-----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, NdUQU7eFke5AuISTl112M2t6i7y8SA9L5Pyfruz6Xy5D/ytmQNws4NnfY2r1afGL /eZgf8NqdbPzuMYS/I98Ow== 0000950123-10-024182.txt : 20100312 0000950123-10-024182.hdr.sgml : 20100312 20100312165047 ACCESSION NUMBER: 0000950123-10-024182 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100312 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100312 DATE AS OF CHANGE: 20100312 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMMERCIAL METALS CO CENTRAL INDEX KEY: 0000022444 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES ROLLING MILLS (COKE OVENS) [3312] IRS NUMBER: 750725338 STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04304 FILM NUMBER: 10678360 BUSINESS ADDRESS: STREET 1: 6565 N. MACARTHUR BLVD., SUITE 800 STREET 2: P O BOX 1046 CITY: IRVING STATE: TX ZIP: 75039 BUSINESS PHONE: 2146894300 MAIL ADDRESS: STREET 1: 6565 N. MACARTHUR BLVD., SUITE 800 STREET 2: PO BOX 1046 CITY: IRVING STATE: TX ZIP: 75039 8-K 1 d71523e8vk.htm FORM 8-K e8vk
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) March 12, 2010
Commercial Metals Company
 
(Exact Name of Registrant as Specified in Its Charter)
Delaware
 
(State or Other Jurisdiction of Incorporation)
     
1-4304   75-0725338
     
(Commission File Number)   (IRS Employer Identification No.)
     
6565 N. MacArthur Blvd.
Irving, Texas
  75039
     
(Address of Principal Executive Offices)   (Zip Code)
(214) 689-4300
 
(Registrant’s Telephone Number, Including Area Code)
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 Company under any of the following provisions (see General Instruction A.2. below):
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 2.02 Results of Operations and Financial Condition.
     On March 12, 2010, Commercial Metals Company (the “Company”) issued a press release (the “Press Release”) announcing an estimated net loss for the second quarter of fiscal year 2010. The Company will issue its comprehensive second quarter earnings release, including its outlook for the third quarter, at its regular quarterly conference call on Wednesday, March 24, 2010. A copy of the Press Release is attached hereto as Exhibit 99.1. The Press Release is incorporated by reference into this Item 2.02, and the foregoing description of the Press Release is qualified in its entirety by reference to this exhibit.
     The information in this Item 2.02 of Form 8-K, including the exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits.
     (d) Exhibits
          The following exhibit is furnished with this Form 8-K.
     
99.1
  Press Release, dated March 12, 2010.

 


 

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.
         
  COMMERCIAL METALS COMPANY

 
Date: March 12, 2010
 
       
  By:   /s/ William B. Larson    
    Name:   William B. Larson   
    Title:   Senior Vice President and Chief Financial Officer   

 


 

         
EXHIBIT INDEX
     The following exhibit is furnished with this Form 8-K.
     
Exhibit No.   Description of Exhibit
 
   
99.1
  Press Release, dated March 12, 2010.

 

EX-99.1 2 d71523exv99w1.htm EX-99.2 exv99w1
Exhibit 99.1
Commercial Metals Company Estimates Loss Between
$1.50 and $1.60 EPS for Second Quarter
     Irving, TX — March 12, 2010 — Commercial Metals Company (NYSE: CMC) announced today an estimated net loss between $170 million to $180 million or $1.50 to $1.60 per share for the quarter ended February 28, 2010. The estimated net loss from continuing operations of $130 million to $140 million includes accruals for severance, lower of cost or market inventory valuation adjustments, job loss reserves, and LIFO expense estimated to be approximately $60 million total net after tax for the quarter.
     As previously discussed in its release on February 26, 2010, CMC decided to exit the joist and deck business. Second quarter operating results for joist and deck including impairment, severance, and other costs net of estimated asset realization values associated with the sale or closure of these facilities are estimated to be approximately $40 million net after tax.
     CMC Chairman, President and Chief Executive Officer Murray R. McClean said, “Our second fiscal quarter ending February 28 which encompasses the winter months is always our weakest quarter. This second quarter has been particularly difficult due to a combination of continued weak end-use demand in the nonresidential construction markets, unusually harsh winter conditions in the U.S. and Europe, and rapidly rising ferrous scrap prices which have outpaced finished goods prices. Each of our segments will report operating losses for the second quarter with the exception of International Marketing and Distribution.
     “Our balance sheet, capital resources and banking relationships remain strong. We will report upwards of $300 million of cash and short-term investments at February 28, 2010 without utilization of our domestic accounts receivable securitization program. Our greatest and most valuable asset in both difficult and prosperous times remains our employees, and I extend my thanks for their continued dedication.”
     CMC will issue its comprehensive second quarter release, including its outlook for the third quarter, and hold its regular quarterly conference call on Wednesday, March 24, 2010. Until then it will withhold further comment on the quarterly results.
     Commercial Metals Company and its subsidiaries manufacture, recycle and market steel and metal products, related materials and services through a network including steel minimills, steel fabrication and processing plants, construction-related product warehouses, a copper tube mill, metal recycling facilities and marketing and distribution offices in the United States and in strategic international markets.
(more)

 


 

Page 2
Forward-Looking Statements
     This Press Release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, with respect to possible costs and losses based on impairments on fixed assets and intangibles. These forward-looking statements can generally be identified by phrases such as we or our management “expects,” “anticipates,” “believes,” “plans to,” “ought,” “could,” “will,” “should,” “likely,” “appears,” “estimates,” “projects,” “forecasts,” “outlook” or other similar words or phrases. There are inherent risks and uncertainties in any forward-looking statements. Variances will occur and some could be materially different from our current opinion. Developments that could impact our expectations include the factors described or referenced in the Company’s Form 10-K for the year ended August 31, 2009 or subsequent SEC filings. You should not place undue reliance on these forward-looking statements, which reflect our opinions as of the date of this Press Release. We undertake no obligation to publicly release any revisions to the forward-looking statements after the date of this document.
-(END)-
 
 
 
 
Contact:    Debbie Okle
Director, Public Relations
214.689.4354
2010-08

 

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