AZZ INC — Earnings Release 2008

Sep 26, 2008

8-K 1 form8k-earningsrelease.htm AZZ FY09 Q2 PRESS RELEASE AND OTHER FIN INFO form8k-earningsrelease.htm Licensed to: AZZ incorporated Document Created using EDGARizer 4.0.6.1 Copyright 1995 - 2008 EDGARfilings, Ltd., an IEC company. All rights reserved

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): September 26, 2008

AZZ incorporated

(Exact name of Registrant as specified in its charter)

| TEXAS (State
or Other Jurisdiction of Incorporation or Organization) |
| --- |
| 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

None

(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:

| ¨ | 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 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

Attached is Exhibit 99.1, AZZ incorporated’s Press Release reporting the Company’s unaudited earnings and other selected financial information for the three and six month periods ended August 31, 2008, dated September 26, 2008.

ITEM 8.01 OTHER EVENTS

Attached is Exhibit 99.2, Unaudited Financial and Other Statistical Information, for the three and six month periods ended August 31, 2008 and Guidance for Fiscal Year 2009, which compiles AZZ incorporated’s unaudited financial and other statistical information for the three and six month periods ended August 31, 2008 and provides forward looking guidance for the fiscal year ending February 28, 2009. The guidance for the fiscal year to end February 28, 2009, 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. We undertake 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 reporting the Company’s unaudited
earnings and other selected financial information for the three and six
months period ended August 31, 2008, dated September 26,
2008. |
| --- | --- |
| Exhibit
99.2 | Unaudited
Financial and Other Statistical Information for the three and six month
periods ended August 31, 2008, and Guidance for Fiscal Year
2009. |

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: 9/26/08 | By: /s/ Dana
Perry |
| | Dana
Perry Senior
Vice President Finance Chief
Financial Officer |