-----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, APkR73v8dGqvhg0SIaRDgff6sMk1kDpEr8kLnxd4GTdUxHhk0xOAv6c1crV1lC0r XWIiLhJkFtlbjpWqz0LD0A== 0000950134-03-017085.txt : 20031229 0000950134-03-017085.hdr.sgml : 20031225 20031229113215 ACCESSION NUMBER: 0000950134-03-017085 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031223 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031229 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMMERCIAL METALS CO CENTRAL INDEX KEY: 0000022444 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-METALS SERVICE CENTERS & OFFICES [5051] 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: 031074553 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 d11527e8vk.txt FORM 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 23, 2003 ---------- COMMERCIAL METALS COMPANY (Exact name of registrant as specified in its charter) DELAWARE 1-4304 75-0725338 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation) Identification No.) 6565 N. MACARTHUR BLVD. 75039 IRVING, TEXAS (Zip Code) (Address of principal executive offices)
Registrant's telephone number, including area code: (214) 689-4300 ================================================================================ ITEM 5. OTHER EVENTS. On December 23, 2003, Commercial Metals Company announced that it had acquired Lofland Acquisition, Inc. the sole stockholder of The Lofland Company and subsidiaries which operate steel reinforcing bar fabrication and construction-related products sales facilities. A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated herein by reference under Item 5. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits 99.1 Press Release dated December 23, 2003. SIGNATURES 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 thereunto duly authorized. COMMERCIAL METALS COMPANY By: /s/ William B. Larson ------------------------------------------ Name: William B. Larson Title: Vice President and Chief Financial Officer Date: December 29, 2003 EXHIBIT INDEX
Exhibit No. Description of Exhibit - ----------- ---------------------- 99.1 Press Release dated December 23, 2003.
EX-99.1 3 d11527exv99w1.txt PRESS RELEASE EXHIBIT 99.1 CMC BUYS THE LOFLAND COMPANY IN SIGNIFICANT EXPANSION OF REBAR FABRICATION AND CONSTRUCTION-RELATED PRODUCTS OPERATIONS Irving -- December 23, 2003 -- Commercial Metals Company (NYSE:CMC), headquartered in Irving, Texas, announced today that it has acquired Lofland Acquisition, Inc. ("Lofland"). Lofland is the sole stockholder of The Lofland Company and subsidiaries which operate steel reinforcing bar fabrication and construction-related products sales facilities from 11 locations in Texas, Arkansas, Louisiana, Oklahoma, New Mexico and Mississippi. Lofland is headquartered in Dallas, Texas, where Ralph Lofland founded the business in 1934. CMC paid approximately $47 million cash and assumed no debt other than trade payables owed by Lofland at closing. "The acquisition of Lofland complements our existing Texas rebar fabrication and construction-related product sales operations which are concentrated principally outside of North Texas. At the same time it expands our service areas with significant operating bases in each of the neighboring states. Lofland has a proud heritage, excellent reputation and strategic presence in expanding Southwestern markets. We expect this acquisition to be accretive to earnings in the first year," said Stanley A. Rabin, Chairman, President and Chief Executive Officer of CMC. Russ Rinn, President of the CMC Steel Group - West, added, "This addition brings to the CMC Steel Group an outstanding team of professionals in both the rebar and construction-related products businesses who are well respected throughout the industry. We are excited to have the opportunity to work together in developing the business and building on Lofland's 75 year history of success." Lofland's operations include facilities located in Waxahachie, Dallas and Fort Worth, Texas; Albuquerque, New Mexico; Oklahoma City and Tulsa, Oklahoma; Springdale and Little Rock, Arkansas; Keithville, Louisiana; and Lumberton, Mississippi. The acquisition was structured as a merger between Lofland and CMC's subsidiary, LAI Acquisition Company. (more) Page 2 Commercial Metals Company and 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 overseas markets. Statements made in this press release that relate to future events, expectations, performance or financial results of CMC are forward-looking statements within the meanings of securities laws. CMC cautions that, by their nature, forward-looking statements involve risk and uncertainty. In particular there can be no assurance that the financial or operational results of the transaction disclosed in this press release will be advantageous to CMC. The forward-looking statements contained in this press release speak only as of this date, and the Company does not assume any obligation to update. -(END)- Contact: David M. Sudbury Vice President, Secretary & General Counsel 214.689.4367 2004-11 -----END PRIVACY-ENHANCED MESSAGE-----