complete discussion of factors that may affect the Company’s future performance, please refer to the Company’s Information Statement attached as Exhibit 99.1 to the Company’s Registration Statement on Form 10, filed April 4, 2008 and effective April 9, 2008, in particular the sections titled “Risk Factors” and “Special Note About Forward-Looking Statements” contained therein.

Item 9.01. Financial Statements and Exhibits.

  (a)   Financial Statements of businesses acquired.

Not applicable

  (b)   Pro forma financial information.

Not applicable

  (c)   Exhibits.

     
99.1
  Press Release dated May 29, 2008

 

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     
    QUANEX BUILDING PRODUCTS CORPORATION
    (Registrant)

May 30, 2008 
 
/s/
Thomas M. Walker
 
   
(Date)
  Thomas M. Walker
Senior Vice President – Finance and
Chief Financial Officer
(Principal Financial Officer)

 

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Exhibit Index

     
99.1
  Press Release dated May 29, 2008

 

 

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EX-99.1 2 c73548exv99w1.htm EXHIBIT 99.1 Filed by Bowne Pure Compliance
Exhibit 99.1
     
Quanex Building Products   News Release
Quanex Building Products Corporation Declares
Quarterly Common Stock Dividend
Dates Set for Second Quarter Earnings Release and Conference Call
Houston, Texas, May 29, 2008 — Quanex Building Products Corporation (NYSE:NX), an industry-leading manufacturer of value added, engineered materials and components for the Building Products market, announced today that its Board of Directors has declared the Company’s first quarterly cash dividend of $ 0.03 per share on its common stock, payable June 30, 2008, to shareholders of record on June 16, 2008.
The Company’s fiscal 2008 second quarter earnings, scheduled for release after market hours on June 9, 2008, will be Quanex Building Products Corporation’s first earnings release as a new company, following the execution of the spin/merger transactions on April 23, 2008. A live broadcast of the related conference call will be made available via the Company’s website, www.quanex.com, at 11:00 am Eastern on June 10, 2008. Raymond A. Jean, the Company’s chairman and chief executive officer will discuss the quarterly results and outlook for the year.
Statements that use the words “expect,” “should,” “believe,” “will,” “might,” or similar words reflecting future expectations or beliefs are forward-looking statements. The statements found above are based on current expectations. Actual results or events may differ materially from this release. Factors that could impact future results may include, without limitation, the effect of both domestic and global economic conditions, the impact of competitive products and pricing, and the availability and cost of raw materials. For a more complete discussion of factors that may affect the Company’s future performance, please refer to the Company’s Registration Statement on Form 10, filed with the SEC on April 4, 2008 pursuant to the Securities Exchange Act of 1934, in particular the section titled, “Special Note About Forward-Looking Statements” contained therein.
Financial Contact: Jeff Galow, 713/877-5327
Media Contact: Valerie Calvert, 713/877-5305
For additional information, visit the Company’s website at www.quanex.com.
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