AMERICAN BUILDINGS CO /DE/
8-K, 1999-04-16
PREFABRICATED METAL BUILDINGS & COMPONENTS
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                       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)        April 13, 1999
                                                 --------------------------


                           AMERICAN BUILDINGS COMPANY
             ------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)


          DELAWARE                    0-23688                     63-0931058
- ----------------------------        -----------              -------------------
(State or Other Jurisdiction        (Commission                 (IRS Employer
     of Incorporation)              File Number)             Identification No.)


 1150 State Docks Road, Eufaula, Alabama                                 36027
- ---------------------------------------------                         ----------
(Address of Principal Executive Offices)                              (Zip Code)


Registrant's telephone number, including area code:       (334) 687-2032
                                                    ----------------------------


                                 NOT APPLICABLE
          -------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)

================================================================================


<PAGE>



ITEM 5.  OTHER EVENTS.

      On April 13, 1999, American Buildings Company (the "Company") issued a
press release announcing the Company's first quarter earnings. The press release
is attached as Exhibit 99 hereto, the text of which is incorporated by reference
under this Item 5.

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

      (A)   FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.

            Not applicable.

      (B)   PRO FORMA FINANCIAL INFORMATION.

            Not applicable.

      (C)  EXHIBITS.

            99    Press Release.



                                    -2-
<PAGE>


                                   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.

                                  AMERICAN BUILDINGS COMPANY



Date: April 16, 1999                      By: /s/ R. CHARLES BLACKMON
                                             -------------------------------
                                          Name:  R. Charles Blackmon
                                          Title: Executive Vice President and
                                                 Chief Financial Officer


                                       -3-
<PAGE>


                                  Exhibit Index

99   Press Release.


                                       -4-





        [LOGO]
                                             AMERICAN BUILDINGS COMPANY
                                               EUFAULA, ALABAMA 36027
                                                   (334) 687-2032



FOR IMMEDIATE RELEASE              CONTACT: Charles Blackmon, Executive V.P. CFO



                           AMERICAN BUILDINGS COMPANY
                                REPORTS INCREASE
                            IN FIRST QUARTER EARNINGS

EUFAULA, AL - APRIL 13, 1999 - American Buildings Company (NASDAQ: ABCO), today
reported an increase in earnings for the first quarter of 1999 from the
comparable period for 1998.

Sales totaled $95,871,000 which were flat with the comparable period last year
of $95,853,000. Net income of $2,295,000 was up 10% over the $1,929,000 of
income from continuing operations in the first quarter of 1998. Earnings per
share of $0.42 exceeded the $0.34 from continuing operations in the comparable
period last year. Net income for the first quarter of 1998, after giving effect
to the $295,000 net of tax loss from operations of discontinued operation, was
$1,635,000 and earnings per share were reported at $0.29. Robert T. Ammerman,
CEO, attributed the strong first quarter performance to improved margins in the
Construction Products Group. "We have benefited from a rational selling market
and a decrease in raw material costs," he said.

Total backlog at the end of the first quarter was $104,000,000, flat with year
end 1998 but down 5% from the comparable period last year. "While our backlogs
are down from last year, they are at more manageable levels, enabling us to more
effectively serve our customer base," Mr. Ammerman stated.

American Buildings Company also announced that Onex Corporation today commenced
its previously announced tender offer to purchase all the outstanding common
shares of ABCO at the price of $36.00 per share in cash.


                            (continued on next page)

1
<PAGE>



American Buildings Company is a diversified manufacturer and marketer of
construction products and services for nonresidential and residential
applications. The Company provides metal building systems for industrial,
commercial and institutional nonresidential markets and is a major manufacturer
and marketer of metal roofing systems. The Company also provides specialty
engineering services for large, complex building structures, markets metal
building components and paints steel coils. In addition, the Company markets and
produces steel sectional upward acting doors for residential and commercial
applications, as well as light gauge steel framing systems. The Company markets
throughout North America and in selected international countries.

                                      # # #

      Statements in this press release concerning the Company's business outlook
      or future economic performance; anticipated profitability, revenues,
      expenses or other financial items; and product line growth, together with
      other statements that are not historical facts, are "forward-looking
      statements" as that term is defined under the Federal Securities Laws.
      Forward-looking statements are subject to risks, uncertainties and other
      factors which could cause actual results to differ materially from those
      stated in such statements. Such risks, uncertainties and factors include,
      but are not limited to, industry cyclicality, fluctuations in customer
      demand and order pattern, the seasonal nature of the business, changes in
      pricing or other actions by competitors, and general economic conditions,
      as well as other risks detailed in the Company's filings with the
      Securities and Exchange Commission, including its Annual Report on Form
      10-K for the year ended December 31, 1998.

                                      # # #

                                 Table to Follow


2
<PAGE>


                           AMERICAN BUILDINGS COMPANY
                         SELECTED FINANCIAL INFORMATION
                                  (Unaudited)

                                 March 31, 1999
                                (000's Omitted)

STATEMENTS OF OPERATIONS

                                                            THREE MONTHS ENDED
                                                                  MARCH 31,
                                                           ---------------------
                                                             1999        1998
                                                           --------    --------

Net Sales                                                  $ 95,871    $ 95,853
Cost of Sales                                                81,313      81,773
                                                           --------    --------
Gross Margin                                               $ 14,558    $ 14,080
Selling, general and administrative                           9,720       9,667
                                                           --------    --------
Operating Income                                           $  4,838    $  4,413
Interest Expense                                           $  1,106    $  1,276

Income from Continuing Operations                          $  2,295    $  1,929

Loss from Operations of Discontinued
   Business                                                $   --      $   (295)
                                                           --------    --------

Net Income                                                 $  2,295    $  1,634
                                                           --------    --------

PER SHARE DATA - DILUTED

Income from Continuing Operations                          $   0.42    $   0.34
Loss from Operations of Discontinued
   Business                                                $   --      $  (0.05)
                                                           --------    --------
Net Income                                                 $   0.42    $   0.29
                                                           --------    --------

Weighted average common
shares - Diluted                                              5,451       5,633



SELECTED BALANCE SHEET DATA

                                                           MARCH 31,    DEC 31,
                                                             1999        1998
                                                           --------    --------

Cash                                                       $  3,611    $  2,467
Working Capital, excluding Cash                            $ 42,190    $ 43,593
Long term debt                                             $ 71,260    $ 67,774
Total Equity (net of Treasury Stock)                       $ 68,333    $ 70,745
Treasury Stock                                             ($33,406)   ($28,688)




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