-----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, HXGSGCZMqKBJR/EP0UvBDpomoOrUFKhKs/DP1P6Tp/1BnruTg+5qTqnTTuzqKrgr SNNV1AcmmRrR25vFu0agqg== 0000950134-07-023343.txt : 20071108 0000950134-07-023343.hdr.sgml : 20071108 20071108150836 ACCESSION NUMBER: 0000950134-07-023343 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071105 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071108 DATE AS OF CHANGE: 20071108 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: 071225371 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 d51398e8vk.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)
            November 8, 2007 (November 5, 2007)
 
   
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 registrant 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 7.01     Regulation FD Disclosure.
     On November 5, 2007, Commercial Metals Company (the “Company”) issued a press release (the “Press Release”) announcing that the Company’s board of directors has authorized the purchase of up to 5,000,000 shares of the Company’s common stock. This authorization is in addition to 558,914 shares remaining to be purchased under a previous repurchase authority, also for 5,000,000 shares, approved in July 2006. Under the prior authorization the Company has to date purchased a total of 4,441,086 shares in open market transactions for a total price of approximately $115,853,648 for an average of $26.09 per share. During the current fiscal quarter ending November 30, 2007, the Company has thus far purchased 665,871 shares at an average cost of $29.68 per share. There are approximately 117,966,365 shares of the Company’s common stock presently issued and outstanding.
     A copy of the Press Release is attached to this Form 8-K as Exhibit 99.1 and is incorporated herein by reference, and the foregoing description of the Press Release is qualified in its entirety by reference to this exhibit. The information in this Item 7.01, 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 November 5, 2007.

 


 

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: November 8, 2007    
  By:   /s/ William B. Larson  
  Name:   William B. Larson   
  Title:   Senior Vice President and Chief Financial Officer   
 

 


 

EXHIBIT INDEX
     
Exhibit No.   Description of Exhibit
 
   
99.1
  Press Release dated November 5, 2007.

 

EX-99.1 2 d51398exv99w1.htm PRESS RELEASE exv99w1
 

Exhibit 99.1
Commercial Metals’ Board Approves Five Million Share Purchase Authority
     Irving, TX — November 5, 2007 — The board of directors of Commercial Metals Company (NYSE: CMC) has authorized the purchase of up to 5,000,000 shares of the Company’s common stock. This authorization is in addition to 558,914 shares remaining to be purchased under a previous repurchase authority, also for 5,000,000 shares, approved in July 2006. Under the prior authorization CMC has to date purchased a total of 4,441,086 shares in open market transactions for a total price of approximately $115,853,648 for an average of $26.09 per share. During the current fiscal quarter ending November 30, 2007, CMC has thus far purchased 665,871 shares at an average cost of $29.68 per share. There are approximately 117,966,365 shares of Commercial Metals Company’s common stock presently issued and outstanding.
     CMC President and Chief Executive Officer Murray R. McClean said, “Our view is that the stock is undervalued, apparently attributable to recent sub prime mortgage credit concerns that have impacted the entire equities market even though we do not believe they have been a significant factor in our business. This action will continue to add value for our stockholders.”
     The purchases will be made from time to time in the open market or in privately negotiated transactions at prevailing market prices. The shares will be used for general corporate purposes including various employee benefit plans and acquisitions.
     Paragraphs two and three of this news release contain forward-looking statements regarding the outlook for the Company’s financial results and stock valuation. No assurance can be given that the Company’s expectations will be realized, and actual results may differ materially from current expectations.
     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 international markets.
-(END)-
     
Contact:
  Debbie Okle
 
  Director, Public Relations
 
  214.689.4354
2008-03

 

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