-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HWnkO8V5AFtxktIo29/VgJsuLTSrNh1PDq0IJGXqN1jGm70KeH2qghv5PYUceyAS FhRe4sUh1QMYXgYTsQ9Tcw== 0000950152-02-006580.txt : 20020821 0000950152-02-006580.hdr.sgml : 20020821 20020821165023 ACCESSION NUMBER: 0000950152-02-006580 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020821 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: FILED AS OF DATE: 20020821 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WORTHINGTON INDUSTRIES INC CENTRAL INDEX KEY: 0000108516 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES & ROLLING & FINISHING MILLS [3310] IRS NUMBER: 311189815 STATE OF INCORPORATION: OH FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08399 FILM NUMBER: 02745020 BUSINESS ADDRESS: STREET 1: 1205 DEARBORN DR CITY: COLUMBUS STATE: OH ZIP: 43085 BUSINESS PHONE: 6144383210 MAIL ADDRESS: STREET 1: 1205 DEARBORN DR CITY: COLUMBUS STATE: OH ZIP: 43085 FORMER COMPANY: FORMER CONFORMED NAME: WORTHINGTON STEEL CO DATE OF NAME CHANGE: 19720123 8-K 1 l95977ae8vk.txt WORTHINGTON INDUSTRIES, INC. 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 21, 2002 --------------- Worthington Industries, Inc. ----------------------------- (Exact name of registrant as specified in its charter) Ohio 1-8399 31-1189815 ---------------------------- ---------------- ------------------- (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 1205 Dearborn Drive, Columbus, Ohio 43085 ------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (614) 438-3210 -------------- Not Applicable ------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Index to Exhibits is on Page 4. Item 7. Financial Statements and Exhibits. - --------------------------------------------- (a) None required. (b) None required. (c) Exhibits: Exhibit No. Description ----------- ----------- 99.1 Statement Under Oath of Principal Executive Officer of Worthington Industries, Inc. Regarding Facts and Circumstances Relating to Exchange Act Filings 99.2 Statement Under Oath of Principal Financial Officer of Worthington Industries, Inc. Regarding Facts and Circumstances Relating to Exchange Act Filings Item 9. Regulation FD Disclosure. - ------------------------------------ On August 21, 2002, each of the Principal Executive Officer, John P. McConnell, and Principal Financial Officer, John T. Baldwin, of Worthington Industries, Inc. submitted to the Securities and Exchange Commission sworn statements pursuant to Securities and Exchange Commission Order No. 4-460. A copy of each of these statements is attached hereto as an Exhibit (99.1 and 99.2). 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. WORTHINGTON INDUSTRIES, INC. Date: August 21, 2002 By: /s/ John T. Baldwin ---------------------------------------------- Printed Name: John T. Baldwin ----------------------------------- Title: Vice President and Chief Financial Officer ------------------------------------------- 3 INDEX TO EXHIBITS ----------------- Exhibit Number Description - -------------- ----------- 99.1 Statement Under Oath of Principal Executive Officer of Worthington Industries, Inc. Regarding Facts and Circumstances Relating to Exchange Act Filings 99.2 Statement Under Oath of Principal Financial Officer of Worthington Industries, Inc. Regarding Facts and Circumstances Relating to Exchange Act Filings 4 EX-99.1 3 l95977aexv99w1.txt EXHIBIT 99.1 Exhibit 99.1 STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, John P. McConnell, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Worthington Industries, Inc., and, except as corrected or supplemented in a subsequent covered report: - No covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and - No covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's Audit Committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": - The Annual Report on Form 10-K of Worthington Industries, Inc. for the fiscal year ended May 31, 2002; - All reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Worthington Industries, Inc. filed with the Commission subsequent to the filing of the Form 10-K identified above; and - Any amendments to the foregoing. /s/ John P. McConnell Subscribed and sworn to - ----------------------------------- before me this 21st day of John P. McConnell August 2002. Chairman & Chief Executive Officer Date: August 21, 2002 /s/ Marybeth Bosko ----------------------------------- Notary Public [NOTARY SEAL] My Commission Expires: No Expiration ------------- EX-99.2 4 l95977aexv99w2.txt EXHIBIT 99.2 Exhibit 99.2 STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, John T. Baldwin, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Worthington Industries, Inc., and, except as corrected or supplemented in a subsequent covered report: - No covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and - No covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's Audit Committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": - The Annual Report on Form 10-K of Worthington Industries, Inc. for the fiscal year ended May 31, 2002; - All reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Worthington Industries, Inc. filed with the Commission subsequent to the filing of the Form 10-K identified above; and - Any amendments to the foregoing. /s/ John T. Baldwin Subscribed and sworn to - ---------------------------------------- before me this 21st day of John T. Baldwin August 2002. Vice President & Chief Financial Officer Date: August 21, 2002 /s/ Marybeth Bosko ------------------------------------ Notary Public [NOTARY SEAL] My Commission Expires: No Expiration ------------- -----END PRIVACY-ENHANCED MESSAGE-----