SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
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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): November 30, 1998
LACLEDE STEEL COMPANY
(Exact Name of Registrant as Specified in Charter)
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Delaware
(State or Other Jurisdiction of Incorporation)
0-3855
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(Commission File Number)
43-0368310
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(I.R.S. Employer Identification Number)
One Metropolitan Square
St. Louis, Missouri 63102
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code:
(314) 425-1400
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<PAGE>
Item 3. Bankruptcy.
On November 30, 1998, Laclede Steel Company and its subsidiaries, Laclede Chain
Manufacturing Company and Laclede Mid-America Inc., filed voluntary petitions
for relief under Chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court for the Eastern District of Missouri.
See the Press Release attached hereto as Exhibit 20.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
Exhibit No. Description of Exhibit
20 Press Release dated November 30, 1998.
SIGNATURE
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.
LACLEDE STEEL COMPANY
(Registrant)
Date: November 30, 1998 By: /s/ Michael H. Lane
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Michael H. Lane
Vice President - Finance, Treasurer
and Secretary
Exhibit 20
NEWS RELEASE
from LACLEDE STEEL COMPANY
ONE METROPOLITAN SQUARE
ST. LOUIS, MO 63102-2738
TELEPHONE: (314) 425-1400
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FOR RELEASE: November 30, 1998
CONTACT: Thomas E. Brew, Jr. or Michael H. Lane
President and Vice President - Finance
Chief Executive Officer (314) 425-1505
(314) 425-1460
Laclede Steel Company Seeks Chapter 11 Protection
Company Continues "Business As Usual" Operations
St. Louis, Missouri ... Laclede Steel Company announced today that it and
its subsidiaries, Laclede Chain Manufacturing Company and Laclede Mid America,
Inc., filed voluntary petitions seeking reorganization under Chapter 11 of the
United States Bankruptcy Code. The businesses and operations of Laclede Chain
and Laclede Mid America have been and continue to be profitable. However,
because of legal and practical considerations, it was necessary for these
companies to file a voluntary petition for Chapter 11 reorganization in
conjunction with Laclede Steel Company.
Company officials said that the Chapter 11 filings will enable the Company
to conduct its activities as usual while completing plans to improve its
operational and financial structure. In a significant expression of confidence,
BankAmerica Business Credit has agreed to provide a $85.0 million
debtor-in-possession financing facility to meet ongoing operating needs. The
Company has asked the court to approve this financing immediately.
The Company has developed a plan to reorganize operations and improve
operating efficiencies. But the ability to carry out this plan has been affected
by greater than anticipated losses due to the deterioration in steel demand and
selling prices since the end of last year. The Company said that this, together
with recent operating losses, has put it in a position where it is unable to
comply with the terms and conditions of its lending agreements.
The Chapter 11 filings will provide the opportunity to complete
negotiations on a restructuring plan while protecting the interests of the
Company and its employees, customers and suppliers. It also will enable the
Company to conduct its business as usual while the terms of a restructuring plan
are finalized under the supervision of the court.
Mr. Thomas E. Brew, Jr., President and Chief Executive Officer said, "In
summary, we expect that the steps we have taken will permit the Companies to
continue operating, and allow us to complete our restructuring plan, which will
result in a financially viable company. While we wish this action were not
necessary, we believe it presents the opportunity for a re-birth of Laclede
Steel Company. It is also our expectation that Laclede Chain and Laclede Mid
America will emerge from Chapter 11 as stronger and even more profitable
businesses".
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November 30, 1998
Page 2
This press release contains forward-looking statements made pursuant to the
"safe harbor" provisions of the federal securities law. Investors are cautioned
that such forward-looking statements are not guarantees of future performance,
involve risks and uncertainties, and that actual results may differ materially
from those contemplated by such forward-looking statements. Important factors
known to management that could cause actual results to differ materially from
those contemplated by the forward-looking statements in this press release
include, but are not limited to, the overall demand for steel, the ability to
maintain sales prices, productivity improvement programs, increases in the costs
of ferrous scrap, increases in pension costs, increases in other materials and
costs of production, increases in financing costs, labor relations, increased
domestic or foreign steel competition, adverse developments arising from the
Chapter 11 proceedings and adverse developments in the timing or results of the
Company's current business plan. Additional factors that would cause actual
results to differ materially from those contemplated within this press release
can be found in the Company's periodic report filings with the Securities and
Exchange Commission.
Laclede Steel Company and its subsidiaries manufacture carbon and alloy
steel products, including pipe products, hot rolled products, wire products and
welded chain. Laclede operates facilities in Illinois, Indiana, Missouri,
Pennsylvania and Oregon.
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