FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported): October 10, 2002
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AZZ incorporated
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(Exact name of Registrant as specified in its charter)
TEXAS 1-12777 75-0948250
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(State or Other Commission File No. (I.R.S. Employer
Jurisdiction of Identification Number)
Incorporation or
Organization)
University Center 1, Suite 200
1300 South University Drive
Fort Worth, TX 76107
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(Address of principal executive offices,
Including zip code)
Registrant's Telephone Number, including Area Code: (817) 810-0095
FORWARD LOOKING STATEMENTS
This Report may contain "forward-looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. These statements are generally
identified by the use of words such as "anticipate," "expect," "estimate,"
"intend," "should," "my," "believe," and terms with similar meanings. Although
the Company believes that the current views and expectations reflected in these
forward-looking statements are reasonable, those views and expectations, and the
related statements, are inherently subject to risks, uncertainties, and other
factors, many of which are not under the Company's control. Those risks,
uncertainties, and other factors could cause the actual results to differ
materially from these in the forward-looking statements. Those risks,
uncertainties, and factors include, but are not limited to: the level of demand
for Company products and services, prices and raw material cost, including zinc
and natural gas which is used in the hot dip galvanizing process; changes in the
economic conditions of the various markets the Company serves, foreign and
domestic, including the market price for oil and natural gas; customer requested
delay of shipments, acquisition opportunities, adequacy of financing, and
availability of experienced management employees to implement the Company's
growth strategy; and customer demand, including demand by the electrical power
generation, transmission and distribution markets and the industrial markets and
response to products and services offered by the Company. The Company expressly
disclaims any obligations to release publicly any updates or revisions to these
forward-looking statements to reflect any change in its views or expectations.
The Company can give no assurances that such forward-looking statements will
prove to be correct.
ITEM 5. OTHER EVENTS
Although the registrant is not covered by the SEC order issued on June 7, 2002
under Section 21 (a) of the Securities Exchange Act of 1934 requiring the chief
executive officer and the chief financial officer of certain publicly traded
companies to provide a statement in writing, under oath, regarding the accuracy
and completeness of their company's most recent filings, the registrant is
voluntarily providing such statements. Those statements are attached as Exhibits
99.1 and 99.2 under Item 7 below.
ITEM 7. (c) EXHIBITS
The following exhibits are filed as part of this report.
(1) Exhibit 99.1 - Statement under oath of the principal executive officer
regarding facts and circumstances relating to exchange act filings.
(2) Exhibit 99.2 - Statement under oath of the principal financial officer
regarding facts and circumstances relating to exchange act filings.
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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.
AZZ incorporated
DATE: 10/10/ 2002 By: /s/ Dana Perry
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Dana Perry
Vice President Finance
Chief Financial Officer
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