GlobeNewswire Inc | Mar 24, 2021 06:45AM EDT

March 24, 2021

COLUMBUS, Ohio, March 24, 2021 (GLOBE NEWSWIRE) -- Worthington Industries, Inc. (NYSE: WOR) today reported net sales of $759.1 million and net earnings of $67.6 million, or $1.27 per diluted share, for its fiscal 2021 third quarter ended February 28, 2021. In the third quarter of fiscal 2020, the Company reported net sales of $764.0 million and net earnings of $15.3 million, or $0.27 per diluted share. Results in both the current and prior year quarter were impacted by several unique items, as summarized in the table below.

(U.S. dollars in million, except per share amounts)

3Q 2021 3Q 2020 After-Tax Per After-Tax Per Share ShareNet earnings $ 67.6 $ 1.27 $ 15.3 $ 0.27 Impairment andrestructuring 8.4 0.16 27.0 0.48 chargesGain oninvestment inNikola, net of (3.7 ) (0.07 ) - - incrementalexpensesTank replacement - - (1.7 ) (0.03 )programGain onconsolidation of - - (4.6 ) (0.08 )Samuel SteelPicklingAdjusted net $ 72.3 $ 1.36 $ 36.0 $ 0.64 earnings

Impairment and restructuring charges in both periods mostly related to the Companys oil and gas equipment business, which was divested on January 29, 2021. See Recent Developments below for further information related to the divestiture.

Financial highlights for the current and comparative periods are as follows:

(U.S. dollars in millions, except per share amounts)

3Q 2021 3Q 2020 9M 2021 9M 2020 Net sales $ 759.1 $ 764.0 $ 2,193.1 $ 2,447.5 Operating 49.8 (1.4 ) 57.0 16.1 income (loss)Equity income 31.7 25.5 80.9 97.6 Net earnings 67.6 15.3 610.2 62.6 Earnings per $ 1.27 $ 0.27 $ 11.28 $ 1.11 diluted share

"We delivered record earnings per share in our third quarter thanks to outstanding results in Steel Processing and solid performances from Pressure Cylinders and our joint ventures," said President & CEO Andy Rose. "Healthy demand across nearly all of our major end markets, combined with inventory holding gains and lower manufacturing costs drove the record performance."

Consolidated Quarterly Results

Net sales for the third quarter of fiscal 2021 were $759.1 million, down 1% from the comparable quarter in the prior year, when net sales were $764.0 million. The decrease was driven by lower sales in the oil and gas equipment business within Pressure Cylinders, which was divested in the current quarter, partially offset by higher average selling prices in Steel Processing and higher volume in the consumer products business within Pressure Cylinders. Gross margin increased $48.6 million over the prior year quarter to $164.1 million primarily due to improved direct spreads in Steel Processing which benefitted from significant inventory holding gains, which were estimated to be $31.1 million in the current quarter compared to an inventory holding loss of $6.0 million in the prior year quarter.

Operating income for the current quarter was $49.8 million, an increase of $51.2 million over the operating loss in the prior year quarter. Excluding impairment and restructuring charges, and the impact of the reserve decrease for the tank replacement program in the prior year quarter, adjusted operating income for the current quarter was $77.2 million, an improvement of $44.9 million over the prior year quarter, as the impact of higher gross margin was partially offset by higher SG&A expense, which was up $6.0 million on increased profit sharing and bonus expense.

Interest expense was $7.6 million for the current quarter, compared to $7.4 million in the prior year quarter. The increase was due primarily to higher average debt levels.

Equity income from unconsolidated joint ventures increased $6.2 million over the prior year quarter to $31.7 million due to higher contributions from all joint ventures except for WAVE which was down slightly. The Company received cash distributions of $18.4 million from unconsolidated joint ventures during the current quarter.

Income tax expense was $4.5 million in the current quarter compared to $4.8 million in the prior year quarter. The decrease was driven by a $19.7 million discrete tax benefit realized in connection with the sale of the oil and gas equipment business in the current quarter, partially offset by the impact of higher pre-tax earnings. Tax expense in the current quarter reflects an estimated annual effective rate of 20.1% compared to 24.6% for the prior year quarter.

Balance Sheet

At quarter-end, total debt of $708.9 million was relatively consistent with debt at November 30, 2020, and the Company had $649.5 million of cash.

Quarterly Segment Results

Steel Processings net sales totaled $504.5 million, up 3%, or $13.3 million, over the comparable prior year quarter driven by higher average selling prices, which were partially offset by lower toll volume. Operating income of $62.9 million was $43.9 million higher than the prior year quarter on improved direct spreads primarily driven by estimated inventory holding gains of $31.1 million in the current quarter compared to an inventory holding loss of $6.0 million in the prior year quarter. The mix of direct versus toll tons processed was 48% to 52% in the current quarter, compared to 44% to 56% in the prior year quarter.

Pressure Cylinders net sales totaled $254.6 million, down 6%, or $16.4 million, from the comparable prior year quarter. The decrease was driven by a $24.3 million decline in the recently divested oil and gas equipment business, partially offset by higher volume in the consumer products business. Operating loss of $15.6 million was an improvement of $4.2 million over the prior year quarter. Excluding impairment and restructuring charges, and the impact of the reserve decrease for the tank replacement program in the prior year quarter, adjusted operating income was up slightly to $12.8 million, as declines in the oil and gas equipment business were more than offset by improvements in the consumer and industrial products businesses.

Recent Developments

-- On Jan. 4, 2021, the Company acquired PTEC Pressure Technology GmbH, a leading independent designer and manufacturer of valves and components for high-pressure hydrogen and compressed natural gas storage, transport and onboard fueling systems. The total purchase price was approximately $10.8 million. -- On Jan. 13, 2021, the Company sold its remaining 7,048,020 shares of Nikola common stock for net proceeds of $146.6 million, resulting in a pre-tax gain of $2.7 million. -- On Jan. 29, 2021, the Company sold its oil and gas equipment business to an affiliate of Ten Oaks Group. The Company retained the real estate associated with the business and received nominal consideration at closing, resulting in a pre-tax loss of $27.7 million within restructuring and other expense. -- On Jan. 29, 2021, the Company acquired General Tools & Instruments Company LLC, a provider of feature-rich, specialized tools in various categories including environmental health & safety, precision measurement & layout, home repair & remodel, lawn & garden and specific purpose tools. The total purchase price was approximately $120.6 million, subject to closing adjustments. -- On Mar. 12, 2021, the Company sold its Structural Composites Industries facility located in Pomona, CA, to Luxfer Holdings PLC for approximately $20.0 million, subject to closing adjustments. The Company expects to record a loss of approximately $7.0 million in the fourth quarter of fiscal 2021 related primarily to the allocation of goodwill associated with the divestiture. -- During the third quarter of fiscal 2021, the Company repurchased a total of 1,000,000 of its common shares for $52.4 million, at an average purchase price of $52.37.

Outlook

Our businesses are performing well and with the strategic acquisitions and divestitures we completed recently we are well positioned moving forward, Rose said. As strong as our record Q3 was, it could have been better. We faced challenges, some of which will persist, including a tight steel market, semi-conductor shortages that impacted our automotive customers, extreme weather, and continuing COVID related production issues. Our teams are exceptional, and they will continue to navigate these challenges, working safely to drive our business to new heights.

Conference Call

Worthington will review fiscal 2021 third quarter results during its quarterly conference call on March 24, 2021, at 2:00 p.m., Eastern Time. Details regarding the conference call can be found on the Company website at www.WorthingtonIndustries.com.

About Worthington Industries

Worthington Industries (NYSE:WOR) is a leading industrial manufacturing company delivering innovative solutions to customers that span many industries including transportation, construction, industrial, agriculture, retail and energy. Worthington is North Americas premier value-added steel processor and producer of laser welded products; and a leading global supplier of pressure cylinders and accessories for applications such as fuel storage, water systems, outdoor living, tools and celebrations. The Companys brands, primarily sold in retail stores, include Coleman, Bernzomatic, Balloon Time, Mag Torch, Well-X-Trol, General, Garden-Weasel, Pactool International and Hawkeye. Worthingtons WAVE joint venture with Armstrong is the North American leader in innovative ceiling solutions.

Headquartered in Columbus, Ohio, Worthington operates 50 facilities in 15 states and seven countries, sells into over 90 countries and employs approximately 8,000 people. Founded in 1955, the Company follows a people-first philosophy with earning money for its shareholders as its first corporate goal. Relentlessly finding new ways to drive progress and practicing a shared commitment to transformation, Worthington makes better solutions possible for customers, employees, shareholders and communities.

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 the ever-changing effects of the novel coronavirus (COVID-19) pandemic the duration, extent and severity of which are impossible to predict, including the possibility of further resurgence in the spread of COVID-19 on economies (local, national and international) and markets, and on our customers, counterparties, employees and third-party service providers, as well as the effects of various responses of governmental and nongovernmental authorities to the COVID-19 pandemic (such as quarantines, shut downs and other restrictions on travel and commercial, social or other activities), the development, availability and effectiveness of vaccines, and the implementation of fiscal stimulus packages; future or expected cash positions, liquidity and ability to access financial markets and capital; outlook, strategy or business plans; future or expected growth, growth potential, forward momentum, performance, competitive position, sales, volumes, cash flows, earnings, margins, balance sheet strengths, debt, financial condition or other financial measures; pricing trends for raw materials and finished goods and the impact of pricing changes; the ability to improve or maintain margins; expected demand or demand trends for the Company or its markets; additions to product lines and opportunities to participate in new markets; expected benefits from Transformation and innovation efforts; the ability to improve performance and competitive position at the Companys operations; anticipated working capital needs, capital expenditures and asset sales; anticipated improvements and efficiencies in costs, operations, sales, inventory management, sourcing and the supply chain and the results thereof; projected profitability potential; the ability to make acquisitions and the projected timing, results, benefits, costs, charges and expenditures related to acquisitions, joint ventures, headcount reductions and facility dispositions, shutdowns and consolidations; projected capacity and the alignment of operations with demand; the ability to operate profitably and generate cash in down markets; the ability to capture and maintain market share and to develop or take advantage of future opportunities, customer initiatives, new businesses, new products and new markets; expectations for Company and customer inventories, jobs and orders; expectations for the economy and markets or improvements therein; expectations for generating improving and sustainable earnings, earnings potential, margins or shareholder value; effects of judicial rulings; uncertainty regarding the impact of changes to the U.S. presidential administration and Congress on the regulatory landscape, capital markets, and the response to and management of the COVID-19 pandemic; and other non-historical matters 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, the risks, uncertainties and impacts related to COVID-19 and other actual or potential public health emergencies and actions taken by governmental authorities or others in connection therewith, their potential impacts related to the ability and costs to continue to operate facilities and their potential to exacerbate other risks; the effect of national, regional and global economic conditions generally and within major product markets, including significant economic disruptions from COVID-19 and the actions taken therewith; the effect of conditions in national and worldwide financial markets and with respect to the ability of financial institutions to provide capital; the impact of tariffs, the adoption of trade restrictions affecting the Companys products or suppliers, a United States withdrawal from or significant renegotiation of trade agreements, the occurrence of trade wars, the closing of border crossings, and other changes in trade regulations or relationships; lower oil prices as a factor in demand for products; product demand and pricing; changes in product mix, product substitution and market acceptance of the Companys products; fluctuations in the pricing, quality or availability of raw materials (particularly steel), supplies, transportation, utilities and other items required by operations; the outcome of adverse claims experience with respect to workers compensation, product recalls or product liability, casualty events or other matters; effects of facility closures and the consolidation of operations; the effect of financial difficulties, consolidation and other changes within the steel, automotive, construction, oil and gas, and other industries in which the Company participates; failure to maintain appropriate levels of inventories; financial difficulties (including bankruptcy filings) of original equipment manufacturers, end-users and customers, suppliers, joint venture partners and others with whom the Company does business; the ability to realize targeted expense reductions from headcount reductions, facility closures and other cost reduction efforts; the ability to realize cost savings and operational, sales and sourcing improvements and efficiencies, and other expected benefits from Transformation initiatives, on a timely basis; the overall success of, and the ability to integrate, newly-acquired businesses and joint ventures, maintain and develop their customers, and achieve synergies and other expected benefits and cost savings therefrom; capacity levels and efficiencies, within facilities, within major product markets and within the industries in which the Company participates as a whole; the effect of disruption in the business of suppliers, customers, facilities and shipping operations due to adverse weather, casualty events, equipment breakdowns, interruption in utility services, civil unrest, international conflicts, terrorist activities or other causes; changes in customer demand, inventories, spending patterns, product choices, and supplier choices; risks associated with doing business internationally, including economic, political and social instability, foreign currency exchange rate exposure and the acceptance of the Companys products in global markets; the ability to improve and maintain processes and business practices to keep pace with the economic, competitive and technological environment; deviation of actual results from estimates and/or assumptions used by the Company in the application of its significant accounting policies; the level of imports and import prices in the Companys markets; the impact of judicial rulings and governmental regulations, both in the United States and abroad, including those adopted by the United States governmental agencies as contemplated by the Coronavirus Aid, Relief and Economic Security (CARES) Act, the Consolidated Appropriations Act, 2021 and the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010; the effect of healthcare laws in the United States and potential changes for such laws especially in light of the COVID-19 pandemic, which may increase the Companys healthcare and other costs and negatively impact the Companys operations and financial results; cyber security risks; the effects of privacy and information security laws and standards; and other risks described from time to time in the Companys filings with the United States Securities and Exchange Commission, including those described in Part I Item 1A. Risk Factors of the Companys Annual Report on Form 10-K for the fiscal year ended May 31, 2020.



WORTHINGTON INDUSTRIES, INC.CONSOLIDATED STATEMENTS OF EARNINGS (In thousands, except per share amounts)

Three Months Ended Nine Months Ended February February29, February February29, 28, 2020 28, 2020 2021 2021Net sales $ 759,109 $ 763,996 $ 2,193,110 $ 2,447,492 Cost of goods 595,011 648,451 1,780,180 2,094,045 soldGross margin 164,098 115,545 412,930 353,447 Selling,general and 86,895 80,928 251,220 260,294 administrativeexpenseImpairment ofgoodwill and - 34,627 13,739 75,228 long-livedassetsRestructuringand other 28,212 1,376 37,656 1,781 expense, netIncrementalexpenses (781 ) - 53,300 - related toNikola gainsOperating 49,772 (1,386 ) 57,015 16,144 income (loss)Other income (expense):Miscellaneous 539 6,985 1,366 8,316 income, netInterest (7,558 ) (7,362 ) (22,696 ) (24,157 )expenseEquity in netincome of 31,674 25,479 80,939 97,592 unconsolidatedaffiliatesGains oninvestment in 2,740 - 655,102 - NikolaLoss onextinguishment - - - (4,034 )of debtEarningsbefore income 77,167 23,716 771,726 93,861 taxesIncome tax 4,485 4,828 148,818 20,506 expenseNet earnings 72,682 18,888 622,908 73,355 Net earningsattributableto 5,073 3,577 12,668 10,734 noncontrollinginterestsNet earningsattributable $ 67,609 $ 15,311 $ 610,240 $ 62,621 to controllinginterest Basic Average commonshares 52,149 54,930 53,076 55,078 outstandingEarnings pershareattributable $ 1.30 $ 0.28 $ 11.50 $ 1.14 to controllinginterest Diluted Average commonshares 53,217 55,898 54,077 56,164 outstandingEarnings pershareattributable $ 1.27 $ 0.27 $ 11.28 $ 1.11 to controllinginterest Common sharesoutstanding at 51,813 54,598 51,813 54,598 end of period Cash dividendsdeclared per $ 0.25 $ 0.24 $ 0.75 $ 0.72 share

WORTHINGTON INDUSTRIES, INC.CONSOLIDATED BALANCE SHEETS(In thousands)

February 28, May 31, 2021 2020Assets Current assets: Cash and cash equivalents $ 649,505 $ 147,198 Receivables, less allowances of $1,051 and $1,521 at February 28, 2021and May 31, 2020, respectively 525,768 341,038 Inventories: Raw materials 172,735 234,629 Work in process 135,233 76,497 Finished products 105,213 93,975 Total inventories 413,181 405,101 Income taxes receivable 3,351 8,376 Assets held for sale 21,202 12,928 Prepaid expenses and other current assets 73,909 68,538 Total current assets 1,686,916 983,179 Investments in unconsolidated affiliates 220,415 203,329 Operating lease assets 33,245 31,557 Goodwill 358,543 321,434 Other intangible assets, net of accumulated amortization of $87,052 and$92,774 at February 28, 2021 and May 31, 245,543 184,416 2020, respectivelyOther assets 32,986 34,956 Property, plant and equipment: Land 23,159 24,197 Buildings and improvements 288,009 302,796 Machinery and equipment 1,105,686 1,055,139 Construction in progress 48,972 52,231 Total property, plant and equipment 1,465,826 1,434,363 Less: accumulated depreciation 905,601 861,719 Total property, plant and equipment, net 560,225 572,644 Total assets $ 3,137,873 $ 2,331,515 Liabilities and equity Current liabilities: Accounts payable $ 412,793 $ 247,017 Accrued compensation, contributions to employee benefit plans andrelated taxes 112,781 64,650 Dividends payable 14,847 14,648 Other accrued items 48,475 49,974 Current operating lease liabilities 10,396 10,851 Income taxes payable 37,516 949 Current maturities of long-term debt 453 149 Total current liabilities 637,261 388,238 Other liabilities 87,419 75,786 Distributions in excess of investment in 104,391 103,837 unconsolidated affiliateLong-term debt 708,511 699,516 Noncurrent operating lease liabilities 26,440 25,763 Deferred income taxes, net 110,666 71,942 Total liabilities 1,674,688 1,365,082 Shareholders' equity - controlling interest 1,311,790 820,821 Noncontrolling interests 151,395 145,612 Total equity 1,463,185 966,433 Total liabilities and equity $ 3,137,873 $ 2,331,515

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

Three Months Ended Nine Months Ended February February29, February February29, 28, 2020 28, 2020 2021 2021Operating activities:Net earnings $ 72,682 $ 18,888 $ 622,908 $ 73,355 Adjustments toreconcile netearnings tonet cash provided byoperatingactivities:Depreciationand 21,893 22,780 65,664 69,553 amortizationImpairment ofgoodwill and - 34,627 13,739 75,228 long-livedassetsProvision for(benefit from) (30,129 ) (5,006 ) 9,126 (1,661 )deferredincome taxesBad debt(income) (95 ) 273 (160 ) 584 expenseEquity in netincome ofunconsolidated (13,288 ) (4,474 ) (15,437 ) (19,271 )affiliates,net ofdistributionsNet (gain)loss on sale 27,641 (5,838 ) 35,314 (5,237 )of assetsStock-based 4,727 2,725 14,437 10,000 compensationGains oninvestment in (2,740 ) - (655,102 ) - NikolaCharitablecontribution - - 20,653 - of NikolasharesLoss onextinguishment - - - 4,034 of debtChanges inassets andliabilities, net of impactofacquisitions:Receivables (32,105 ) 5,992 (110,719 ) 15,517 Inventories (96,836 ) 3,024 (6,591 ) 90,907 Accounts 62,299 29,630 157,629 (28,347 )payableAccruedcompensation 10,779 (9,144 ) 48,591 (22,740 )and employeebenefitsIncome taxes (2,474 ) 390 36,567 (742 )payableOtheroperating (13,098 ) (6,546 ) (2,547 ) (5,330 )items, netNet cashprovided by 9,256 87,321 234,072 255,850 operatingactivities Investing activities:Investment inproperty, (16,377 ) (21,219 ) (65,321 ) (71,774 )plant andequipmentProceeds fromsale of Nikola 146,590 - 634,449 - sharesAcquisitions,net of cash (129,743 ) (500 ) (129,818 ) (29,783 )acquiredProceeds from (985 ) 119 20,595 9,318 sale of assetsNet cashprovided(used) by (515 ) (21,600 ) 459,905 (92,239 )investingactivities Financing activities:Proceeds fromlong-term - - - 101,464 debt, net ofissuance costsPrincipalpayments onlong-termobligations (99 ) (344 ) (292 ) (154,811 )and debtredemptioncostsProceeds fromissuance ofcommon shares, 565 429 1,709 (6,595 )net of taxwithholdingsPayments tononcontrolling (7,250 ) - (7,810 ) (1,453 )interestsRepurchase of (52,367 ) (21,373 ) (145,250 ) (50,972 )common sharesDividends paid (13,215 ) (13,263 ) (40,027 ) (40,177 )Net cash usedby financing (72,366 ) (34,551 ) (191,670 ) (152,544 )activities Increase(decrease) in (63,625 ) 31,170 502,307 11,067 cash and cashequivalentsCash and cashequivalents at 713,130 72,260 147,198 92,363 beginning ofperiodCash and cashequivalents at $ 649,505 $ 103,430 $ 649,505 $ 103,430 end of period

WORTHINGTON INDUSTRIES, INC.SUPPLEMENTAL DATA(In thousands, except volume)

This supplemental information is provided to assist in the analysis of the results of operations. Three Months Ended Nine Months Ended February February29, February February29, 28, 2020 28, 2020 2021 2021Volume: Steel Processing (tons) 1,014,873 1,139,280 2,967,296 3,035,514 Pressure Cylinders (units) 20,683,470 17,381,319 61,607,281 59,173,363 Net sales: Steel Processing $ 504,477 $ 491,136 $ 1,404,220 $ 1,531,448 Pressure Cylinders 254,643 270,995 787,831 865,527 Other (11 ) 1,865 1,059 50,517 Total net sales $ 759,109 $ 763,996 $ 2,193,110 $ 2,447,492 Material cost: Steel Processing $ 314,124 $ 342,620 $ 933,041 $ 1,109,822 Pressure Cylinders 103,140 119,285 327,787 373,267 Selling, general and administrative expense: Steel Processing $ 42,333 $ 36,001 $ 116,700 $ 109,000 Pressure Cylinders 46,169 45,417 134,303 140,631 Operating income (loss): Steel Processing $ 62,874 $ 19,021 $ 114,315 $ 42,361 Pressure Cylinders (15,641 ) (19,865 ) (3,694 ) 25,405 Other 111 (1,785 ) (970 ) (48,835 )Segment operating income (loss) 47,344 (2,629 ) 109,651 18,931 Unallocated corporate and other 1,647 1,243 664 (2,787 )IncrementalexpensesrelatedtoNikolagains 781 - (53,300 ) - Total operating income (loss) $ 49,772 $ (1,386 ) $ 57,015 $ 16,144 Equity income (loss) by unconsolidated affiliate: WAVE $ 19,473 $ 20,074 $ 54,409 $ 85,729 ClarkDietrich 5,906 4,909 16,213 13,916 Serviacero Worthington 4,223 797 7,393 2,354 ArtiFlex 1,734 1,688 2,879 3,028 Other 338 (1,989 ) 45 (7,435 )Total equity income $ 31,674 $ 25,479 $ 80,939 $ 97,592

WORTHINGTON INDUSTRIES, INC.SUPPLEMENTAL DATA(In thousands, except volume)

The following provides detail of Pressure Cylinders volume and net sales by principal class of products. Three Months Ended Nine Months Ended February February29, February February29, 28, 2020 28, 2020 2021 2021Volume (units):Consumer 16,980,470 14,096,440 50,753,077 49,669,887 productsIndustrial 3,702,888 3,284,605 10,853,769 9,501,983 productsOil & gas 112 274 435 1,493 equipmentTotalPressure 20,683,470 17,381,319 61,607,281 59,173,363 Cylinders Net sales: Consumer $ 120,808 $ 113,258 $ 375,208 $ 360,803 productsIndustrial 129,428 129,042 391,673 411,994 productsOil & gas 4,407 28,695 20,950 92,730 equipmentTotalPressure $ 254,643 $ 270,995 $ 787,831 $ 865,527 Cylinders The following provides detail of impairment of goodwill and long-lived assetsand restructuring and other expense, net included in operating income by segment. Three Months Ended Nine Months Ended February February29, February February29, 28, 2020 28, 2020 2021 2021Impairment ofgoodwill and long-livedassets:Steel $ - $ 1,274 $ - $ 1,274 ProcessingPressure - 33,353 13,739 33,353 CylindersOther - - - 40,601 Totalimpairment ofgoodwill and $ - $ 34,627 $ 13,739 $ 75,228 long-livedassets Restructuringand otherexpense (income),net:Steel $ (42 ) $ 728 $ 1,804 $ 702 ProcessingPressure 28,435 747 36,006 747 CylindersOther (181 ) (99 ) (154 ) 332 Totalrestructuring $ 28,212 $ 1,376 $ 37,656 $ 1,781 and otherexpense, net

WORTHINGTON INDUSTRIES, INC.NON-GAAP FINANCIAL MEASURES(In thousands, except per share amounts)

The Company reports its financial results in accordance with accounting principles generally accepted in the United States (GAAP). The Company also presents adjusted earnings per diluted share and adjusted operating income to assist in the understanding of its results of operations. These represent non-GAAP financial measures and are used by management as measures of operating performance. In general, these measures exclude impairment and restructuring charges, but may also exclude other items that management does not believe reflect the Companys core operations.

The following provides a reconciliation of adjusted operating income and adjusted earnings per diluted share to the most comparable GAAP measures for the periods presented.

Three Months Ended February 28, 2021 Earnings Net Earnings Earnings Operating Before Income Tax Attributable per Income Income Expense to Diluted Taxes (Benefit) Controlling Share InterestGAAP $ 49,772 $ 77,167 $ 4,485 $ 67,609 $ 1.27 Restructuringand other 28,212 28,212 (19,843 ) 8,372 0.16 expense, netIncrementalexpenses (781 ) (781 ) (755 ) (1,536 ) (0.03 )related toNikola gainsGain oninvestment in - (2,740 ) 575 (2,165 ) (0.04 )NikolaNon-GAAP $ 77,203 $ 101,858 $ 24,508 $ 72,280 $ 1.36

Three Months Ended February 29, 2020 Earnings Income Net Earnings Earnings Operating Before Tax Attributable per Income Income Expense to Diluted (Loss) Taxes (Benefit) Controlling Share InterestGAAP $ (1,386 ) $ 23,716 $ 4,828 $ 15,311 $ 0.27 Impairment of goodwill and long-lived assets 34,627 34,627 (7,988 ) 26,611 0.48 Restructuring and other expense, net 1,376 1,376 (111 ) 344 - Tank replacement program (2,265 ) (2,265 ) 555 (1,710 ) (0.03 )Gain on consolidation of Samuel Steel Pickling - (6,055 ) 1,483 (4,572 ) (0.08 )Non-GAAP $ 32,352 $ 51,399 $ 10,889 $ 35,984 $ 0.64 $ 44,851 $ 50,459 $ 13,619 $ 36,296 $ 0.72 Change

The following provides a reconciliation of adjusted operating income to the most comparable GAAP measure for the Companys Pressure Cylinders segment for the periods presented.

Three Months Ended February February29, 28, 2020 2021Operating loss $ (15,641 ) $ (19,865 )Impairment of goodwill and long-lived - 33,353 assetsRestructuring and other expense, net 28,435 747 Tank replacement program - (2,265 )Adjusted operating income $ 12,794 $ 11,970

Contacts:SONYA L. HIGGINBOTHAMVP, CORPORATE COMMUNICATIONS AND BRAND MANAGEMENT614.438.7391 | sonya.higginbotham@worthingtonindustries.com

MARCUS A. ROGIERTREASURER AND INVESTOR RELATIONS OFFICER614.840.4663 | marcus.rogier@worthingtonindustries.com

200 Old Wilson Bridge Rd. | Columbus, Ohio 43085WorthingtonIndustries.com