SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12B-25
Commission File Number 1-9820
NOTIFICATION OF LATE FILING
(Check One): [X] Form 10-K [ ] Form 11-K [ ] Form 20-F [ ] Form 10-Q
[ ] Form N-SAR
For Period Ended: June 30, 1999
[ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F [ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
For the Transition Period Ended: ______________________________________
Nothing in this form shall be construed to imply that the Commission
has verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification
relates:______________________________________________________________________
______________________________________________________________________________
PART I
REGISTRANT INFORMATION
Full name of registrant Birmingham Steel Corporation
Former name if applicable ____________________________________________________
Address of principal executive office (Street and number) 1000 Urban Center
Parkway, Suite 300
City, state and zip code Birmingham, Alabama 35242
PART II
RULE 12B-25 (B) AND (C)
If the subject report could not be filed without unreasonable effort
or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate.)
[X] (a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or
expense;
[X] (b) The subject annual report, semi-annual report, transition
report on Form 10-K, 20-F, 11-K or Form N-SAR, or portion
thereof will be filed on or before the 15th calendar day
following the prescribed due date; or the subject quarterly
report or transition report on Form 10-Q, or portion thereof
will be filed on or before the fifth calendar day following the
prescribed due date; and
[ ] (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
PART III
NARRATIVE
State below in reasonable detail the reasons why Form 10-K, 11-K,
20-F, 10-Q, N-SAR or the transition report portion thereof could not be
filed within the prescribed time period. (Attach extra sheets if needed.)
On August 18, 1999, Birmingham Steel Corporation (the
"Company") announced plans to pursue a strategic restructuring of its
operations that would involve, among other things, the sale of its
Special Bar Quality division (the "SBQ division") and its 50%
ownership interest in American Iron Reduction, LLC. The announcement
of the restructuring has required the Company to incur significant
charges. The Company is also in the process of negotiating
modifications to its existing credit agreement and senior note
indentures to ensure the availability of funds under such facilities.
These modifications are necessitated by the performance of the SBQ
division and the Company's recent decision to pursue the
restructuring. Due to the fact that the Company's audited financial
statements and related notes thereto must reflect the modified terms
of the credit agreement and senior note indentures, the negotiation
of which are ongoing, the Annual Report on Form 10-K could not be
filed by the Company without unreasonable effort or expense in the
absence of an extension. As indicated in part II above, the Form 10-K
will be filed on or before the fifteenth calendar day following the
prescribed due date.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Catherine Pecher (205) 970-1200
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(Name) (Area code) (Telephone number)
(2) Have all other periodic reports required under Section 13 or
15(d) of the Securities Exchange Act of 1934 or Section 30 of the
Investment Company Act of 1940 during the preceding 12 months or for such
shorter period that the registrant was required to file such report(s) been
filed? If the answer is no, identify report(s).
[X] Yes [ ] No
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject report
or portion thereof?
[X] Yes [ ] No
If so, attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state the reasons why
a reasonable estimate of the results cannot be made.
The financial statements will reflect significant charges as a result
of the restructuring. These have been quantified and were generally
announced in a press release to shareholders on September 15, 1999. These
changes, however, are still being described in the notes to the financial
statements and the MD&A, both of which will be part of the Company's Annual
Report on Form 10-K. In addition, completion of the financial statements
and related audit is pending completion of the modification to the debt
facilities referred to above. The Company expects to file its Annual Report
on 10-K shortly, but, in any event, within fifteen calendar days.
Birmingham Steel Corporation
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(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: September 29, 1999 By: /s/ Kevin E. Walsh
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Kevin E. Walsh
Executive Vice President and
Chief Financial Officer
