<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): February 2, 1999
(January 28, 1999)
NATIONAL STEEL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
1-983 25-0687210
(Commission File Number) (IRS Employer Identification No.)
4100 Edison Lakes Parkway, Mishawaka, IN 46545-3440
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 219-273-7000
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ITEM 5. OTHER EVENTS
National Steel Corporation issued a press release on January 28, 1999 that
announced its Fourth quarter and 1998 results. A copy of this press release is
attached hereto as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Exhibit 99.1 Press release dated January 28, 1999.
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.
NATIONAL STEEL CORPORATION
Date: February 2, 1999 By: /s/ Glenn H. Gage
-------------------------
Glenn H. Gage
Senior Vice President and
Chief Financial Officer
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Exhibit 99.1
News Release
- ------------
Media Contact: Clarence Ehlers
(219) 273-7327
Analyst/Investor Contact: Joseph A. Rainis
(219) 273-7158
NATIONAL STEEL ANNOUNCES 1998 RESULTS
Mishawaka, IN, January 28, 1999--National Steel Corporation (NYSE: NS) today
reported net income of $18.8 million for the fourth quarter of 1998, or $0.44
per diluted common share, compared to $48.7 million, or $1.06 per diluted common
share, for the fourth quarter of 1997. Net sales in the fourth quarter of 1998
totaled $685.4 million compared to $768.5 million during the same period in
1997. The fourth quarter of 1998 was favorably impacted by a LIFO inventory
valuation adjustment that totaled $5.6 million, after tax. The 1997 period
benefited by $13.2 million, after tax, from the sale of certain coal properties
and the revaluation of related reserves as well as changes in estimates related
to effective tax rates for the year 1997.
Raw steel production in the fourth quarter of 1998 totaled 1.35 million tons
compared to 1.60 million tons in the same 1997 period. The reduced production
level reflected the impact of reduced order rates due to record levels of
imported steel which prompted the Company to temporarily idle one of its blast
furnaces during the quarter. This idled blast furnace will be restarted next
week prior to the scheduled reline of a furnace at the Granite City Division
which is scheduled to begin in early March. Shipments in the fourth quarter of
1998 totaled 1.35 million tons, a 10% decline from the same period of 1997.
-more-
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Exhibit 99.1
"Our shipments, average selling prices and operating levels suffered as record
levels of imports impacted our results during the final months of 1998," said
Chairman and Chief Executive Officer Yutaka Tanaka. "Despite this challenging
environment, we made $18 per ton on an operating basis in the fourth quarter as
our cost reduction efforts continue to favorably impact our results. We also
moved forward in our goal of improving our value-added mix of products. Our
joint venture operation with Robinson Steel is progressing on schedule and we
expect operations to begin later this quarter. We are also excited by the new
galvanizing line we are constructing at our Great Lakes Division to serve our
automotive customers," concluded the chief executive.
Net income for all of 1998 totaled $83.8 million, or $1.94 per diluted common
share, compared to $213.5 million, or $4.64 per diluted common share, in the
same period of 1997. Net sales in 1998 totaled $2.85 billion, a decline of nine
percent from record sales of $3.14 billion in 1997. Excluding the impact from
the unusual credit related to a property tax refund and the gain on the disposal
of non-core assets, net income in 1998 totaled $60.2 million, or $1.39 per
diluted common share. Net income in 1997, excluding gains related to asset sales
and an extraordinary item, totaled $169.8 million, or $3.65 per diluted common
share.
All statements contained in this release, other than historical information, are
forward-looking statements. A variety of factors could cause business conditions
and the Company's actual results and experience to differ materially from those
expected by the Company or expressed in the Company's forward-looking
statements. Additional information concerning these factors is available in the
Company's most recent Form 10-K for the year ended December 31, 1997 and the
Form 10-Q for the quarter ended September 30, 1998.
Headquartered in Mishawaka, Indiana, National Steel is the nation's fourth
largest integrated steel company, with annual shipments of approximately six
million tons of flat rolled products. National Steel employs approximately 9,200
people. Visit National Steel's website at: www. nationalsteel.com.
The Company's consolidated income statement and condensed balance sheets and
cash flows follow:
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Exhibit 99.1
NATIONAL STEEL CORPORATION
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
(In millions, except per share data)
<TABLE>
<CAPTION>
Three Months Ended Year Ended
December 31, December 31,
1998 1997 1998 1997
------------- -------------- ------------- ------------
<S> <C> <C> <C> <C>
Net Sales $ 685.4 $ 768.5 $2,848.0 $3,139.7
Cost of products sold 588.7 667.5 2,496.8 2,674.4
Selling, general and administrative expense 40.7 33.9 153.6 141.3
Depreciation 33.3 31.2 129.2 134.5
Equity income of affiliates (0.2) (0.5) (1.3) (1.5)
Unusual credit - - (26.6) -
------------- -------------- ------------- -------------
Income from Operations 22.9 36.4 96.3 191.0
Other (Income) Expense
Financing costs (net) 3.2 0.6 10.9 14.6
Net gain on disposal of non-core assets - (4.6) (2.7) (58.7)
------------- -------------- ------------- -------------
3.2 (4.0) 8.2 (44.1)
------------- -------------- ------------- -------------
Income Before Income Taxes and Extraordinary Item 19.7 40.4 88.1 235.1
Income tax provision (credit) 0.9 (8.3) 4.3 16.2
------------- -------------- ------------- -------------
Income Before Extraordinary Item 18.8 48.7 83.8 218.9
Extraordinary item - - - (5.4)
------------- -------------- ------------- -------------
Net Income 18.8 48.7 83.8 213.5
Less preferred stock dividends - 2.0 - 10.2
------------- -------------- ------------- -------------
Net Income Applicable to Common Stock $ 18.8 $ 46.7 $ 83.8 $ 203.3
============= ============== ============= =============
PER SHARE DATA APPLICABLE TO COMMON STOCK:
Basic Earnings Per Share:
Income Before Extraordinary Item $ 0.44 $ 1.08 $ 1.94 $ 4.82
Extraordinary item - - - (0.12)
------------- -------------- ------------- -------------
Net Income Applicable to Common Stock $ 0.44 $ 1.08 $ 1.94 $ 4.70
============= ============== ============= =============
Weighted Average Shares Outstanding (in thousands) 42,946 43,288 43,202 43,288
Diluted Earnings Per Share:
Income Before Extraordinary Item $ 0.44 $ 1.06 $ 1.94 $ 4.76
Extraordinary item - - - (0.12)
Net Income Applicable to Common Stock $ 0.44 $ 1.06 $ 1.94 $ 4.64
============= ============== ============= =============
Weighted Average Shares Outstanding (in thousands) 42,948 43,954 43,271 43,773
OPERATING STATISTICS (in thousands of tons):
Shipments 1,352 1,499 5,587 6,144
Raw steel production 1,350 1,601 6,087 6,527
</TABLE>
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NATIONAL STEEL CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
(In millions)
<TABLE>
<CAPTION>
December 31, December 31,
1998 1997 1998 1997
-------- -------- -------- --------
Assets Liabilities and
Stockholders'
Equity
<S> <C> <C> <S> <C> <C>
Cash and cash equivalents $ 137.9 $ 312.6 Current liabilities $ 546.8 $ 637.4
Investments -- 25.0
Receivables--net 245.9 284.3 Long-term debt 285.8 311.0
Inventories 472.8 374.2 Other long-term
Deferred tax assets 23.3 8.6 liabilities 801.1 668.0
-------- -------- -------- --------
Total current assets 879.9 1,004.7 Total liabilities 1,633.7 1,616.4
Property, plant and
equipment--net 1,270.5 1,229.0 Stockholders' equity 850.3 837.0
Other assets 333.6 219.8
-------- --------
Total Assets $2,484.0 $2,453.4 Total Liabilities and Equity $2,484.0 $2,453.4
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</TABLE>
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(In millions)
<TABLE>
<CAPTION>
Year Ended December 31,
1998 1997
-------- --------
<S> <C> <C>
Cash provided by operating activities:
Net income $ 83.8 $ 213.5
Depreciation 129.2 134.5
Working capital items:
Investments 25.0 (25.0)
Receivables 38.5 4.8
Inventories (98.6) 56.4
Accounts payable & accrued liabilities (96.3) 75.1
All other (49.9) (127.1)
-------- --------
31.7 332.2
-------- --------
Cash provided by (used in) investing
activities:
Purchases of property, plant
and equipment (net) (171.1) (151.8)
Proceeds from the sale of assets 4.7 320.3
-------- --------
(166.4) 168.5
-------- --------
Cash used in financing activities:
Repayment of debt (34.2) (189.4)
Borrowings 14.7 4.0
Repurchase of Common Stock (8.4) --
Redemption of Preferred Stock -
Series A and B -- (83.8)
Common stock dividends (12.1) --
Other -- (27.9)
-------- --------
(40.0) (297.1)
-------- --------
Increase (decrease) in cash
and cash equivalents (174.7) 203.6
Cash and cash equivalents at
the beginning of the period 312.6 109.0
-------- --------
Cash and cash equivalents at
the end of the period $ 137.9 $ 312.6
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