Azz Inc 8-K/A, filed Oct 13, 2020
Azz Inc (AZZ)
8-K/A
2020-10-13
For: 2020-10-13
View Original
Added on
April 04, 2026
About this 8-K/A
Azz Inc filed this 8-K/A on October 13, 2020.
Items reported
- Item 2.02: Financial results
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported)
(Exact name of Registrant as specified in its charter)
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of principal executive offices) (Zip Code)
(817 ) 810-0095
(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:
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)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Explanatory Note
This Amendment No. 1 to the Current Report on Form 8-K amends Item 2.02 of the Current Report on Form 8-K filed on October 13, 2020 (the "Original Form 8-K") to correct an error on page 9 of the Company's Earnings Release furnished as Exhibit 99.1 thereto (the "Exhibit"). As previously furnished, page 9 of the Exhibit reflected incorrect data in the table captioned "Condensed Consolidated Statements of Cash Flows," which has been corrected on Exhibit 99.1 to this Amendment No. 1.
Additionally, this Amendment No. 1 corrects the same error in Item 7.01 on slide 8 of the investor presentation furnished as Exhibit 99.2 to the Original Form 8-K. As previously furnished, slide 8 of the Exhibit reflected incorrect data in the chart captioned "FY2021 Year-to-date Cash Flow Highlights."
Item 2.02 Results of Operations and Financial Condition.
The Exhibit 99.1 attached hereto is a replacement of page 9 of the Exhibit furnished on the Original Form 8-K. The foregoing information is furnished pursuant to Item 2.02.
Item 7.01 Regulation FD Disclosure.
The Exhibit 99.2 attached hereto is a replacement of slide 8 of the Exhibit furnished on the Original Form 8-K. The foregoing information is furnished pursuant to Item 7.01 Regulation FD Disclosure and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
The following exhibits are filed as part of this report.
| Exhibit | Description | ||||
| 99.1 | |||||
| 99.2 | |||||
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 Inc. | |||||
| Date: October 13, 2020 | By: /s/ Philip A. Schlom | ||||
| Philip A. Schlom Chief Accounting Officer and Interim Chief Financial Officer | |||||
AZZ Inc. Condensed Consolidated Balance Sheets (in thousands) (unaudited) August 31, 2020 February 29, 2020 Assets: Current assets (including assets held for sale of $16,916) $ 310,933 $ 354,562 Net property, plant and equipment 200,420 213,104 Other assets, net 488,599 506,165 Total assets $ 999,952 $ 1,073,831 Liabilities and shareholders' equity: Current Liabilities (including liabilities held for sale of $6,097) $ 240,836 $ 280,613 Long term debt due after one year, net 46,945 77,878 Other liabilities 80,630 111,612 Shareholders' equity 631,541 603,728 Total liabilities and shareholders' equity $ 999,952 $ 1,073,831 AZZ Inc. Condensed Consolidated Statements of Cash Flows (in thousands) (unaudited) Six Months Ended August 31, 2020 2019 Net cash provided by operating activities $ 32,166 $ 38,235 Net cash used in investing activities (10,531) (56,088) Net cash provided by (used in) financing activities (45,131) 7,196 Effect of exchange rate changes on cash 837 235 Net decrease in cash and cash equivalents $ (22,659) $ (10,422) Cash and cash equivalents at beginning of period 36,687 24,005 Cash and cash equivalents at end of period $ 14,028 $ 13,583 Page 9 of 11
Q2 FY2021 EARNINGS PRESENTATION FY 2021 Year-to-date Cash Flow Highlights In $ millions, except for percentages YTD YTD FY 2021 FY 2020 Cash flows used in operating activities $32.2 $38.2 Less: Capital Expenditures $(19.3) $(16.5) Free Cash Flow $12.9 $21.7 Net Income $3.8 $36.8 Free Cash Flow / Net Income 339.5% 59.0% Acquisition of Subsidiaries, net of cash acquired $0.0 $39.9 Dividends $8.9 $8.9 Share Repurchases $6.4 $0.0 8