Item 2.02 Results of Operations and Financial Condition.
On July 26, 2022, Armstrong World Industries, Inc. (the “Company”) issued a
press release announcing its second quarter 2022 consolidated financial results.
The full text of the press release is attached hereto as Exhibit 99.1.
The information in Item 2.02 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 Securities Exchange Act of 1934, as amended
(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
Securities Act of 1933, as amended (the “Act”), or the Exchange Act, except as
expressly set forth by specific reference in such filing.
Item 7.01 Regulation FD Disclosure.
On July 26, 2022, the Company issued a press release announcing that it will
report its second quarter 2022 consolidated financial results via a webcast and
conference call on July 26, 2022 at 10:00 a.m. Eastern Time which can be
accessed through the “Investors” section of the Company’s website,
https://ift.tt/btEcQ3r. During this report, the Company will reference a
slide presentation, a copy of which is attached hereto as Exhibit 99.2 and
incorporated herein by reference.
The information in Item 7.01 of this Current Report on Form 8-K, including
Exhibit 99.2, 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 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 the Company,
including the consummation of the Sale, and other statements that are not
historical facts. These statements are based on the current expectations and
beliefs of the Company’s management, and are subject to uncertainty and changes
in circumstances. This includes both annual guidance and five-year growth
targets which represent internal company estimates at a five-year compounded
annual growth rate. The Company 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 the Company. More detailed information about certain of these and other
factors may be found in filings by the Company with the U.S. Securities and
Exchange Commission, including its most recent Annual Report on Form 10-K in the
sections entitled “Cautionary Note Regarding Forward-Looking Statements” and
“Risk Factors”, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K.
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 may not be fully realized or may take longer
to realize than expected. The Company 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 9.01 Financial Statements and Exhibits. (d) Exhibits No. 99.1 Press Release of Armstrong World Industries, Inc. dated July 26, 2022 No. 99.2 Earnings Call Presentation Second Quarter 2022 dated July 26, 2022 No. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2
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