-----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, KuXvICCp1veCkgLX6dVWyWVC//l2FX+Z+4cFz15uIyBEJc/Czes4wcavxEHt35RM 5Mqc+e/iiEOcbcQ2Tc6gUA== 0000903594-03-000051.txt : 20030520 0000903594-03-000051.hdr.sgml : 20030520 20030520134341 ACCESSION NUMBER: 0000903594-03-000051 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030519 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030520 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CARPENTER TECHNOLOGY CORP CENTRAL INDEX KEY: 0000017843 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES ROLLING MILLS (COKE OVENS) [3312] IRS NUMBER: 230458500 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05828 FILM NUMBER: 03711946 BUSINESS ADDRESS: STREET 1: 1047 N PARK ROAD CITY: WYOMISSING STATE: PA ZIP: 19610-1339 BUSINESS PHONE: 6102082000 MAIL ADDRESS: STREET 1: 1047 N PARK ROAD CITY: WYOMISSING STATE: PA ZIP: 19610 8-K 1 r8k.txt 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 19, 2003 CARPENTER TECHNOLOGY CORPORATION ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 1-5828 23-0458500 - --------------- ------------ -------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Ident. No.) incorporation) 1047 North Park Road, Wyomissing, Pennsylvania 19610-1339 - ---------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) (610) 208-2000 - -------------------------------------------------- Registrant's telephone number, including area code N/A - ------------------------------------------------------------- (Former name or former address, if changed since last report. - ------------------------------------------------------------- - ------------------------------------------------------------- 1 Item 7. Financial Statements and Exhibits. (a) Exhibits. The following exhibits are filed herewith: 99.1 Press Release, dated May 20, 2003, of Carpenter Technology Corporation Item 9. Regulation FD Disclosure The Company's press release dated May 20, 2003, is attached hereto as Exhibit 99.1 and incorporated by reference. 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. CARPENTER TECHNOLOGY CORPORATION Dated: May 20, 2003 /s/ Jaime Vasquez -------------------------------- Jaime Vasquez Vice President and Treasurer 2 EXHIBIT INDEX Exhibit Number - ------- 99.1 Press Release, dated May 20, 2003, of Carpenter Technology Corporation. 3 EX-99.1 4 s99-1.txt Investor Contact: Jaime Vasquez (610) 208-2165 jvasquez@cartech.com IMMEDIATE RELEASE CARPENTER TECHNOLOGY ISSUES $100 MILLION SENIOR UNSECURED NOTES Wyomissing, Pa. (May 20, 2003) - Carpenter Technology Corporation (NYSE:CRS) announced that it has priced the private placement of $100 million of 10-year senior unsecured notes with a coupon of 6.625%. The settlement date for the issuance is expected to be May 22, 2003. These notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration under the Securities Act. Proceeds from the sale of the notes will be used to redeem the company's 9% debentures due 2022, which had a mandatory sinking fund requirement of $5 million annually between 2003 and 2021. The debentures are callable at a price of 103.82% plus accrued interest through the redemption date. Currently, there are approximately $90 million of the 9% debentures outstanding. The balance of the proceeds from the private placement will be used for general corporate purposes. The company will take a charge of approximately $4.5 million related to the redemption of the 9% debentures in its current fourth fiscal quarter, ending June 30, 2003. Carpenter produces and distributes specialty materials, including stainless steels, titanium alloys, superalloys and various engineered products. Information about Carpenter can be found on the Internet at www.cartech.com, with selected products sold online at www.carpenterdirect.com. This release may contain various "Forward-looking Statements" pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. These statements, which represent Carpenter's expectations or beliefs concerning various future events, include statements concerning future revenues and continued growth or decline in various market segments. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ from those projected, anticipated or implied. The most significant of these uncertainties are described in Carpenter's filings with the Securities and Exchange Commission, including its Form 10-K for the year ended June 30, 2002, its Form 10-Q for quarter ended March 31, 2003, and Carpenter's most recent registration statement on Form S-4 filed on October 12, 2001, as amended on November 29, 2001. Such risks include but are not limited to: 1) the cyclical nature of the specialty materials business and certain end-use markets, including aerospace, power generation, automotive, industrial and consumer durables, all of which are subject to changes in general economic and financial market conditions; 2) the ability of Carpenter to recoup increased costs of electricity, natural gas, and raw materials, such as nickel, through increased prices and surcharges; 3) domestic and foreign excess manufacturing capacity for certain alloys that Carpenter produces; 4) fluctuations in currency exchange rates, resulting in increased competition and downward pricing pressure on certain Carpenter products; 5) the degree of success of government trade actions; 6) fluctuations in stock markets which could impact the valuation of the assets in Carpenter's pension trusts and the accounting for pension assets; 7) the potential cost advantages that new competitors or competitors who have reorganized through bankruptcy may have; 8) the transfer of manufacturing capacity from the United States to foreign countries; and 9) the consolidation of customers and suppliers. Any of these factors could have an adverse and/or fluctuating effect on Carpenter's results of operations. The forward-looking statements in this document are intended to be subject to the safe harbor protection provided by Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Carpenter undertakes no obligation to update or revise any forward-looking statements. -----END PRIVACY-ENHANCED MESSAGE-----