UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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)February 1, 2010 (January 31, 2010)
Commercial Metals Company
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
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| 1-4304 | | 75-0725338 |
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| (Commission File Number) | | (IRS Employer Identification No.) |
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6565 N. MacArthur Blvd.
Irving, Texas | | 75039 |
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| (Address of Principal Executive Offices) | | (Zip Code) |
(214) 689-4300
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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 (seeGeneral Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| Item 5.02 | | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On January 31, 2010, Russell B. Rinn, Executive Vice President of Commercial Metals Company (the “Company”) and President of the Company’s CMC Americas Division, tendered his resignation, effective Friday, February 5, 2010. Consistent with the Company’s continuous succession planning process, a number of internal and external candidates will be considered to head the CMC Americas Division.
Mr. Tracy L. Porter will, on an interim basis, manage the CMC Americas Division while the Company completes a search for Mr. Rinn’s successor. Mr. Porter, who has been with the Company for nineteen years, started his career with the Company at the Sequin, Texas minimill, later became General Manager of the CMC Steel Arkansas/CMC Southern Post unit in Magnolia, Arkansas, and currently heads the Company’s Rebar Fabrication Division within the CMC Americas Division.
Item 7.01 Regulation FD Disclosure.
On February 1, 2010, the Company issued a press release (the “Press Release”) announcing Mr. Rinn’s resignation. A copy of the Press Release is attached hereto as Exhibit 99.1. The Press Release is incorporated by reference into this Item 7.01, and the foregoing description of the Press Release is qualified in its entirety by reference to this exhibit.
The information in this Item 7.01 of Form 8-K, including Exhibit 99.1, 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.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibit is furnished with this Form 8-K.
| | 99.1 | | Press Release dated February 1, 2010. |
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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| | COMMERCIAL METALS COMPANY
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| Date: February 1, 2010 | By: | /s/ William B. Larson | |
| | | Name: | William B. Larson | |
| | | Title: | Senior Vice President and
Chief Financial Officer | |
EXHIBIT INDEX
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| Exhibit No. | | Description of Exhibit |
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| 99.1 | | Press Release dated February 1, 2010. |
