<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 FISCAL QUARTER ENDED SEPTEMBER 28, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
COMMISSION FILE NUMBER: 1-7537
EARLE M. JORGENSEN COMPANY
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 95-0886610
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(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
3050 EAST BIRCH STREET, BREA, CALIFORNIA 92821
--------------------------------------------- -------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
Registrant's telephone number: (714) 579-8823
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 (or for such shorter period that registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.
Yes /X/ No / /
State the aggregate market value of the voting stock held by non-affiliates of
the registrant. NONE
Outstanding common stock, par value $.01 per share, at October 31, 2000 -
128 SHARES
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EARLE M. JORGENSEN COMPANY
TABLE OF CONTENTS
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PAGE
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PART I - FINANCIAL INFORMATION
Item 1 CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Balance Sheets at September 28, 2000 (unaudited) and 2
March 31, 2000
Consolidated Statements of Income and Comprehensive Income for
the Three Months and Six Months Ended September 28, 2000 and
September 30, 1999 (unaudited) 3
Condensed Consolidated Statements of Cash Flows for the Six Months Ended
September 28, 2000 and September 30, 1999 (unaudited) 4
Notes to Consolidated Financial Statements 5
Item 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS 6
PART II - OTHER INFORMATION 10
SIGNATURES 11
</TABLE>
1
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PART I - FINANCIAL INFORMATION
EARLE M. JORGENSEN COMPANY
CONSOLIDATED BALANCE SHEETS
(DOLLARS IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)
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<CAPTION>
SEPTEMBER 28, MARCH 31,
2000 2000
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(UNAUDITED)
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ASSETS
Current assets:
Cash $ 15,340 $ 21,660
Accounts receivable, less allowance for doubtful accounts of $395 and
$416 at September 28, 2000 and March 31, 2000, respectively 120,384 108,247
Inventories 250,265 205,016
Other current assets 6,535 5,622
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Total current assets 392,524 340,545
------------ ------------
Property, plant and equipment, net of accumulated depreciation of $61,920
and $56,651 at September 28, 2000 and March 31, 2000, respectively 95,330 95,041
Net cash surrender value of life insurance policies 30,977 22,894
Debt issue costs, net of accumulated amortization 4,032 4,773
Other assets 825 1,121
------------ ------------
Total assets $ 523,688 $ 464,374
============ ============
LIABILITIES AND STOCKHOLDER'S EQUITY
Current liabilities:
Accounts payable $ 103,055 $ 119,499
Accrued employee compensation and related taxes 9,126 12,411
Accrued interest 18,965 8,927
Accrued employee benefits 10,074 7,031
Other accrued liabilities 6,393 5,939
Deferred income taxes 18,986 18,986
Current portion of long-term debt 2,400 2,604
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Total current liabilities 168,999 175,397
------------ ------------
Long term debt 335,582 282,943
Deferred income taxes 17,202 16,400
Other long-term liabilities 3,602 3,999
Commitments and contingencies
Stockholder's equity:
Preferred stock, $.01 par value; 200 shares authorized and unissued --- ---
Common stock, $.01 par value; 2,800 shares authorized; 128 shares issued
and outstanding --- ---
Capital in excess of par value 91,329 91,348
Accumulated other comprehensive loss (1,205) (763)
Accumulated deficit (91,821) (104,950)
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Total stockholder's equity (1,697) (14,365)
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Total liabilities and stockholder's equity $ 523,688 $ 464,374
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</TABLE>
SEE ACCOMPANYING NOTES.
2
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PART I - FINANCIAL INFORMATION (CONTINUED)
EARLE M. JORGENSEN COMPANY
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (UNAUDITED)
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
--------------------------- ---------------------------
SEPTEMBER 28, SEPTEMBER 30, SEPTEMBER 28, SEPTEMBER 30,
2000 1999 2000 1999
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Revenues $ 260,827 $ 219,391 $ 529,251 $ 440,280
Cost of sales 187,657 154,708 381,585 311,566
------------ ------------ ------------ ------------
Gross profit 73,170 64,683 147,666 128,714
Expenses:
Warehouse and delivery 33,314 29,804 67,309 59,226
Selling 9,379 8,086 19,114 16,345
General and administrative 12,939 12,330 25,332 24,676
------------ ------------ ------------ ------------
Total expenses 55,632 50,220 111,755 100,247
------------ ------------ ------------ ------------
Income from operations 17,538 14,463 35,911 28,467
Interest expense, net 11,203 10,418 21,973 20,116
------------ ------------ ------------ ------------
Income before income taxes 6,335 4,045 13,938 8,351
Income tax expense 332 290 809 602
------------ ------------ ------------ ------------
Net income 6,003 3,755 13,129 7,749
Other comprehensive income (loss), net of
income tax (143) (15) (442) 47
------------ ------------ ------------ ------------
Comprehensive income $ 5,860 $ 3,740 $ 12,687 $ 7,796
============ ============ ============ ============
</TABLE>
SEE ACCOMPANYING NOTES.
3
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PART I - FINANCIAL INFORMATION (CONTINUED)
EARLE M. JORGENSEN COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
------------------------------
SEPTEMBER 28, SEPTEMBER 30,
2000 1999
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OPERATING ACTIVITIES
Net income $13,129 $7,749
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation and amortization 5,436 4,954
Amortization of debt issue costs and discount on senior notes 741 741
Accrued postretirement benefits --- 240
ESOP contribution 1,795 1,399
Deferred income taxes 823 467
Loss on sale of property, plant and equipment 22 49
Provision for bad debts 664 516
Increase in cash surrender value of life insurance (7,313) (5,785)
Changes in assets and liabilities:
Accounts receivable (12,801) (5,661)
Inventories (45,249) (9,594)
Accounts payable and accrued liabilities and expenses (8,009) 335
Non-trade receivable (147) (1,848)
Other (1,280) (176)
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Net cash used in operating activities (52,189) (6,614)
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INVESTING ACTIVITIES
Additions to property, plant and equipment (5,784) (2,928)
Proceeds from the sale of property, plant and equipment 9 513
Premiums paid on life insurance policies (1,144) (1,144)
Proceeds from redemption of life insurance policies 374 ---
------------ ------------
Net cash used in investing activities (6,545) (3,559)
------------ ------------
FINANCING ACTIVITIES
Net borrowings under revolving loan agreements 54,335 14,171
Payments on other debt (1,900) (1,000)
Cash dividend to parent (18) (6,422)
------------ ------------
Net cash provided by financing activities 52,417 6,749
------------ ------------
Effect of exchange rate changes on cash (3) 10
------------ ------------
NET DECREASE IN CASH (6,320) (3,414)
Cash at beginning of period 21,660 17,860
------------ ------------
CASH AT END OF PERIOD $15,340 $14,446
============ ============
</TABLE>
SEE ACCOMPANYING NOTES.
4
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PART I - FINANCIAL INFORMATION (CONTINUED)
EARLE M. JORGENSEN COMPANY
CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 28, 2000
1. BASIS OF PRESENTATION
The Earle M. Jorgensen Company (the "Company") is a wholly owned subsidiary
of the Earle M. Jorgensen Holding Company, Inc. ("Holding").
The accompanying consolidated financial statements include the accounts
of the Company and its wholly owned subsidiaries including Earle M.
Jorgensen (Canada) Inc. and Stainless Insurance Ltd., a captive
insurance subsidiary. All significant intercompany accounts and
transactions have been eliminated.
In the opinion of management, the accompanying unaudited consolidated
financial statements and related condensed notes have been prepared in
accordance with the instructions to Form 10-Q and include all
adjustments (consisting of normal recurring accruals) and disclosures
considered necessary for a fair presentation of the consolidated
financial position of the Earle M. Jorgensen Company at September 28,
2000, the consolidated results of income and comprehensive income for
the three months and six months ended September 28, 2000 and September
30, 1999, and consolidated cash flows for the six months ended September
28, 2000 and September 30, 1999. The consolidated results of income and
comprehensive income for the three months and six months ended September
28, 2000 are not necessarily indicative of the results to be expected
for the full year. For further information, refer to the consolidated
financial statements and footnotes included in the Company's Annual
Report on Form 10-K for the year ended March 31, 2000.
Certain prior year amounts have been reclassified to conform with the
current year presentation.
2. COMPREHENSIVE INCOME
Comprehensive income (loss) included foreign currency translation
adjustments of ($143,000) and ($15,000) for the comparative three months
and ($442,000) and $47,000 for the comparative six months ended September
28, 2000 and September 30, 1999, respectively.
5
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PART I - FINANCIAL INFORMATION (CONTINUED)
EARLE M. JORGENSEN COMPANY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS: SIX MONTHS ENDED SEPTEMBER 28, 2000 COMPARED TO SIX
MONTHS ENDED SEPTEMBER 30, 1999.
REVENUE. Revenues for the first six months of fiscal 2001 were $529.3 million,
compared to $440.3 million for the same period in fiscal 2000. Revenues from our
domestic operations increased $86.0 million (20.3%) to $509.3 million in the
first six months of fiscal 2001 when compared to $423.3 million for the same
period in fiscal 2000. This increase resulted from a 23% increase in tonnage
shipped, partially offset by weaker prices, and was attributable to strong
demand of our core products throughout key industries we serve. Revenues from
our Canadian operations increased $3.0 million (17.6%) to $20.0 million in the
first six months of fiscal 2001 when compared to $17.0 million for the same
period in fiscal 2000 as the result of strong local economic conditions.
GROSS PROFIT. Gross profit for first six months of fiscal 2001 was $147.7
million, compared to $128.7 million for the same period in fiscal 2000.
Consolidated gross margin for the first six months of fiscal 2001 decreased to
27.9% when compared to 29.2% for the same period in fiscal 2000. Gross profit
for the fiscal 2001 period included a LIFO credit of $0.2 million compared to a
corresponding LIFO credit of $2.5 million in the fiscal 2000 period. Gross
profit from our Canadian operations was $4.8 million and gross margin was 24.0%
during the first six months of fiscal 2001, compared to $3.9 million and 22.9%,
respectively, for the same period in fiscal 2000. Exclusive of Canadian
operations and LIFO adjustments, our gross margin was 28.0% for the first six
months of fiscal 2001 compared to 28.9% for the same period in fiscal 2000.
EXPENSES. Total operating expenses for the first six months of fiscal 2001 were
$111.8 million (21.1% of revenues), compared to $100.2 million (22.8% of
revenues) for the same period in fiscal 2000. The higher operating expenses
generally reflect variable expenses incurred to support increased tonnage
shipped and costs associated with new or expanded facilities.
Warehouse and delivery expenses for the first six months of fiscal 2001 were
$67.3 million (12.7% of revenues), compared to $59.2 million (13.4% of revenues)
for the same period in fiscal 2000. The fiscal 2001 period included higher
compensation, lease, fuel, maintenance, tooling and supplies expenses resulting
from increased tonnage shipped and new or expanded facilities. As of September
28, 2000, 1,234 employees were involved in warehouse and delivery activities,
compared to 1,113 as of September 30, 1999.
Selling expenses for the first six months of fiscal 2001 were $19.1 million
(3.6% of revenues), compared to $16.3 million (3.7% of revenues) for the same
period in fiscal 2000. The fiscal 2001 period included higher accruals for
incentive compensation based on sales and gross profit levels.
General and administrative expenses for the first six months of fiscal 2001 were
$25.3 million (4.8% of revenues), compared to $24.7 million (5.6% of revenues)
for the same period in fiscal 2000. The fiscal 2001 period included higher
accruals for management incentives, lower purchase discounts and higher income
recognized in connection with life insurance policies.
NET INTEREST EXPENSE. Net interest expense was $22.0 million for the first six
months of fiscal 2001 compared to $20.1 million in the same period in fiscal
2000. Such amounts include interest and amortization of debt issue costs related
to our revolving credit facility ("Revolving Credit Facility"), our 9-1/2%
senior notes ("Senior Notes"), our variable rate term loan ("Term Loan") and
interest on borrowings against the cash surrender value of certain life
insurance policies we maintain.
6
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PART I - FINANCIAL INFORMATION (CONTINUED)
EARLE M. JORGENSEN COMPANY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
RESULTS OF OPERATIONS: SIX MONTHS ENDED SEPTEMBER 28, 2000 COMPARED TO SIX
MONTHS ENDED SEPTEMBER 30, 1999. (CONTINUED)
Interest expense and amortization of debt issue costs related to the our
outstanding indebtedness (excluding those borrowings against the cash surrender
value of certain life insurance policies) totaled $15.1 million for the first
six months of fiscal 2001 compared to $14.2 million for the same period in
fiscal 2000. The average outstanding indebtedness during the fiscal 2001 period
was $317.5 million, compared to $311.7 million for the same period in fiscal
2000. The weighted-average interest rate on such indebtedness was 9.18% during
the first six months of fiscal 2001 versus 8.13% during the same period in
fiscal 2000. During the six months ended September 28, 2000 and September 30,
1999, borrowings under the Revolving Credit Facility averaged $103.3 million and
$95.9 million and the average interest rate on such borrowings was 8.52% and
7.04%, respectively. Interest expense on borrowings against the cash surrender
value of certain life insurance policies maintained was $6.9 million for the
first six months of fiscal 2001 period compared to $6.0 million for the same
period in fiscal 2000.
The interest rates on our 9 1/2% Senior Notes and on the borrowings under the
life insurance policies are fixed at 9.50% and 11.76%, respectively. The
interest rates on our Revolving Credit Facility and Term Loan are floating
(8.72% and 10.06%, respectively, as of September 28, 2000).
Pursuant to our interest rate swap agreement with Bankers Trust Company covering
a notional amount of $95.0 million under the Term Loan, we received $0.3 million
during the first six months of fiscal 2001 versus paying $0.3 million in
interest during the same period in fiscal 2000.
INCOME TAXES. Income tax expense for the first six months of fiscal 2001 and
2000 included provisions for state and foreign income taxes. Federal tax
provisions for the first six months of fiscal 2001 and 2000 were offset by
recognition of tax benefits associated with our loss carryforwards.
7
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PART I - FINANCIAL INFORMATION (CONTINUED)
EARLE M. JORGENSEN COMPANY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
RESULTS OF OPERATIONS: THREE MONTHS ENDED SEPTEMBER 28, 2000 COMPARED TO THREE
MONTHS ENDED SEPTEMBER 30, 1999.
REVENUE. Revenues for the second quarter of fiscal 2001 were $260.8 million,
compared to $219.4 million for the same period in fiscal 2000. Revenues from our
domestic operations increased $40.7 million (19.3%) to $251.8 million in the
second quarter of fiscal 2001 when compared to $211.1 million for the same
period in fiscal 2000. This increase resulted from a 21% increase in tonnage
shipped, partially offset by weaker prices, and was attributable to strong
demand of our core products throughout key industries we serve. Revenue from our
Canadian operations increased $0.8 million to $9.1 million (9.6%) in the second
quarter of fiscal 2001 when compared to $8.3 million in the same period in
fiscal 2000 as the result of strong local economic conditions.
GROSS PROFIT. Gross profit for the second quarter of fiscal 2001 was $73.2
million, compared to $64.7 million for the same period in fiscal 2000, while
consolidated gross margins were 28.1% and 29.5%, respectively. Gross profit for
the fiscal 2001 period included a LIFO credit of $0.2 million compared to a
corresponding LIFO credit of $1.5 million in the fiscal 2000 period. Gross
profit from our Canadian operations was $2.2 million and gross margin was 24.2%
during the second quarter of fiscal 2001, compared to $1.9 million and 22.9%,
respectively, for the same period in fiscal 2000. Exclusive of our Canadian
operations and LIFO adjustments, gross margin decreased to 28.1% for the second
quarter of fiscal 2001 when compared to 29.0% for the same period in fiscal 2000
due to changes in product mix and weaker prices.
EXPENSES. Total operating expenses for the second quarter of fiscal 2001 were
$55.6 million (21.3% of revenues), compared to $50.2 million (22.9% of revenues)
for the same period in fiscal 2000. The higher operating expenses generally
reflect variable expenses incurred to support increased tonnage shipped and
costs associated with new or expanded facilities.
Warehouse and delivery expenses for the second quarter of fiscal 2001 were $33.3
million (12.8% of revenues), compared to $29.8 million (13.6% of revenues) for
the same period in fiscal 2000. The fiscal 2001 period included higher
compensation, lease, fuel, tooling, maintenance and supplies expenses resulting
from increased tonnage shipped and new or expanded facilities.
Selling expenses for the second quarter of fiscal 2001 were $9.4 million (3.6%
of revenues), compared to $8.1 million (3.7% of revenues) for the same period in
fiscal 2000. The fiscal 2001 period included higher accruals for incentive
compensation based on sales and gross profit levels.
General and administrative expenses were $12.9 million (4.9% of revenues) during
the second quarter of 2001 compared to $12.3 million (5.6% of revenues) for the
same period in fiscal 2000. The fiscal 2001 period included higher accruals for
management incentives, lower purchase discounts and higher income recognized in
connection with life insurance policies. In addition, the second quarter of
fiscal 2000 included losses on sale of assets that did not reoccur during the
same period in fiscal 2001.
NET INTEREST EXPENSE. Net interest expense was $11.2 million for the second
quarter of fiscal 2001 compared to $10.4 million in the same period in fiscal
2000. Such amounts include interest and amortization of debt issue costs related
to our Revolving Credit Facility, our Senior Notes, our Term Loan and interest
on borrowings against the cash surrender value of certain life insurance
policies we maintain.
Interest expense and amortization of debt issue costs related to the our
outstanding indebtedness (excluding those borrowings against the cash surrender
value of certain life insurance policies) totaled $7.8 million for the second
quarter of fiscal 2001 compared to $7.4 million for the same period in fiscal
2000. The average outstanding indebtedness during the second quarter of fiscal
2001 was $324.2 million, compared to $314.9 million for the same period in
fiscal 2000. The weighted average interest rate on such indebtedness was 9.32%
during the second quarter of fiscal 2001 versus 8.54% during the same period in
fiscal 2000. During the three months ended September 28, 2000 and September 30,
1999, borrowings under the Revolving Credit Facility averaged $110.5 million and
$99.4 million and the average interest rate on such borrowings was 8.69% and
7.18%, respectively.
8
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PART I - FINANCIAL INFORMATION (CONTINUED)
EARLE M. JORGENSEN COMPANY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS: THREE MONTHS ENDED SEPTEMBER 28, 2000 COMPARED TO THREE
MONTHS ENDED SEPTEMBER 30, 1999. (CONTINUED)
Interest expense on borrowings against the cash surrender value of certain life
insurance policies maintained was $3.4 million during the second quarter of
fiscal 2001 period compared to $3.0 million for the same period in fiscal 2000.
Pursuant to our interest rate swap agreement, we received $0.2 million from
Bankers Trust Company during the three months ended September 28, 2000, compared
to paying Bankers Trust Company $0.1 million for the same period in fiscal 2000.
INCOME TAXES. Income tax expense for the second quarter of fiscal 2001 and
2000 included provisions for state and foreign income taxes. Federal tax
provisions for the second quarter of fiscal 2001 and 2000 were offset by
recognition of tax benefits associated with our loss carryforwards.
LIQUIDITY AND CAPITAL RESOURCES
Working capital increased to $223.5 million at September 28, 2000 when compared
to $165.1 million at March 31, 2000 primarily as the result of higher
inventories and accounts receivable. Our primary cash flows during the first six
months of fiscal 2001 consisted of funds provided by borrowings under our
Revolving Credit Facility totalling $54.3 million, while the primary uses of
cash consisted of: (i) cash used in operations, $52.2 million; and (ii) capital
expenditures, $5.8 million.
Cash used in operating activities was $52.2 million (9.9% of revenues) during
the first six months of fiscal 2001 compared to $6.6 million (1.5% of revenues)
for the same period of fiscal 2000. The increase primarily resulted from
maintaining higher levels of inventory in respect to higher revenues.
For fiscal 2001, we have planned approximately $14.0 million of capital
expenditures to be financed from internally generated funds. Approximately $11.3
million is for routine replacement of machinery and equipment and facility
improvements and expansions, and $2.7 million is for further additions to our
management information systems. During the first six months of fiscal 2001, we
spent $5.8 million for planned capital expenditures.
Our cash requirements for debt service and related obligations through the end
of fiscal 2001 are expected to consist primarily of interest payments under the
Revolving Credit Facility, interest and principal payments on the Term Loan,
interest payments on the 9 1/2% Senior Notes, dividend payments to Holding in
connection with the required repurchase of its capital stock from departing
stockholders pursuant to Holding's Stockholders' Agreement and the ESOP, capital
expenditures and principal and interest payments on our industrial revenue
bonds. As of September 28, 2000, principal payments required by our outstanding
industrial revenue bond indebtedness amount to $1.4 million in fiscal years 2002
through 2004 and $6.2 million in the aggregate thereafter through 2010. We will
not be required to make any principal payments on our Senior Notes until 2005.
Our Revolving Credit Facility will mature in 2003 and our Term Loan will mature
in 2004. The Term Loan requires principal payments to be made in equal quarterly
installments of $250,000. The final installment due at maturity will repay in
full all outstanding principal. As of September 28, 2000, we were in compliance
with all covenants under the Revolving Credit Facility, the Term Loan and the
Senior Notes. Although compliance with such covenants in the future is largely
dependent on our future performance and general economic conditions, for which
there can be no assurance, we expect to be in compliance with all of our debt
covenants for the foreseeable future.
9
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PART I - FINANCIAL INFORMATION (CONTINUED)
EARLE M. JORGENSEN COMPANY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES (continued)
At September 28, 2000, our primary sources of liquidity were available
borrowings of $94.6 million under the Revolving Credit Facility, available
borrowings of approximately $14.1 million against certain life insurance
policies and internally generated funds. Borrowings under our Revolving Credit
Facility are secured by domestic inventory and accounts receivable, and future
availability is determined by prevailing levels of those assets. Our Term Loan
is secured by a first priority lien on a substantial portion of current and
future acquired unencumbered property, plant and equipment. The life insurance
policy loans are secured by the cash surrender value of the policies, are
non-recourse, and bear interest at a rate 0.5% greater than the dividend income
rate on the policies. For the first six months of fiscal 2001, dividend income
earned under the policies totaled $6.5 million, compared to $5.7 million for the
same period in fiscal 2000 and is reported as an offset to general and
administrative expenses in the accompanying statements of operations. As of
September 28, 2000, there was approximately $31.0 million of cash surrender
value in the life insurance policies we maintain, net of borrowings.
We believe our sources of liquidity and capital resources are sufficient to meet
all currently anticipated operating cash requirements, including debt service
payments on the Revolving Credit Facility, the Term Loan and the Senior Notes
prior to their maturities in 2003, 2004 and 2005, respectively; however, we
anticipate that it will be necessary to replace or to refinance all or a portion
of the Revolving Credit Facility, the Term Loan and the Senior Notes prior to
their respective maturities, although there can be no assurance on what terms,
if any, we would be able to obtain such refinancing or additional financing. Our
ability to make interest payments on the Revolving Credit Facility and the
Senior Notes and principal and interest payments on the Term Loan will be
dependent on maintaining the level of performance reflected in the last twelve
months, which will be dependent on a number of factors, many of which are beyond
our control, and the continued availability of revolving credit borrowings.
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) EXHIBITS
Exhibit 27. Financial Data Schedule
(b) REPORTS ON FORM 8-K
The Registrant was not required to file a Form 8-K during the
quarter ended September 28, 2000.
10
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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.
EARLE M. JORGENSEN COMPANY
/s/ MAURICE S. NELSON, JR.
----------------------------------
Date: October 31, 2000 Maurice S. Nelson, Jr.
President, Chief Executive Officer
/s/ WILLIAM S. JOHNSON
----------------------------------
Date: October 31, 2000 William S. Johnson
Vice President, Chief Financial Officer
and Secretary (Principal Financial and
Accounting Officer)
11
