8-K 1 d10374e8vk.txt FORM 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): November 7, 2003 COMMERCIAL METALS COMPANY (Exact name of registrant as specified in its charter) DELAWARE 1-4304 75-0725338 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation) Identification No.) 6565 N. MACARTHUR BLVD. IRVING, TEXAS 75039 (Address of principal (Zip Code) executive offices) Registrant's telephone number, including area code: (214) 689-4300 ================================================================================ ITEM 5. OTHER EVENTS. On November 7, 2003, Commercial Metals Company announced the expiration of cash tender offer for its outstanding 7.20% Notes due 2005. A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated herein by reference under Item 5. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits 99.1 Press Release dated November 7, 2003. ITEM 9. REGULATION FD DISCLOSURE. The Company is furnishing the following information pursuant to Regulation FD: "As part of our overall business strategy, we pursue acquisitions of and investments in complementary companies. We are currently participating in negotiations regarding a potential acquisition of another company for a cash purchase price of approximately $50 million. The transaction is subject to the negotiation of definitive agreements and other conditions and approvals. We can give no assurance whether these negotiations will be concluded or whether this transaction will be completed." The information in this Item 9 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. COMMERCIAL METALS COMPANY By: /s/ WILLIAM B. LARSON ---------------------------------------------- Name: William B. Larson Title: Vice President and Chief Financial Officer Date: November 7, 2003 EXHIBIT INDEX
Exhibit No. Description of Exhibit ----------- ------------------------------------- 99.1 Press Release dated November 7, 2003.