Worthington Enterprises, Inc 8-K, filed Jan 7, 2021
Worthington Enterprises, Inc. (WOR)
About this 8-K
Worthington Enterprises, Inc filed this 8-K on January 7, 2021, reporting on events of January 4, 2021.
Items reported
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
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 Number) |
(Address of Principal Executive Offices) (Zip Code)
(
(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(s) |
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. |
|
☐ |
Item 8.01. Other Events.
On January 7, 2021, Worthington Industries, Inc. (the “Company”) announced the acquisition of PTEC Pressure Technology GmbH (“PTEC”), a leading independent designer and manufacturer of valves and components for high-pressure hydrogen and compressed natural gas storage, transport and onboard fueling systems. The purchase price for the acquisition of PTEC, which closed on January 4, 2021, was $10.8 million. The acquisition of PTEC adds 11 employees, as well as an engineering and manufacturing facility located in Burscheid, Germany, to the Company’s global network. The PTEC business will be operated as part of the Company’s Pressure Cylinders segment.
Item 9.01. Financial Statements and Exhibits.
(a) through (c): Not applicable.
(d) Exhibits:
The following exhibits are included with this Current Report on Form 8‑K:
|
Exhibit No. |
|
Description |
|
|
|
|
|
99.1 |
|
|
|
104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
|
|
|
WORTHINGTON INDUSTRIES, INC. |
||
|
|
|
|
|
|
|
Date: January 7, 2021 |
|
By: |
|
/s/Patrick J. Kennedy |
|
|
|
|
|
Patrick J. Kennedy, Vice President-General Counsel |
|
|
|
|
|
and Secretary |
Worthington Industries Acquires German Valve and Component Company
Columbus, OH – Jan. 7, 2021 - Worthington Industries Inc. (NYSE: WOR) today announced the acquisition of PTEC Pressure Technology GmbH, a leading independent designer and manufacturer of valves and components for high-pressure hydrogen and compressed natural gas (CNG) storage, transport and onboard fueling systems, based in Germany.
“Our purchase of PTEC adds to our investments in the growing sustainable mobility markets and expands our systems capabilities to provide more comprehensive solutions to our customers,” said Worthington Industries Pressure Cylinders President Eric Smolenski. “Bringing PTEC’s innovative products and proven track record with vehicle manufacturers into the Worthington family of products will streamline the supply chain and further fuel innovations for the hydrogen and CNG economy.”
Worthington is adding products that are adjacent to its core pressure cylinders business, providing more comprehensive systems for the storage, transport and use of alternative fuels like hydrogen and CNG. The Company’s strategy is to be a leading solutions provider in the rapidly growing hydrogen economy, particularly in Europe where strict, mandated emissions reductions are accelerating growth. In addition to the Company’s existing composite cylinder production facility in Poland, to meet projected demand, the Company has also constructed a type III and IV hydrogen cylinders production line at its facility in Kienberg, Austria.
The purchase of PTEC adds 11 employees and an engineering and manufacturing facility located in Burscheid, Germany, to Worthington’s global network.
About Worthington Industries
Worthington Industries Europe serves the sustainable mobility markets with gas-storage, transport and onboard fueling systems for cars, buses, trucks and more. Worthington incorporates sustainable practices into its long-term business strategy and is the first in its industry to bring Cradle to Cradle Certified™ products to market. The Company is the largest designer and manufacturer of pressure vessels in Europe with over 1,600 employees working at facilities in Austria, Poland and Portugal. With the lightest composite and steel low- and high-pressure cylinders available, Worthington Europe designs and makes solutions for alternative fuels, industrial gases, and technical gases.
Worthington Industries (NYSE:WOR) is a leading industrial manufacturing company delivering innovative solutions to customers that span many industries including transportation, construction, industrial, agriculture, retail and energy. Worthington is North America’s premier value-added steel processor and producer of laser welded products; and a leading global supplier of pressure cylinders and accessories for applications such as fuel storage, water systems, outdoor living, tools and celebrations. The Company’s brands, primarily sold in retail stores, include Coleman®, Bernzomatic®, Balloon Time®, Mag Torch® and Well-X-Trol®. Worthington’s WAVE joint venture with Armstrong is the North American leader in innovative ceiling solutions.
-more-
Worthington Industries
Jan. 7, 2021
Page 2
Safe Harbor Statement
The Company wishes to take advantage of the Safe Harbor provisions included in the Private Securities Litigation Reform Act of 1995 (the “Act"). Statements by the Company relating to its ability to increase market participation, expand and integrate capacity, increase efficiencies and reduce lead time, achieve growth in general and in specific markets, and other statements which are not historical information constitute "forward looking statements" within the meaning of the Act. All forward-looking statements are subject to risks and uncertainties which could cause actual results to differ from those projected. Factors that could cause actual results to differ materially include risks described from time to time in the Company's filings with the Securities and Exchange Commission, including those related to COVID-19 and the various actions taken in connection therewith, which could also heighten other risks.
XXX