-----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, RW7+7sdioJEyNWdl8qBVQyPM6iAyzYazonosGAFELfYMrQ8XID/m46q35zJNBp80 GizU5uVFu+175t9e/OONRQ== 0001193125-07-009731.txt : 20070122 0001193125-07-009731.hdr.sgml : 20070122 20070122095959 ACCESSION NUMBER: 0001193125-07-009731 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20070119 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070122 DATE AS OF CHANGE: 20070122 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AZZ INC CENTRAL INDEX KEY: 0000008947 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC LIGHTING & WIRING EQUIPMENT [3640] IRS NUMBER: 750948250 STATE OF INCORPORATION: TX FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12777 FILM NUMBER: 07542264 BUSINESS ADDRESS: STREET 1: UNIVERSITY CENTRE I, SUITE 200 STREET 2: 1300 SOUTH UNIVERSITY DRIVE CITY: FORT WORTH STATE: TX ZIP: 76107 BUSINESS PHONE: 8178100095 MAIL ADDRESS: STREET 1: UNIVERSITY CENTRE I, SUITE 200 STREET 2: 1300 SOUTH UNIVERSITY DRIVE CITY: FORT WORTH STATE: TX ZIP: 76107 FORMER COMPANY: FORMER CONFORMED NAME: AZTEC MANUFACTURING CO DATE OF NAME CHANGE: 20000911 8-K 1 d8k.htm FORM 8-K Form 8-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, S.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): January 19, 2007

 


AZZ incorporated

(Exact name of Registrant as specified in its charter)

 


 

TEXAS   1-12777   75-0948250

(State or Other Jurisdiction

of Incorporation or Organization)

  Commission File No.  

(I.R.S. Employer

Identification Number)

University Center 1, Suite 200

1300 South University Drive

Fort Worth, TX 76107

(Address of principal executive

offices, including zip code)

Registrant’s Telephone Number, including Area Code: (817) 810-0095

 


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:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ 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 January 19, 2007, the Company issued a press release containing financial projections and guidance for the fiscal year beginning March 1, 2007 and ending February 29, 2008. The press release is furnished with this report as Exhibit 99.1 and is incorporated herein by reference. Also furnished with and incorporated into this report is Exhibit 99.2, Financial and Other Statistical Information, which contains guidance and selected financial projections for the fiscal year ending February 29, 2008. The guidance contained in the attached exhibits consists of either a projected range or management’s estimate of most likely results. These projections involve risk and uncertainties, the outcome of which cannot be foreseen at this time and, therefore, actual results will vary from these forecasts. The Company undertakes no obligation to affirm publicly or revise any forward-looking statements, whether as a result of information, future events or otherwise.

ITEM 9.01 EXHIBITS

The following exhibits are filed as part of this report.

 

Exhibit 99.1    AZZ incorporated’s Press Release dated January 19, 2007.
Exhibit 99.2    Projected Financial and Other Statistical Information for Fiscal Year 2008

FORWARD LOOKING STATEMENTS

Except for the statements of historical fact, this report may contain “forward-looking statements” that involve risks and uncertainties that are detailed from time to time in documents filed by the Company with the SEC. Those risks, uncertainties, and factors include, but are not limited to: change in demand, prices and raw material cost, including zinc which is used in the hot dip galvanizing process; changes in the economic conditions of the various markets the Company serves, foreign and domestic, acquisition opportunities, adequacy of financing, and availability of experienced management employees to implement the Company’s growth strategy; and customer demand and response to products and services offered by the Company. The Company can give no assurance that such expectations will prove to be correct. We undertake no obligation to affirm publicly or revise any forward-looking statements, whether as a result of information, future events or otherwise.


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.

 

  AZZ incorporated

DATE: 1/19/2007

  By:  

/s/ Dana Perry

   

Dana Perry

Senior Vice President Finance

Chief Financial Officer

EX-99.1 2 dex991.htm PRESS RELEASE Press Release

Exhibit 99.1

AZZ incorporated

Financial and Other Statistical Information

(unaudited)

($ in Thousand except per share amount)

 

    

Projected

Year Ended

February 29, 2008

 

Net Sales:

  

Electrical and Industrial Products

   $ 158,000 to $163,000  

Galvanizing Services

   $ 117,000 to $122,000  
        

Total Sales

   $ 275,000 to $285,000  

Diluted earnings per share

   $ 2.70 to $2.80  

Net Sales by Market Segment:

  

Power Generation

   $ 19,000  

Transmission and Distribution

   $ 75,000  

Industrial

   $ 186,000  
        

Total Sales

   $ 280,000  

Electrical and Industrial Products

  

Revenues by Industry:

  

Power Generation

     11 %

Transmission and Distribution

     39 %

Industrial

     50 %

Galvanizing Services

  

Revenues by Industry:

  

Electrical and Telecommunications

     21 %

OEM’s

     17 %

Industrial

     19 %

Bridge and Highway

     9 %

Petro Chemical

     34 %

Operating Margins:

  

Electrical and Industrial Products

     12.5 %

Galvanizing Services

     20.0 %

Cash Provided By Operations

   $ 20,000  

Capital Expenditures

   $ 10,000  

Depreciation and Amortization of Intangible Assets and Debt Issue Cost

   $ 8,500  

Total Bank Debt

   $ 14,000  

Percent of Business by Segment

  

Electrical and Industrial Products

     57 %

Galvanizing Services

     43 %

 

1

EX-99.2 3 dex992.htm PROJECTED FINANCIAL AND OTHER STATISTICAL INFORMATION Projected Financial and Other Statistical Information
AZZ Earnings – Fiscal Year 2008    Exhibit 99.2
January 19, 2007   
1   

 

AZZ incorporated Issues Revenue and Earnings

Guidance for Fiscal - Year 2008

REVENUES PROJECTED TO HIT RECORD LEVELS WITH STRONG

EARNINGS PERFORMANCE

 

Contact:    Dana Perry, Senior Vice President – Finance and CFO
   AZZ incorporated 817-810-0095
   Internet: www.azz.com
   Lytham Partners 602-889-9700
   Joe Dorame or Robert Blum
   Internet: www.lythampartners.com

January 19, 2007 – FORT WORTH, TX - AZZ incorporated (NYSE: AZZ), a manufacturer of electrical products and a provider of galvanizing services today announced revenue and earnings guidance for Fiscal Year 2008. Fiscal Year 2008 refers to the 12 month period beginning March 1, 2007 and ending on February 29, 2008.

David H. Dingus, president and chief executive officer of the company stated, “Based upon the evaluation of information currently available to management, we are pleased to project what we believe will be another excellent year for AZZ in Fiscal 2008, with record setting revenues. Our earnings are estimated to be within the range of $2.70 and $2.80 per diluted share, and revenues are estimated to be within the range of $275 to $285 million. Our estimates assume that we will see a continuation of strong domestic markets, penetration of selected international markets and reduced volatility in the cost of zinc and other key commodities. Margins for galvanizing services are anticipated to return to the historical 18 to 22 percent range, and the electrical and industrial products segment is expected to operate with margins in the 11 to 13 percent range in FY 2008.”

Mr. Dingus continued, “Our next, regularly scheduled quarterly conference call is in April, 2007, where we will be reporting the operating results for the fourth quarter and 2007 fiscal year. We are encouraged with the growth and expansion of the company over the past few years and are continuing our efforts to seek out additional growth and expansion opportunities.”

AZZ incorporated is a specialty electrical equipment manufacturer serving the global markets of industrial, power generation, transmission and distributions, as well as a leading provider of hot dip galvanizing services to the steel fabrication market nationwide.

Except for the statements of historical fact, this release may contain forward-looking statements that involve risks and uncertainties some of which are detailed from time to time in documents filed by the company with the SEC. Those risks and uncertainties include, but are not limited to: changes in customer demand and response to products and services offered by the company, including demand by the electrical power generation markets, electrical transmission and distribution markets, the industrial markets, and the hot dip galvanizing markets; prices and raw material costs, including zinc and natural gas which are


AZZ Earnings – Fiscal Year 2008   
January 19, 2007   
2   

 

used in the hot dip galvanizing process; changes in the economic conditions of the various markets the company serves, foreign and domestic, customer requested delays of shipments, acquisition opportunities, adequacy of financing, and availability of experienced management employees to implement the company’s growth strategy. The company can give no assurance that such forward-looking statements will prove to be correct. We undertake no obligation to affirm, publicly update or revise any forward-looking statements, whether as a result of information, future events or otherwise.

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