UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT
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Emerging growth company
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Item 2.01 Completion of Acquisition or Disposition of Assets.
On September 30, 2019, Armstrong World Industries, Inc. (“AWI” or the “Company”) completed the previously announced sale of certain subsidiaries comprising the Company’s business and operations in Europe, the Middle East and Africa (including Russia) and the Pacific Rim, including the corresponding businesses and operations conducted by Worthington Armstrong Venture, a Delaware general partnership, in which AWI holds a fifty-percent (50%) interest (collectively, the “Sale”), to Knauf International GmbH, a company incorporated in the Federal Republic of Germany.
This Amendment No. 1 on Form 8-K/A is being filed by the Company to amend its current report on Form 8-K filed with the U.S. Securities and Exchange Commission on September 30, 2019 (the “Original Report”), solely to provide the pro forma information required by Item 9.01 of Form 8-K that was omitted from the Original Report. Except as otherwise provided herein, the disclosure made in the Original Report remains unchanged.
Item 9.01 Financial Statements and Exhibits.
(b) Pro forma financial information
The following unaudited pro forma consolidated financial statements giving effect to the Sale are attached as Exhibit 99.1 hereto and incorporated herein by reference:
| • | Unaudited pro forma consolidated statement of earnings for the six months ended June 30, 2019 |
| • | Unaudited pro forma consolidated statement of earnings for the year ended December 31, 2018 |
| • | Unaudited pro forma consolidated balance sheet as of June 30, 2019 |
(d) Exhibits
| Exhibit |
Description | |||
| 99.1 |
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| 104 |
Cover page Interactive Data File (embedded within the Inline XBRL document) | |||
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.
| ARMSTRONG WORLD INDUSTRIES, INC. | ||
| By: |
/s/ Mark A. Hershey | |
| Mark A. Hershey | ||
| Senior Vice President, General Counsel, Secretary and Chief Compliance Officer | ||
Date: October 4, 2019