AWI Armstrong World Industries Inc

 

 

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): July 24, 2023

 

 

ARMSTRONG WORLD INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

 

 

Pennsylvania		1-2116		23-0366390
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(IRS Employer Identification No.)
2500 Columbia Avenue P.O. Box 3001 Lancaster, Pennsylvania				17603
(Address of principal executive offices)				(Zip Code)

 

Registrant’s telephone number, including area code: (717) 397-0611

NA

(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

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.01 par value per share		AWI		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ◻

 

 

 

 

---

 

Section 8 – Other Events

Item 8.01. Other Events

On July 24, 2023 Armstrong World Industries, Inc. (the “Company”) issued a press release announcing that it has acquired BOK Modern, LLC, a pioneer in the design and development of integrated architectural systems for interior and exterior applications. A copy of the press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

No. 99.1   No. 104		Press Release of Armstrong World Industries, Inc. dated July 24, 2023   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

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.

ARMSTRONG WORLD INDUSTRIES, INC.
By:		/s/ Austin K. So
		Austin K. So
		Senior Vice President, General Counsel, Secretary and Chief Compliance Officer

Date: July 24, 2023

 

2

---

 

Exhibit 99.1

 

Armstrong World Industries Acquires BŌK Modern and Expands its Architectural Metal Capabilities

 

LANCASTER, Pa., July 24, 2023 – Armstrong World Industries, Inc. (NYSE: AWI), a leader in the design, innovation and manufacture of ceiling and wall solutions in the Americas, today announced that it has acquired BŌK Modern, LLC (BŌK), a pioneer in the design and development of integrated architectural metal systems for interior and exterior applications.

 

BŌK has built its business on collaborating with architects, designers, general contractors, and installers to build a growing portfolio of innovative architectural metal solutions. In addition to adding aesthetic appeal, many of its patented designs reduce the amount of metal needed for support structures leading to significant project cost savings. Their portfolio includes standard products and custom solutions such as facades and screens for interior and exterior partitions.

“BŌK is a strong complement to our growing metal category and will add new design capabilities to AWI with a particular focus on innovating to deliver customers’ design intent with greater efficiency,” said AWI CEO and President Vic Grizzle. “We look forward to welcoming the BŌK Modern team to the Armstrong family and to the opportunities ahead as we collaborate to accelerate growth in the metal category.”

BŌK was founded in Northern California in 2009 by designer Heddie Chu and architect Russ Naylor who are both remaining with the company. Since its founding, the company has developed a proven track record with a marquee clientele in the architecture and construction industry based on their innovation, knowledge, service and reliability. With a unique approach to metal fabrication, design and engineering, BŌK works to bring design visions into reality by combining the best design and technical approach to provide superior aesthetics with simplicity and efficiency.

“Much like Armstrong, we pride ourselves on helping designers and architects bring their vision to life with simple, elegant solutions,” said Chu and Naylor. “Armstrong has built a unique position in the industry for metal architectural solutions, and we’re excited about the growth we can achieve by partnering with Armstrong. We look forward to collaborating with Armstrong’s Moz and Arktura businesses, along with our broader metal network, as we share common design and innovation DNA."

BŌK Modern had 2022 revenues of approximately $12 million. AWI funded the acquisition with available cash. Financial terms of the transaction were not disclosed.

For more information, visit www.armstrongceilings.com/BOKModern.

 

---

 

 

About Armstrong World Industries

Armstrong World Industries, Inc. (AWI) is a leader in the design and manufacture of innovative ceiling and wall system solutions in the Americas. With $1.2 billion in revenue in 2022, AWI has approximately 3,000 employees and a manufacturing network of 16 facilities, plus seven facilities dedicated to its WAVE joint venture.

Uncertainties Affecting Forward-Looking Statements
Disclosures in this release and in our other public documents and comments may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Those statements provide our future expectations or forecasts and can be identified by our use of words such as "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," "outlook," "target," "predict," "may," "will," "would," "could," "should," "seek," and other words or phrases of similar meaning in connection with any discussion of future operating or financial performance. Forward-looking statements, by their nature, address matters that are uncertain and involve risks because they relate to events and depend on circumstances that may or may not occur in the future. As a result, our actual results may differ materially from our expected results and from those expressed in our forward-looking statements. A more detailed discussion of the risks and uncertainties that could cause our actual results to differ materially from those projected, anticipated or implied is included in the “Risk Factors” and “Management’s Discussion and Analysis” sections of our reports on Forms 10-K and 10-Q filed with the U.S. Securities and Exchange Commission. Forward-looking statements speak only as of the date they are made. We do not undertake or assume any obligation to update or revise any forward-looking statements beyond what is required under applicable securities law.

Contact:

Theresa Womble, tlwomble@armstrongceilings.com or (717) 396-6354
 

2

 

---

v3.23.2

Document And Entity Information	Jul. 24, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jul. 24, 2023
Entity Registrant Name	ARMSTRONG WORLD INDUSTRIES, INC.
Entity Central Index Key	0000007431
Entity Emerging Growth Company	false
Securities Act File Number	1-2116
Entity Tax Identification Number	23-0366390
Entity Address, Address Line One	2500 Columbia Avenue P.O. Box 3001
Entity Address, City or Town	Lancaster
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	17603
City Area Code	717
Local Phone Number	397-0611
Entity Incorporation, State or Country Code	PA
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.01 par value per share
Trading Symbol	AWI
Security Exchange Name	NYSE

---