COLUMBUS, Ohio, Jun 25, 2002 /PRNewswire-FirstCall via COMTEX/ -- Worthington
Industries, Inc. (NYSE: WOR) announced today that it has signed a purchase
agreement to acquire the stock of Unimast Incorporated, a wholly owned
subsidiary of WHX Corporation. Unimast is a manufacturer of construction steel
products including light gauge steel framing, plastering steel and trim
accessories, serving the construction industry from 10 locations. Its revenues
last year were approximately $230 million. Unimast will be included in
Worthington Industries' Dietrich Metal Framing business segment.
The transaction is expected to be modestly accretive in the first year. Under
the proposed terms, Worthington will acquire Unimast for $95 million in cash and
assume debt which is expected to be approximately $25 million at the date of
acquisition.
Worthington's Chairman and Chief Executive Officer, John P. McConnell, stated,
"This transaction represents a natural extension of Worthington's focus on value
added processing and the metal framing business segment where excellent
management, operations and products present opportunities for growth."
Ed Ponko, President of Dietrich Metal Framing, added, "The complementary nature
of the product offerings of Dietrich and Unimast will be beneficial to our
customers. By acquiring Unimast, we broaden our product line to include items
such as vinyl finishing products and plaster lath and accessories, improve
efficiencies and generate cost savings, all of which will help us better serve
our customers. We will also gain additional personnel and resources to further
the use of steel in residential and light commercial construction applications."
This transaction is expected to close promptly after the expiration of the
applicable waiting period under the Hart-Scott Rodino Antitrust Improvement Act.
Credit Suisse First Boston has acted as exclusive financial advisor to
Worthington Industries in this transaction.
Worthington Industries is a leading diversified metal processing company with
annual sales of approximately $2 billion. The Columbus, Ohio-based company is
North America's premier value-added steel processor and a leader in manufactured
metal products such as automotive aftermarket stampings, pressure cylinders,
metal framing, metal ceiling grid systems and laser welded blanks. The company
employs 7,500 people and operates 59 facilities in 10 countries.
Founded in 1955, the company operates under a long-standing corporate philosophy
rooted in the golden rule, with earning money for its shareholders as the first
corporate goal. This philosophy, an unwavering commitment to the customer, and
one of the strongest employee/employer partnerships in American industry, serve
as the company's foundation. Worthington Industries is listed as one of the 100
Best Companies to Work For in America by Fortune magazine.
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 future sales and operating results; projected capacity
levels; anticipated capital expenditures; projected timing, results, costs,
charges and expenditures related to plant closures and consolidations; and other
non-historical information constitute "forward- looking statements" within the
meaning of the Act. Because they are based on beliefs, estimates and
assumptions, forward-looking statements are inherently subject to risks and
uncertainties that could cause actual results to differ materially from those
projected. Any number of factors could affect actual results, including, without
limitation, product demand, changes in product mix and market acceptance of
products; changes in pricing or availability of raw materials, particularly
steel; effects of plant closures and the consolidation of operations; capacity
restraints and efficiencies; conditions in major product markets; delays in
construction or equipment supply; financial difficulties of customers, suppliers
and others with whom we do business; the effect of national, regional and
worldwide economic conditions; risks associated with doing business
internationally, including economical, political and social instability, and
foreign currency exposure; acts of war and terrorist activities; the ability to
improve processes and business practices to keep pace with the economic,
competitive and technological environment; the business environment and impact
of governmental regulations, both in the United States and abroad; and other
risks described from time to time in filings with the SEC.
SOURCE Worthington Industries, Inc.
CONTACT:
Cathy Mayne Lyttle, VP, Corporate Communications,
+1-614-438-3077, or cmlyttle@WorthingtonIndustries.com,
or Allison McFerren
Sanders, Director, Investor Relations, +1-614-840-3133, or
asanders@WorthingtonIndustries.com,
both of Worthington Industries
URL: http://www.worthingtonindustries.com
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