ARMSTRONG WORLD INDUSTRIES, INC. (NYSE:AWI) Files An 8-K Regulation FD DisclosureItem 7.01Regulation FD Disclosure
Attached as Exhibit 99.1 hereto and incorporated by reference are presentation slides that will form the basis form the basis of investor presentations beginning on November 21, 2017. The presentation slides are also available on the website of Armstrong World Industries, Inc.’s (“AWI,” the “Company,” “we,” “our,” or “us”) at www.armstrongceilings.com.
The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished herewith and shall not be deemed “filed” for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Act, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Caution Concerning Forward-Looking Statements
This Current Report on Form 8-K includes certain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act.Such forward-looking statements include, but are not limited to, statements about the plans, objectives, expectations and intentions of AWI, including the benefits of the sale of AWI’s international businesses, and other statements that are not historical facts.These statements are based on the current expectations and beliefs of AWI’s management, and are subject to uncertainty and changes in circumstances.AWI cautions readers that any forward-looking information is not a guarantee of future performance and that actual results may vary materially from those expressed or implied by the statements herein, due to changes in economic, business, competitive, technological, strategic or other regulatory factors, as well as factors affecting the operation of the business of AWI.More detailed information about certain of these and other factors may be found in filings by AWI with the Securities and Exchange Commission (the “SEC”), including its most recent Annual Report on Form 10-K in the sections entitled “Caution Concerning Forward-Looking Statements” and “Risk Factors.”Various factors could cause actual results to differ from those set forth in the forward-looking statements including, without limitation, the risk that the anticipated benefits from the sale of AWI’s EMEA and Pacific Rim Segments may not be fully realized or may take longer to realize than expected.AWI is under no obligation to, and expressly disclaims any obligation to, update or alter the forward-looking statements contained in this document, whether as a result of new information, future events or otherwise.
Item 8.01Other Events
Filed as Exhibit 99.2 are the unaudited pro forma consolidated statements of earnings for the nine months ended September 30, 2017 and each of the years ended December 31, 2016, 2015 and 2014, each as presented as if the sale of AWI’s EMEA and Pacific Rim Segments had occurred on January 1, 2014, and the unaudited pro forma consolidated balance sheet as of September 30, 2017, to illustrate the estimated effects of the Company’s previously announced sale of certain subsidiaries and assets comprising our business and operations in Europe, the Middle East and Africa (including Russia) and the Pacific Rim, including the corresponding businesses and operations conducted by Worthington Armstrong Venture, a Delaware general partnership, in which AWI holds a fifty percent (50%) interest.
Item 9.01 Financial Statements and Exhibits
ARMSTRONG WORLD INDUSTRIES INC ExhibitEX-99.1 2 awi-ex991_19.htm EX-99.1 awi-ex991_19.pptx.htm AWI to Sell EMEA and Pacific Rim Businesses November 21,…To view the full exhibit click here
About ARMSTRONG WORLD INDUSTRIES, INC. (NYSE:AWI)
Armstrong World Industries, Inc. is a producer of flooring products and ceiling systems for use in the construction and renovation of residential, commercial and institutional buildings. The Company operates in four segments: Building Products, which produces suspended mineral fiber, soft fiber and metal ceiling systems for use in commercial, institutional and residential settings; Resilient Flooring, which designs, manufactures, sources and sells a range of floor coverings primarily for homes and commercial and institutional buildings; Wood Flooring segment, which designs, manufactures, sources and sells hardwood flooring products for use in new residential construction and renovation, with some commercial applications in stores, restaurants and high-end offices, and Unallocated Corporate. Its brands include Armstrong, Alterna, BBT, BioBased Tile, BioGuard, Bruce, Cirrus, Dune, Excelon, Huiyi, Imperial, Initiator, Laurel, Luxe Plank, Medintech, MetalWorks, Optima and Perla.