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
----------------
MAY 17, 1998
------------------------------------------------
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)
NIAGARA CORPORATION
------------------------------------------------
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
DELAWARE 0-22206 59-3182820
--------------------------- ---------------------- -----------------
(STATE OR OTHER JURISDICTION) (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER
OF INCORPORATION) IDENTIFICATION NO.)
667 MADISON AVENUE
NEW YORK, NEW YORK
--------------------------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
10021
--------
(ZIP CODE)
(212) 317-1000
---------------------------------------------------
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
NOT APPLICABLE
-----------------------------------------
(FORMER NAME OR FORMER ADDRESS, IF CHANGED
SINCE LAST REPORT)
ITEM 5. OTHER EVENTS.
On May 18, 1998, the hourly employees at the Hammond, Indiana
facility of LaSalle Steel Company ("LaSalle"), a subsidiary of Niagara
Corporation (the "Registrant"), commenced a strike. Such workers were
subject to a collective bargaining agreement with an independent and
unaffiliated union which expired on May 17, 1998 and voted to reject
LaSalle's proposal for a new agreement. On May 31, 1998, such workers voted
to reject another LaSalle proposal for a new agreement and continue their
strike. On June 3, 1998, the Registrant announced that LaSalle would begin
hiring permanent replacement workers.
On May 20, 1998, Frank Archer joined the board of directors of the
Registrant. Mr. Archer is President of LaSalle as well as Niagara LaSalle
Corporation which is also a subsidiary of the Registrant.
On May 20, 1998, the board of directors of the Registrant
authorized the repurchase, from time to time, of up to one million shares
of the Registrant's Common Stock ("Shares") in open market and privately
negotiated transactions. Such purchases would be subject to market and
other conditions and financed with internally generated funds, and, if
necessary, borrowings under existing credit facilities. Shares repurchased
would be available for use in the Registrant's benefit plans and for
general corporate purposes.
Copies of the Registrant's press releases with respect to the
foregoing are attached hereto as Exhibits 99.1, 99.2, 99.3 and 99.4.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL
INFORMATION AND EXHIBITS.
(c) Exhibits.
99.1 Press Release dated May 18, 1998.
99.2 Press Release dated May 20, 1998.
99.3 Press Release dated May 21, 1998.
99.4 Press Release dated June 3, 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.
NIAGARA CORPORATION
By:/s/ Marc J. Segalman
----------------------------
Name: Marc J. Segalman
Title: Vice President
Date: June 3, 1998
EXHIBIT INDEX
Exhibit No. Description Page No.
99.1 Press Release dated May 18, 6
1998.
99.2 Press Release dated May 20, 8
1998.
99.3 Press Release dated May 21, 10
1998.
99.4 Press Release dated June 3, 12
1998.
EXHIBIT 99.1
LOGO
Contact: Niagara Corporation
Michael Scharf, CEO
(212) 317-1000
FOR IMMEDIATE RELEASE
NIAGARA CORPORATION UNION
STRIKES HAMMOND, INDIANA FACILITY
New York, May 18, 1998 - Niagara Corporation (Nasdaq:NIAG) announced
today that the independent and unaffiliated union at its LaSalle Steel
facility in Hammond, Indiana voted yesterday to reject the company's last
proposal and to call a strike beginning today. In commenting on this
development, Michael Scharf, Chairman and CEO of Niagara stated that, "We
believe our work force at Hammond, Indiana are the highest paid hourly
employees in the steel industry. They have chosen to reject a generous
offer from the company. By utilizing supervisory personnel and by working
extra shifts at our other facilities, we are confident that we can continue
to service our valued customers."
EXHIBIT 99.2
LOGO
Contact: Niagara Corporation
Michael Scharf, CEO
(212) 317-1000
For Immediate Release
FRANK ARCHER JOINS NIAGARA CORPORATION BOARD
New York, May 20, 1998 - Niagara Corporation (Nasdaq:NIAG) announced
today that Frank Archer has joined its Board of Directors. Mr. Archer is
President of Niagara LaSalle Corporation and LaSalle Steel Company, the
Company's operating subsidiaries. He has over 25 years of experience in the
cold finished bar industry.
Niagara is the largest independent cold finished bar producer in the
United States with facilities in Buffalo, New York; Chattanooga, Tennessee;
Hammond and Griffith, Indiana; and Midlothian, Texas.
EXHIBIT 99.3
LOGO
Contact: Michael Scharf
Chairman and CEO
(212) 317-1000
FOR IMMEDIATE RELEASE
NIAGARA CORPORATION ANNOUNCES
STOCK REPURCHASE PROGRAM
New York, May 21, 1998 - Niagara Corporation (Nasdaq:NIAG) announced
today that its Board of Directors authorized the repurchase, from time to
time, of up to one million shares of its common stock in open market and
privately negotiated transactions. Niagara said that such purchases would
be subject to market and other conditions. The Company would finance the
purchases with internally generated funds, and, if necessary, borrowings
under its existing credit facilities. Shares repurchased would be available
for use in the Company's benefit plans and for general corporate purposes.
Niagara has approximately 10 million shares of common stock outstanding.
Niagara is the largest independent cold finished bar producer in the
United States with facilities in Buffalo, New York; Chattanooga, Tennessee;
Hammond and Griffith, Indiana; and Midlothian, Texas.
EXHIBIT 99.4
LOGO
FOR IMMEDIATE RELEASE
Contact: Niagara Corporation
Michael Scharf, CEO
(212) 317-1000
NIAGARA CORPORATION STRIKE CONTINUES
COMPANY BEGINS HIRING PERMANENT REPLACEMENTS
New York, June 3, 1998 - Niagara Corporation (Nasdaq:NIAG) announced
today that the union at its LaSalle Steel facility in Hammond, Indiana
voted on Sunday to reject the Company's latest proposal and continue its
strike, which is now entering its third week. In commenting on this
development, Michael Scharf, Chairman of Niagara stated,
"Despite an offer containing generous increases in wages and pension
benefits to existing employees, the union has decided to continue its
strike. The main sticking point appears to be the two-tier system of
wages that the Company seeks to implement for new hires in order to
lower, over time, its production costs. The company is going to begin
hiring permanent replacements this week in an effort to bring the
plant to full production as soon as possible. During the past two
weeks, temporary workers have been more productive, based on tons
produced per man, than the strikers were. Three of Niagara's other
plants are also increasing production in order to satisfy customer
demand.
"In order to facilitate the continued operations at the Hammond
plant, a broad injunction was issued yesterday by the Superior Court
in Hammond, Indiana. The injunction severely restricts the union's
picketing to three men at each entrance and prohibits violence or
threats of any type. The injunction will have the beneficial effect
of helping us get to full production because all forms of
intimidation are strictly prohibited."
