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Worthington Industries Reports Third Quarter Results

    COLUMBUS, Ohio--March 19, 2003--Worthington Industries, Inc. today reported results for the three and nine-month periods ended February 28, 2003. For the quarter, sales were $536.6 million, an increase of 32% from $405.7 million last year. For the nine-month period, sales were $1,629.9 million, a 33% increase from $1,225.7 million in the comparable year ago period.
    Third quarter net income increased to $11.3 million compared to a net loss of $45.9 million for the same period a year ago, and diluted earnings per share increased to $0.13 compared to a loss of $0.53 last year. The year ago time period was impacted by one-time charges including a $64.6 million pre-tax restructuring charge and a $21.2 million pre-tax reserve for the potential impairment of certain assets. Together these charges totaled $54.5 million on an after-tax basis, or $0.63 per share.
    Year-to-date earnings increased to $59.6 million from a net loss of $20.3 million for the same period a year ago, and diluted earnings per share increased to $0.69 compared to a loss of $0.24 last year. The year ago time period was impacted by the same one-time charges discussed above, totaling $54.5 million after-tax, or $0.63 per share.
    "The seasonal slowdown that we normally see in the third quarter was exacerbated by tightening margins in Processed Steel Products and continued contraction in the commercial construction market served by our Metal Framing business segment. Elevated inventory levels were also an issue during the quarter as pricing fell from recent highs," said John P. McConnell, Chairman and CEO of Worthington Industries. "Short term economic and business conditions have deteriorated noticeably; however, we are well positioned for a stronger economic environment and have yet to realize the full benefits of the Unimast acquisition and our consolidation plan," concluded McConnell.
    Within the Processed Steel Products segment, net sales increased 22% or $59.1 million to $321.9 million from $262.8 million in the comparable quarter of fiscal 2002. Although volumes were up over the prior year, the significant increase in raw material costs contributed to a sizeable decline in the spread between selling prices and material costs. As a result, the segment operating margin was well below historical levels.
    Within the Metal Framing segment, net sales increased 97% or $66.5 million to $135.0 million from $68.5 million in the comparable quarter of fiscal 2002. The increase in metal framing sales is due both to the Unimast acquisition and to higher selling prices, driven by raw material increases. Combined sales for Dietrich Metal Framing and Unimast for the third quarter last year (prior to the acquisition) were $120.5 million. Thus, current quarter sales for the Metal Framing segment were up $14.5 million from the combined sales of the prior year period, but combined pounds shipped were down 17% due to weakness in commercial construction activity and severe weather. The volume decline, coupled with Unimast integration costs and higher material costs, contributed to a segment operating margin well below historical averages.
    Within the Pressure Cylinders segment, net sales increased 7%, or $5.0 million, to $75.7 million from $70.7 million in the comparable quarter of fiscal 2002. The increase was generated by significantly greater international activity as well as elevated demand for heating tanks. As a result, the segment operating margin was much improved.
    Worthington's joint ventures also contributed positively to third quarter results. Equity in the net income of five unconsolidated affiliates totaled $6.9 million, up 28% from $5.4 million in the year ago quarter.

    Worthington Industries is a leading diversified metal processing company with annual sales of approximately $2 billion. The Columbus, Ohio, based company is North America's premier value-added steel processor and a leader in manufactured metal products such as automotive aftermarket stampings, pressure cylinders, metal framing, metal ceiling grid systems and laser welded blanks. Worthington employs more than 8,000 people and operates 62 facilities in 10 countries.
    Founded in 1955, the company operates under a long-standing corporate philosophy rooted in the golden rule, with earning money for its shareholders as the first corporate goal. This philosophy, an unwavering commitment to the customer, and one of the strongest employee/employer partnerships in American industry serve as the company's foundation.

    Safe Harbor Statement

    The company wishes to take advantage of the Safe Harbor provisions included in the Private Securities Litigation Reform Act of 1995 ("the Act"). Statements by the company relating to future sales and operating results; projected capacity levels; anticipated capital expenditures; projected timing, results, costs, charges and expenditures related to plant closures and consolidations; and other non-historical information constitute "forward-looking statements" within the meaning of the Act. Because they are based on beliefs, estimates and assumptions, forward-looking statements are inherently subject to risks and uncertainties that could cause actual results to differ materially from those projected. Any number of factors could affect actual results, including, without limitation, product demand, changes in product mix and market acceptance of products; changes in pricing or availability of raw materials, particularly steel; effects of plant closures and the consolidation of operations; capacity restraints and efficiencies; conditions in major product markets; delays in construction or equipment supply; financial difficulties of customers, suppliers and others with whom we do business; the effect of national, regional and worldwide economic conditions; risks associated with doing business internationally, including economic, political and social instability, and foreign currency exposure; acts of war and terrorist activities; the ability to improve processes and business practices to keep pace with the economic, competitive and technological environment; the business environment and impact of governmental regulations, both in the United States and abroad; and other risks described from time to time in filings with the SEC.



                     WORTHINGTON INDUSTRIES, INC.
                          EARNINGS HIGHLIGHTS
                   (In Thousands, Except Per Share)

                         Three Months Ended      Nine Months Ended
                               Feb. 28,               Feb. 28,
                        --------------------- -----------------------
                           2003       2002       2003        2002
                          --------   --------  ----------  ----------
                        (Unaudited)(Unaudited)(Unaudited) (Unaudited)

Net sales:
  Processed Steel
   Products              $321,880   $262,840  $  993,481  $  803,946
  Metal Framing           134,992     68,515     399,908     223,752
  Pressure Cylinders       75,739     70,710     225,324     188,375
  Other                     3,973      3,675      11,232       9,604
                          --------   --------  ----------  ----------
    Total net sales       536,584    405,740   1,629,945   1,225,677

Cost of goods sold        471,101    354,889   1,394,668   1,053,532
                          --------   --------  ----------  ----------
    Gross margin           65,483     50,851     235,277     172,145

Selling, general &
 administrative expense    46,253     36,753     139,808     115,367
Restructuring
 adjustment                     -     64,575      (5,622)     64,575
                          --------   --------  ----------  ----------

Operating income
 (loss):
  Processed Steel
   Products                 8,994    (41,760)     63,311     (13,319)
  Metal Framing             4,012       (507)     22,284       9,320
  Pressure Cylinders        7,189     (5,784)     21,016      (1,446)
  Other                      (965)    (2,426)     (5,520)     (2,352)
                          --------   --------  ----------  ----------
    Total operating
     income (loss)         19,230    (50,477)    101,091      (7,797)

Other income (expense):
  Miscellaneous expense    (1,979)      (117)     (5,636)     (1,245)
  Nonrecurring loss             -    (21,223)     (5,400)    (21,223)
  Interest expense         (6,317)    (5,815)    (18,760)    (17,000)
  Equity in net income of
   unconsolidated
    affiliates              6,910      5,404      22,512      15,365
                          --------   --------  ----------  ----------
    Earnings (loss)
     before taxes          17,844    (72,228)     93,807     (31,900)
Income tax expense
 (benefit)                  6,513    (26,363)     34,239     (11,643)
                          --------   --------  ----------  ----------

    Net earnings (loss)  $ 11,331   $(45,865) $   59,568  $  (20,257)
                          ========   ========  ==========  ==========


Average common shares
 outstanding - diluted     86,531     85,985      86,621      85,853
                          --------   --------  ----------  ----------

    Earnings (loss) per
     share - diluted     $   0.13   $  (0.53) $     0.69  $    (0.24)
                          ========   ========  ==========  ==========


Common shares
 outstanding at end of
 period                    85,896     85,418      85,896      85,418

Cash dividends declared
 per common share        $   0.16   $   0.16  $     0.48  $     0.48



Net earnings excluding restructuring adjustment and nonrecurring
 loss:
---------------------------------------------------------------------
Restructuring adjustment by segment
----------------------------------
  Processed Steel
   Products              $       -  $ 52,126  $   (8,717) $   52,126
  Metal Framing                  -       910       1,574         910
  Pressure Cylinders             -    10,666       1,420      10,666
  Other                          -       873         101         873
                          ---------  --------  ----------  ----------

  Total restructuring
   adjustment            $       -  $ 64,575  $   (5,622) $   64,575
                          ========   ========  ==========  ==========

Reported net earnings
 (loss)                  $ 11,331   $(45,865) $   59,568  $  (20,257)
Add back:  restructuring
 adjustment, net of tax          -    41,005      (3,570)     41,005
Add back:  nonrecurring
 loss, net of tax                -    13,477       3,429      13,477
                          ---------  --------  ----------  ----------

Net earnings excluding
 restructuring adjustment
  and nonrecurring loss  $ 11,331   $  8,617  $   59,426  $   34,225
                          ========   ========  ==========  ==========




                     WORTHINGTON INDUSTRIES, INC.
                 CONDENSED CONSOLIDATED BALANCE SHEETS
                            (In Thousands)

                                               Feb. 28,     May 31,
                                                 2003        2002
                                               ----------  ----------
                                              (Unaudited)  (Audited)
                               ASSETS

Current assets
   Cash and cash equivalents                  $      553  $      496
   Accounts receivable, net                      122,062     197,240
   Inventories                                   329,903     219,950
   Deferred income taxes                          45,204      43,538
   Other current assets                           34,216      29,116
                                               ----------  ----------

      Total current assets                       531,938     490,340

Investments in unconsolidated affiliates          96,384      91,759
Goodwill                                         104,012      75,400
Other assets                                      31,837      33,219
Property, plant and equipment, net               760,970     766,596
                                               ----------  ----------

      Total assets                            $1,525,141  $1,457,314
                                               ==========  ==========

                LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities
   Accounts payable                           $  224,039  $  233,181
   Notes payable                                  48,664       5,281
   Current maturities of long-term debt              790       1,082
   Other current liabilities                      86,680      99,807
                                               ----------  ----------

      Total current liabilities                  360,173     339,351

Other liabilities                                 84,972      73,731
Long-term debt                                   295,999     289,250
Deferred income taxes                            150,974     148,726

Shareholders' equity                             633,023     606,256
                                               ----------  ----------

      Total liabilities and shareholders'
       equity                                 $1,525,141  $1,457,314
                                               ==========  ==========




                     WORTHINGTON INDUSTRIES, INC.
            CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                            (In Thousands)

                                                  Nine Months Ended
                                                       Feb. 28,
                                               -----------------------
                                                   2003        2002
                                                 ---------    --------
                                               (Unaudited) (Unaudited)
Operating activities
  Net earnings (loss)                           $  59,568    $(20,257)
  Adjustments to reconcile net earnings (loss)
    to net cash provided by operating
    activities:
      Depreciation and amortization                53,203      51,413
      Restructuring adjustment                     (5,622)     64,575
      Nonrecurring loss                             5,400      21,223
      Other adjustments                            14,353     (32,680)
      Changes in current assets and liabilities   (11,897)      3,564
                                                 ---------    --------
      Net cash provided by operating activities   115,005      87,838

Investing activities
  Investment in property, plant and equipment,
   net                                            (18,973)    (33,119)
  Acquisitions, net of cash acquired             (113,740)          -
  Investment in equity affiliates                       -     (21,000)
  Proceeds from sale of assets                     17,171      10,037
                                                 ---------    --------
      Net cash used by investing activities      (115,542)    (44,082)

Financing activities
  Proceeds from short-term borrowings              40,179      15,246
  Proceeds from long-term debt                        674           -
  Principal payments on long-term debt               (588)    (18,004)
  Dividends paid                                  (41,124)    (40,986)
  Other                                             1,453         404
                                                 ---------    --------
      Net cash provided (used) by financing
       activities                                     594     (43,340)
                                                 ---------    --------

Increase in cash and cash equivalents                  57         416
Cash and cash equivalents at beginning of
 period                                               496         194
                                                 ---------    --------

Cash and cash equivalents at end of period      $     553    $    610
                                                 =========    ========