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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): March 15, 2011
L.B. Foster Company
(Exact Name of Registrant as Specified in its Charter)
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Pennsylvania
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000-10436
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25-1324733
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(State or Other Jurisdiction
of Incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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415 Holiday Drive
Pittsburgh, Pennsylvania
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15220
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (412) 928-3417
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N/A
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(Former Name or Former Address, if Changed Since Last Report)
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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 (see General Instruction A.2. below):
¨ 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))
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Item 7.01
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Regulation FD Disclosure.
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On March 15, 2011, the Board of Directors of the L.B. Foster Company approved the payment of a quarterly cash dividend of $0.025 per share on April 4, 2011, to shareholders of record as of March 25, 2011.
For more information, see the press release attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press Release issued March 15, 2011
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SIGNATURES
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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.
L.B. Foster Company
(Registrant)
Date: March 15, 2011
/s/ David J. Russo
David J. Russo
Senior Vice President,
Chief Financial and Accounting Officer and Treasurer
Exhibit Index
Exhibit No. Description
99.1 Press Release issued March 15, 2011
Exhibit 99.1
For Immediate Release
L.B. Foster Company Initiates Quarterly Dividend
PITTSBURGH, PA (March 15, 2011) - L.B. Foster Company (Nasdaq: FSTR) announced today that its Board of Directors has authorized a $0.025 per share quarterly cash dividend on its issued and outstanding shares of common stock, payable April 4, 2011 to shareholders of record at the close of business on March 25, 2011. There are currently approximately 10.3 million shares outstanding.
L.B. Foster’s Chairman of the Board of Directors, Mr. Lee Foster commented, “The Board is very pleased to put another vehicle in place to add value for our shareholders.”
L.B. Foster Company is a leading manufacturer, fabricator, and distributor of products for the rail, construction, utility and energy markets with locations in North America and Europe.
Contact information: David Russo (412) 928-3450
drusso@lbfosterco.com
The Company wishes to caution readers that various factors could cause the actual results of the Company to differ materially from those indicated by forward-looking statements in news releases, and other communications, including oral statements, such as references to future profitability, made from time to time by representatives of the Company. Specific risks and uncertainties that could affect the Company’s profitability include, but are not limited to, general economic conditions, sudden and/or sharp declines in steel prices, adequate funding for infrastructure projects, production delays or problems encountered at our manufacturing facilities and the availability of existing and new piling and rail products. There are also no assurances that the announced dividend will continue on a quarterly basis should known or unknown factors negatively impact the financial position of the Company.
Matters discussed may include forward-looking statements that involve risks and uncertainties. Sentences containing words such as “anticipates,” “expects,” or “will,” generally should be considered forward-looking statements. More detailed information on these and additional factors which could affect the Company’s operating and financial results are described in the Company’s Forms 10-K, 10-Q and other reports, filed or to be filed with the Securities and Exchange Commission. The Company urges all interested parties to read these reports to gain a better understanding of the many business and other risks that the Company faces. The forward-looking statements contained in this press release are made only as of the date hereof, and the Company undertakes no obligation to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise.