<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended December 31, 1999
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File
No. 1-5210
AmeriSteel Corporation
Incorporated in
State of Florida
Employer Identification
No. 59-0792436
5100 W. Lemon Street
Tampa, Florida 33609
Mailing Address:
P.O. Box 31328
Tampa, Florida 33631-3328
Telephone No. (813)286-8383
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months, and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No ___
---
As of January 31, 2000 the registrant had 10,396,208 shares $.01 par value,
Class A common stock outstanding.
1
<PAGE>
PART I -- FINANCIAL INFORMATION
-------------------------------
ITEM I. FINANCIAL STATEMENTS
AMERISTEEL CORPORATION
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
($ in thousands)
<TABLE>
<CAPTION>
December 31, March 31,
1999 1999
(Unaudited)
----------- -----------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 4,107 $ 3,219
Accounts receivable, less allowances of $1,449
and $1,000 at December 31 and March 31, 1999,
respectively, for estimated losses 76,916 71,516
Inventories 140,203 121,818
Deferred tax assets 5,600 5,100
Other current assets 2,814 2,074
----------- -----------
TOTAL CURRENT ASSETS 229,640 203,727
ASSETS HELD FOR SALE 6,017 13,618
PROPERTY, PLANT AND EQUIPMENT
Land and improvements 17,414 16,173
Building and improvements 40,799 39,007
Machinery and equipment 278,696 269,864
Construction in progress 35,435 18,523
IRB restricted cash - 1,476
----------- -----------
372,344 345,043
Less allowances for depreciation (110,874) (97,731)
----------- -----------
NET PROPERTY, PLANT AND EQUIPMENT 261,470 247,312
GOODWILL 81,929 77,513
DEFERRED FINANCING COSTS 1,089 3,495
OTHER ASSETS 19 118
----------- -----------
TOTAL ASSETS $ 580,164 $ 545,783
=========== ===========
</TABLE>
See notes to consolidated financial statements
2
<PAGE>
AMERISTEEL CORPORATION
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION -- continued
($ in thousands)
<TABLE>
<CAPTION>
December 31, March 31,
1999 1999
(Unaudited)
----------- -----------
<S> <C> <C>
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Trade accounts payable $ 52,711 $ 41,486
Salaries, wages and employee benefits 16,553 19,036
Environmental remediation 1,702 5,226
Other current liabilities 8,784 4,268
Interest payable 874 5,558
Current maturities of long-term borrowings 73,643 3,333
----------- -----------
TOTAL CURRENT LIABILITIES 154,267 78,907
LONG-TERM BORROWINGS, LESS CURRENT PORTION 136,875 191,418
OTHER LIABILITIES 22,107 21,815
DEFERRED TAX LIABILITIES 45,900 48,500
SHAREHOLDERS' EQUITY
Class A Common Stock, $.01 par value, 100,000,000 shares authorized at
December 31 and March 31, 1999. 10,398,650 and 0 shares issued and
outstanding at December 31 and March 31, 1999, respectively. 104 -
Class B Common Stock, $.01 par value, 22,000,000 shares authorized at
December 31 and March 31, 1999. 0 and 10,553,263 shares issued and
outstanding at December 31 and March 31, 1999, respectively. - 106
Capital in excess of par 167,475 166,950
Retained earnings 53,628 38,552
Deferred compensation (192) (465)
----------- -----------
TOTAL SHAREHOLDERS' EQUITY 221,015 205,143
----------- -----------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 580,164 $ 545,783
=========== ===========
</TABLE>
See notes to consolidated financial statements
3
<PAGE>
AMERISTEEL CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
($ in thousands except per share data)
<TABLE>
<CAPTION>
Nine Months Ended Three Months Ended
December 31, December 31,
1999 1998 1999 1998
(unaudited) (unaudited) (unaudited) (unaudited)
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
NET SALES $ 533,335 $ 514,059 $ 163,165 $ 148,595
Operating Expenses:
Cost of sales 423,681 419,200 130,796 118,434
Selling and administrative 29,762 26,162 8,712 9,170
Depreciation 17,144 16,751 5,792 5,481
Amortization of goodwill 3,303 3,098 1,110 1,033
Other (income) expense, net 2,769 (131) (13) (131)
----------- ----------- ----------- -----------
476,659 465,080 146,397 133,987
----------- ----------- ----------- -----------
INCOME FROM OPERATIONS 56,676 48,979 16,768 14,608
Other Expenses:
Interest 11,126 12,251 3,808 3,838
Amortization of deferred financing costs 456 463 235 247
----------- ----------- ----------- -----------
11,582 12,714 4,043 4,085
INCOME BEFORE INCOME TAXES 45,094 36,265 12,725 10,523
Income taxes 19,285 15,354 5,496 4,508
----------- ----------- ----------- -----------
INCOME BEFORE EXTRAORDINARY ITEM 25,809 20,911 7,229 6,015
EXTRAORDINARY ITEM NET OF TAXES (2,325) (2,073) (2,325) -
----------- ----------- ----------- -----------
NET INCOME $ 23,484 $ 18,838 $ 4,904 $ 6,015
=========== =========== =========== ===========
EARNINGS PER COMMON SHARE - BASIC
Income before extraordinary item $ 2.45 $ 1.98 $ .69 $ .57
Extraordinary item (.22) (.20) (.22) -
----------- ----------- ----------- -----------
Net income $ 2.23 $ 1.78 $ .47 $ .57
=========== =========== =========== ===========
EARNINGS PER COMMON SHARE - DILUTED
Income before extraordinary item $ 2.43 $ 1.96 $ .68 $ .56
Extraordinary item (.22) (.19) (.22) -
----------- ----------- ----------- -----------
Net income $ 2.21 $ 1.77 $ .46 $ .56
=========== =========== =========== ===========
Weighted average number of common shares outstanding 10,518 10,562 10,458 10,561
Weighted average number of common and common
equivalent shares outstanding 10,610 10,675 10,568 10,672
</TABLE>
See notes to consolidated financial statements
4
<PAGE>
AMERISTEEL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
($ in thousands)
<TABLE>
<CAPTION>
Nine Months Ended
December 31, December 31,
1999 1998
(Unaudited) (Unaudited)
------------- -------------
<S> <C> <C>
OPERATING ACTIVITIES
Net income $ 23,484 $ 18,838
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 20,902 20,312
Extraordinary item 3,813 3,398
Deferred income taxes (3,100) (1,600)
Other (including loss on dispositions and deferred compensation) 996 6,806
Changes in operating assets and liabilities:
Accounts receivable, net (5,400) 14,517
Inventories (11,093) (481)
Other assets (587) (1,683)
Current and other liabilities 5,342 (15,867)
------------- -------------
NET CASH PROVIDED BY OPERATING ACTIVITIES 34,357 44,240
INVESTING ACTIVITIES
Additions to property, plant and equipment (30,895) (14,421)
Asset acquisition (17,664) -
Proceeds from sales of property, plant and equipment 486 218
Proceeds from sale of assets held for sale 7,119 213
Proceeds from restricted IRB funds 1,466 655
------------- -------------
NET CASH USED IN INVESTING ACTIVITIES (39,488) (13,335)
FINANCING ACTIVITIES
Proceeds from issuance of new debt 71,835 130,000
Proceeds from (payments to) short-term and long-term borrowings, net 72,932 (58,477)
Redemption of senior debt (129,000) (100,000)
Call premium on redemption of senior debt (1,290) (1,916)
Additions to deferred financing costs (573) (542)
Proceeds from sale of common stock 2,905 30
Redemption of common stock (10,790) (233)
------------- -------------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 6,019 (31,138)
------------- -------------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 888 (233)
Cash and cash equivalents at beginning of period 3,219 1,258
------------- -------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 4,107 $ 1,025
============= =============
</TABLE>
5
<PAGE>
AMERISTEEL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE A -- BASIS OF PRESENTATION
The consolidated financial statements include the accounts of AmeriSteel
Corporation, a Florida corporation, and its wholly owned subsidiary (AmeriSteel
Finance Corporation, a Delaware corporation) (together, the "Company") after
elimination of all significant intercompany balances and transactions. As of
April 1, 1996, the Company changed its name from Florida Steel Corporation
(which it had used since 1956) to AmeriSteel Corporation. The predecessor of the
Company was formed in 1937. The Company is a majority-owned subsidiary of FLS
Holdings, Inc. ("FLS") which is a majority owned subsidiary of Gerdau USA Inc.
The accompanying unaudited consolidated financial statements have been prepared
in accordance with the instructions for Form 10-Q and, therefore, do not include
all the information or footnotes necessary for a complete presentation of
financial condition, results of operations and cash flows in conformity with
generally accepted accounting principles. However all adjustments which, in the
opinion of management, are necessary for a fair presentation have been included.
Such adjustments consisted of only normally recurring items.
It is suggested that these consolidated financial statements be read in
conjunction with the financial statements and the notes thereto included in the
Company's latest Annual Report on Form 10-K. The results of the three and nine
months ended December 31, 1999 are not necessarily indicative of the results to
be expected for the fiscal year ending March 31, 2000.
Reclassifications: Certain amounts in the prior period financial statements
- -----------------
have been reclassified to conform to the current fiscal financial statement
presentation.
NOTE B -- INVENTORIES
Inventories consist of the following:
($ in thousands)
December 31, March 31,
1999 1999
(Unaudited)
------------- -----------
Finished goods $ 84,846 $ 83,287
Work in-process 30,749 26,035
Raw materials and operating supplies 24,608 12,496
------------- -----------
$ 140,203 $ 121,818
============= ===========
6
<PAGE>
AMERISTEEL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE C -- BORROWINGS
Long-term borrowings consist of the following:
($ in thousands)
December 31, March 31,
1999 1999
------------ ------------
364-Day Facility $ 70,000 $ -
Revolving Credit Agreement 89,582 13,690
Industrial Revenue Bonds 33,195 34,395
Senior Notes 1,000 130,000
Subordinated Intercompany Note 15,000 16,666
Other 1,741 -
------------ ------------
Total Borrowings 210,518 194,751
Less Current Maturities 73,643 3,333
------------ ------------
Total Long-Term Borrowings $ 136,875 $ 191,418
============ ============
On December 23, 1999, $129 million face value Senior Notes were redeemed at 101%
of face value due to a change of control provision in the notes. The redemption
was funded with $70 million provided by the new 364-Day Facility and $60 million
provided from the Revolving Credit Agreement. The 364-Day Facility bears terms
and conditions similar to the Revolving Credit Agreement but matures October 18,
2000 and is secured by a lien on the Company's Charlotte Mill property, plant
and equipment. The 364-Day Facility is classified as a current liability. Other
debt represents capital leases and a $1.5 million note payable to the Tennessee
Valley Authority that amortizes over seven years and is secured by certain
equipment at the Knoxville, Tennessee mill.
NOTE D -- ENVIRONMENTAL MATTERS
As the Company is involved in the manufacture of steel, it produces and uses
certain substances that may pose environmental hazards. The principal hazardous
waste generated by current and past operations is emission control dust (EC
dust), a residual from the production of steel in electric arc furnaces.
Environmental legislation and regulation at both the federal and state level
over EC dust is subject to change, which may change the cost of compliance. EC
dust generated in current production processes is collected, handled and
disposed of in a manner which management believes meets all current federal and
state environmental regulations. The costs of collection and disposal are being
expensed and paid currently from operations. In addition, the Company has
handled and disposed of EC dust in other manners in previous years, and is
responsible for the remediation of certain sites where such EC dust was
generated and/or disposed.
In general, the Company's estimate of the remediation costs is based on its
review of each site and the nature of the remediation activities to be
undertaken. The Company's process for estimating remediation costs includes
determining for each site the expected remediation methods, and the estimated
cost for each step of the remediation. In all such determinations, the Company
employs outside consultants and service providers where necessary, to assist in
making such determinations. Although the ultimate costs associated with the
remediation are not presently known, the Company has estimated the total
remaining costs to be approximately $4.3 million with these costs recorded as a
liability as of December 31, 1999. Of this amount, the Company expects to pay
approximately $1.7 million within one year. The timing of the remaining future
payments is uncertain due to the various remediation processes involved. The
Company's two most significant environmental sites are detailed below.
7
<PAGE>
AMERISTEEL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE D -- ENVIRONMENTAL MATTERS - continued
The Tampa mill site contains slag and soil that is contaminated with EC dust and
polychlorinated biphenyl ("PCBs") generated by past operations. The volume and
mass estimates of the contamination is based on analytical data from soil
borings, soil samples and groundwater-monitoring wells. The remediation approach
selected by the Company, excavation and on-site treatment and disposal, was
approved, and a permit issued, by the U.S. Environmental Protection Agency
during fiscal 1996 and by the Florida Department of Environmental Protection
during fiscal 1998 and the Company received a signed Consent Order in fiscal
1998. Consequently, the remediation work is in progress. The remediation cost
estimates are based on the Company's previous experience with comparable
projects as well as estimates provided by outside environmental consultants. The
Company is responsible for the total remediation costs and currently estimates
the remaining costs to be approximately $2.2 million for this site. The Company
expects cleanup at this site to be substantially completed by fiscal 2001.
The Stoller site, a third party site, contained metals from other PRPs and EC
dust from the Company that was stored at this recycling location. The Company
was named as a PRP for this site. Outside contractors measured the remediation
volumes and masses during the now complete cleanup. On-site treatment, disposal
and construction of the vault cap were completed by the PRPs under a consent
order with the State of South Carolina. The soil cleanup at this site was
completed during fiscal 1999. A Settlement Agreement was lodged by the State of
South Carolina with the Federal Court in 1997. That Agreement contains an
allocation which attributes approximately 2% of the remaining estimated $10
million groundwater remediation cost to the Company. The non-participating PRPs
intervened in the court proceedings to contest approval of the Agreement. In
August 1999, the Federal Court ruled the Administrative Record was not
sufficient to make a ruling on the Settlement Agreement. The Federal Court
litigation is currently stayed while the State of South Carolina meets with all
PRPs with a goal of obtaining a global settlement of all financial
responsibilities of the site.
Based on past use of certain technologies and remediation methods by third
parties, evaluation of those technologies and methods by the Company's
consultants and quotations and third-party estimates of costs of
remediation-related services provided to the Company, or which the Company and
its consultants are aware, the Company and its consultants believe that the
Company's cost estimates are reasonable. In light of the uncertainties inherent
in determining the costs associated with the clean-up of such contamination,
including the time periods over which such costs must be paid, the extent of
contribution by parties which are jointly and severally liable, and the nature
and timing of payments to be made under cost sharing arrangements, there can be
no assurance the ultimate costs of remediation may not be greater or less than
the estimated remediation costs.
NOTE E - CHANGE OF CONTROL
On September 27, 1999, Gerdau S.A. ("Gerdau"), a Brazilian minimill producer,
through a subsidiary, purchased 88% of the outstanding shares of FLS from Kyoei
Steel Ltd. ("Kyoei") with Kyoei retaining the remaining 12% ownership interest
in FLS. FLS owns approximately 85% of the outstanding common stock of the
Company. As a result of Gerdau's purchase of a majority interest in FLS, Gerdau
has the right to elect a majority of the Board of Directors of FLS, which in
turn provides Gerdau with voting and investment control of the shares of common
stock of the Company owned by FLS. Concurrently with the purchase, all Class B
common stock of AmeriSteel Corporation automatically converted to Class A common
stock so that there is now only one class of common stock outstanding.
8
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATION
Factors That May Affect Operating Results
- -----------------------------------------
This report contains certain forward-looking statements that are based on the
beliefs of the Company's management, as well as assumptions made by, and
information currently available to, the Company's management. Such statements
include, among others, (i) the highly cyclical nature and seasonality of the
steel industry, (ii) the fluctuations in the cost and availability of raw
materials, (iii) the possibility of excess production capacity, (iv) the
potential costs of environmental compliance, (v) the risks associated with
potential acquisitions, (vi) further opportunities for industry consolidation,
(vii) the impact of inflation and (viii) the fluctuations in the cost of
electricity. Because such statements involve risks and uncertainties, actual
actions and strategies and the timing and expected results thereof may differ
materially from those expressed or implied by such forward-looking statements.
The following presentation of management's discussion and analysis of the
Company's financial condition and results of operations should be read in
conjunction with the Company's Annual Report on Form 10-K as filed with the
Securities and Exchange Commission.
General
The results of operations of the Company are largely dependent on the level of
construction and general economic activity in the U.S. The Company's sales are
seasonal with sales in the Company's fiscal first and second quarters generally
stronger than the rest of the year. The Company's cost of sales includes the
cost of its primary raw material, steel scrap, the cost of converting scrap to
finished steel products, the cost of warehousing and handling finished steel
products and freight costs. The following table sets forth information regarding
recent results of operations.
9
<PAGE>
AMERISTEEL CORPORATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATION - Continued
<TABLE>
<CAPTION>
(in thousands, except per share and per ton data) Nine Months Ended Three Months Ended
December 31, December 31,
1999 1998 1999 1998
(unaudited) (unaudited) (unaudited) (unaudited)
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Net sales $ 533,335 $ 514,059 $ 163,165 $ 148,595
Cost of sales 423,681 419,200 130,796 118,434
Cost of sales as percent of net sales 79.4% 81.5% 80.2% 79.7%
Selling and administrative 29,762 26,162 8,712 9,170
Depreciation 17,144 16,751 5,792 5,481
Amortization of goodwill 3,303 3,098 1,110 1,033
Other (income) expense, net 2,769 (131) (13) (131)
----------- ----------- ----------- -----------
476,659 465,080 146,397 133,987
----------- ----------- ----------- -----------
Income from operations 56,676 48,979 16,768 14,608
Interest expense 11,126 12,251 3,808 3,838
Deferred finance costs 456 463 235 247
----------- ----------- ----------- -----------
Income before income taxes and extraordinary item 45,094 36,265 12,725 10,523
Income tax 19,285 15,354 5,496 4,508
----------- ----------- ----------- -----------
Income before extraordinary item 25,809 20,911 7,229 6,015
Extraordinary item net of taxes (2,325) (2,073) (2,325) -
----------- ----------- ----------- -----------
Net income $ 23,484 $ 18,838 $ 4,904 $ 6,015
=========== =========== =========== ===========
EPS Basic $ 2.23 $ 1.78 $ .47 $ .57
EPS Diluted $ 2.21 $ 1.77 $ .46 $ 56
EBITDA* $ 78,080 $ 76,459 $ 23,772 $ 28,164
EBITDA margin 14.6% 14.9% 14.6% 19.0%
Capital expenditures 30,895 14,421 7,977 5,856
Ratio of EBITDA to interest expense 7.0 x 6.2 x 6.2 x 7.3 x
EBITDA (ttm)** $ 99,240 $ 97,997
Ratio of total debt to EBITDA (ttm) 2.12 x 1.99 x
Shipped Tons
- ------------
Mill finished goods
Stock rebar 465 476 137 149
Merchant bar 507 453 155 128
Rod 52 57 14 19
----------- ----------- ----------- -----------
Subtotal mill finished goods 1,024 986 306 296
Fabricated rebar 358 270 115 82
Billets 99 85 33 25
----------- ----------- ----------- -----------
Total shipped tons 1,481 1,341 454 403
=========== =========== =========== ===========
Average Selling Prices ($ Per Ton)
- ----------------------------------
Mill finished goods
Stock rebar $ 281 $ 314 $ 280 $ 302
Merchant bar 329 376 331 358
Rod 287 309 289 287
----------- ----------- ----------- -----------
Average mill finished goods 304 341 306 324
Fabricated rebar 449 459 444 468
Billets 208 225 215 208
Average mill finished goods prices (per ton) $ 304 $ 341 $ 306 $ 324
Average yielded scrap cost (per ton) 103 121 107 103
----------- ----------- ----------- -----------
Average metal spread (per ton) $ 201 $ 220 $ 199 $ 221
=========== =========== =========== ===========
Average mill conversion costs (per ton) $ 125 $ 127 $ 126 $ 125
=========== =========== =========== ===========
</TABLE>
11
<PAGE>
AMERISTEEL CORPORATION
Summary Consolidated Financial Information
December 31, March 31,
1999 1999
($000s)
Total current assets $ 229,640 $ 203,727
Net property, plant & equipment 261,470 247,312
Total assets 580,164 545,783
Current maturities of LT borrowings 73,643 3,333
Total current liabilities 154,267 78,907
Long term borrowings 136,875 191,418
Total liabilities 359,149 340,640
Shareholders' equity 221,015 205,143
Current ratio 1.5 x 2.6 x
Debt to capital ratio 48.8% 48.7%
* -EBITDA (earnings before interest, taxes, depreciation and amortization)
excludes non-cash charges, as defined.
**-ttm = trailing twelve months
The above summary financial data should be read in conjunction with the
Company's Annual Report on Form 10K as filed with the Securities and Exchange
Commission. Historical results are not necessarily indicative of the results to
be expected for the current fiscal year.
12
<PAGE>
Net Sales: For both the three and nine month periods ended December 31, 1999
- ---------
compared to the same periods in the prior year, lower prices for finished steel
products reflect the impact of market competition from cheaply priced imports
despite strong demand for the Company's products. For both the three and nine
month periods ended December 31, 1999, lower mill finished goods selling prices
reduced net sales, however to some extent, these were offset by increases in
sales tons of mill finished goods. The April 1999 acquisition of rebar
fabricating operations in the northeast also increased net sales for the three
and nine month periods ended December 31, 1999.
Cost of Sales: Cost of sales increased for the three and nine month periods
- -------------
ending December 31, 1999 compared to the same periods in the prior year due
primarily to higher shipment levels.
Selling and Administrative: Selling and administrative expenses for the three
- --------------------------
month period ended December 31, 1999 decreased 5% due primarily to reduced
professional fees related to environmental services. For the nine month period
ended December 31, 1999, selling and administrative costs increased by 14%
related primarily to acquired rebar fabricating operations in the northeast.
Other (Income) Expense, Net: Other operating costs of $2.8 million incurred in
- ---------------------------
the nine months ended December 31, 1999 include $8.3 million in charges
(primarily from accelerated vesting of stock appreciation rights) associated
with the Change of Control partially offset by $5.5 million of income received
from settlements with electrode suppliers for price fixing violations.
Extraordinary Item Net of Taxes: The extraordinary charge is related to the
- -------------------------------
redemption of $129 million face value Senior Notes on December 23, 1999
resulting from the change of control provision in the notes. The charge consists
of the writeoff of $2.5 million of unamortized deferred finance costs and a call
premium of $1.3 million as provided under the change of control provision, both
net of a tax benefit of approximately $1.5 million.
Liquidity and Capital Resources
- -------------------------------
Net cash provided by operating activities for the nine months ended December 31,
1999 was $34.4 million compared to $44.2 million for the same period last year,
due primarily to increased inventory. The Company spent $17.7 million to
purchase assets associated with its rebar fabricating division in the northeast
and $30.9 million for additions to property, plant and equipment, primarily
relating to the new melt shop at the Knoxville, Tennessee mill.
On October 20, 1999 the Company entered into a new $70 million short term
commercial bank credit facility, (the "364-Day Facility"), to fund (in
conjunction with existing Revolver capacity) the purchase the redemption of the
8 3/4% Senior Notes as a result of the change of control put option.
The Company believes that the amounts available from operating cash flows and
funds available through its Revolving Credit Agreement are sufficient to meet
its expected operating cash needs and planned capital expenditures for the
foreseeable future. The Company continues to comply with all of the covenants of
its loan agreements.
YEAR 2000
- ---------
Through December 31, 1999 the Company spent approximately $3 million towards
costs directly associated with readiness issues relating to the Year 2000 issue,
including upgrading network compatible computer hardware and software. The
Company did not realize any significant adverse effects related to the Year 2000
issue.
13
<PAGE>
PART II -- OTHER INFORMATION
----------------------------
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) The following documents are filed as exhibits to this Quarterly
Report on Form 10-Q:
Exhibit 27 Financial Data Schedule (for SEC use only)
(b) Reports on Form 8-K:
N/A
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 thereunto duly authorized.
Ameristeel Corporation
Date: February 10, 2000 /s/ Phillip E. Casey
----------------------------------------
Phillip E. Casey, President and Chief
Executive Officer
Date: February 10, 2000 /s/ Tom J. Landa
----------------------------------------
Tom J. Landa, Vice President, Chief
Financial Officer, Secretary and
Treasurer (Principal Financial Officer
and Principal Accounting Officer);
Director
14
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> MAR-31-2000
<PERIOD-START> APR-01-1999
<PERIOD-END> DEC-31-1999
<CASH> 4,107
<SECURITIES> 0
<RECEIVABLES> 76,916
<ALLOWANCES> 0
<INVENTORY> 140,203
<CURRENT-ASSETS> 229,640
<PP&E> 372,344
<DEPRECIATION> 110,874
<TOTAL-ASSETS> 580,164
<CURRENT-LIABILITIES> 154,267
<BONDS> 136,875
0
0
<COMMON> 104
<OTHER-SE> 220,911
<TOTAL-LIABILITY-AND-EQUITY> 580,164
<SALES> 533,335
<TOTAL-REVENUES> 533,335
<CGS> 440,825
<TOTAL-COSTS> 440,825
<OTHER-EXPENSES> 2,769
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 11,582
<INCOME-PRETAX> 45,094
<INCOME-TAX> 19,285
<INCOME-CONTINUING> 25,809
<DISCONTINUED> 0
<EXTRAORDINARY> (2,325)
<CHANGES> 0
<NET-INCOME> 23,484
<EPS-BASIC> 2.23
<EPS-DILUTED> 2.21
</TABLE>
