FORM
8-K
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
S.C. 20549
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITES
EXCHANGE ACT OF 1934
Date of
Report (Date of earliest event reported): April 3, 2009
AZZ
incorporated
(Exact
name of Registrant as specified in its charter)
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TEXAS
(State
or Other Jurisdiction of Incorporation or Organization)
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1-12777
Commission
File No.
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75-0948250
(I.R.S.
Employer Identification Number)
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One
Museum Place, Suite 500
3100
West 7th Street
Fort Worth, TX 76107
(Address
of principal executive offices, including zip code)
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Registrant’s
Telephone Number, including Area Code:
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(817)
810-0095
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University
Centre 1, Suite 200
1300
South University Drive
Fort Worth, TX 76107
(Former
name or former address, if changed since last report)
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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:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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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
twelve-month periods ended February 28, 2009, dated April 3, 2009.
ITEM
8.01 OTHER EVENTS
Attached
is Exhibit 99.2, Unaudited Financial and Other Statistical Information, for the
three and twelve-month periods ended February 28, 2009 and Guidance for Fiscal
Year 2010, which compiles AZZ incorporated’s unaudited financial and other
statistical information for the three and twelve-month periods ended February
28, 2009 and provides forward looking guidance for the fiscal year ending
February 28, 2010. The guidance for the fiscal year to end February
28, 2010, 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.
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ITEM
9.01 EXHIBITS
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The
following exhibits are filed as part of this report.
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Exhibit
99.1
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AZZ
incorporated's Press Release reporting the Company's unaudited earnings
and other selected financial information for the three and twelve-month
periods ended February 28, 2009, dated April 3, 2009
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Exhibit
99.2
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Unaudited
Financial and Other Statistical Information for the three and twelve-month
periods ended February 28, 2009, and Guidance for Fiscal Year
2010
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FORWARD LOOKING
STATEMENTS
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
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, currency exchange rates,
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.
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.
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AZZ
incorporated
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DATE: 4/3/2009
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By: /s/ Dana Perry
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Dana
Perry
Senior
Vice President Finance
Chief
Financial Officer
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