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: August 28, 2012
CARPENTER TECHNOLOGY CORPORATION
(Exact name of registrant as specified in its charter)
Delaware |
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1-5828 |
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23-0458500 |
(State of or other jurisdiction of |
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(Commission File Number) |
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(IRS Employer I.D. No.) |
P.O. Box 14662 Reading, Pennsylvania |
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19612-4662 |
(Address of principal executive |
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(Zip Code) |
(610) 208-2000
Registrants telephone number, including area code
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))
Item 8.01 Other Events.
On August 28, 2012, Carpenter Technology Corporation (NYSE: CRS) announced that it commenced a process to sell Latrobe Specialty Steel Distribution (LSSD) and its Mexican distribution business, Aceros Fortuna. The sale of the distribution businesses reflects Carpenters continued focus on growing its high-value specialty alloy manufacturing, titanium processing and precision engineered businesses. A copy of the News Release is included as Exhibit 99.1 hereto.
Item 9.01 - Financial Statements and Exhibits
(d) Exhibits
99.1 Carpenter Technology Corporation News Release dated August 28, 2012.
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.
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CARPENTER TECHNOLOGY CORPORATION | |
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By |
/s/ James D. Dee |
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James D. Dee |
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Vice President, General Counsel and |
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Secretary |
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Date: August 28, 2012 |
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Exhibit 99.1
Media Inquiries: |
Investor Inquiries: |
William J. Rudolph, Jr. |
Michael A. Hajost |
(610) 208 -3892 |
(610) 208-3476 |
wrudolph@cartech.com |
mhajost@cartech.com |
CARPENTER TO SELL DISTRIBUTION BUSINESSES
Distribution Markets Not Matched With Core Focus
Wyomissing, PA (August 28, 2012) Carpenter Technology Corporation (NYSE:CRS) has commenced a process to sell Latrobe Specialty Steel Distribution (LSSD) and its Mexican distribution business, Aceros Fortuna.
The sale of the distribution businesses reflects Carpenters continued focus on growing its high-value specialty alloy manufacturing, titanium processing, and precision engineered businesses.
LSSD and Aceros Fortuna are well managed, strong, profitable businesses with good employees and solid growth prospects; however, distribution of tool and alloy steel products is not part of our core focus of manufacturing and selling specialty materials for the aerospace, energy, and other high-growth markets, said William A. Wulfsohn, President & CEO of Carpenter Technology.
Carpenter expects that proceeds from a sale will be reinvested in Carpenters premium product businesses. Carpenter will continue to service sales of its special alloy products in Mexico and South America through the retention of selected warehouses and employees.
Carpenter acquired LSSD as part of its 2012 acquisition of Latrobe Specialty Steel. LSSDs 170 employees provide a broad range of quality steels and value-added services to customers in North America from six distribution centers across the United States and Canada. LSSD recorded sales of $113 million in the 2012 fiscal year.
Aceros Fortuna distributes alloyed, stainless and tool steels, specialty alloys and industrial products in Mexico and Brazil and generated sales of $42 million in the 2012 fiscal year. The company has eight distribution and sales offices across Mexico. Carpenter acquired the 40-year-old company in 1994. About 25 of Aceros Fortunas 275 employees support the specialty alloy market and will remain with Carpenter.
Carpenter has engaged KeyBanc Capital Markets Inc. to assist it in the sale of its distribution businesses.
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About Carpenter Technology Corporation
Carpenter Technology, based in Wyomissing, PA, produces and distributes specialty alloys, including stainless steels, titanium alloys and superalloys, and various engineered products. Information about Carpenter can be found at www.cartech.com.
Forward-Looking Statements
This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on managements current expectations and are subject to risks, uncertainties and other factors that could cause actual results to differ from those projected, anticipated or implied. The most significant of these uncertainties are described in Carpenters filings with the Securities and Exchange Commission including its annual report on Form 10-K for the year ended June 30, 2012, and the exhibits attached to those filings. They include, but are not limited to, statements regarding the sale, the sale process, and the use of any proceeds from any sale of Latrobe Specialty Steel Distribution and Aceros Fortuna. Carpenter undertakes no obligation to update or revise any forward-looking statements.