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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)
DECEMBER 9, 1994
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BAYOU STEEL CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE 33-22603 72-1125783
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
RIVER ROAD, P.O. BOX 5000, LAPLACE, LOUISIANA 70069
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(Address of principal executive offices)
(Zip Code)
(504) 652-4900
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(Registrant's telephone number, including area code)
NOT APPLICABLE
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(Former name or former address, if changed since last report.)
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Item 5. OTHER EVENTS
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The Company has entered into a letter of intent with Tennessee Valley Steel
Corporation to acquire all of the assets of Tennessee Valley for a price of
$30.5 million.
Tennessee Valley is currently operating under the protection of Chapter 11
of the United States Bankruptcy code and the purchase of assets will be subject
to the approval of the bankruptcy court as well as regulatory approvals,
definitive documentation of the transaction, and other conditions.
Item 7. EXHIBITS
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(c) News Release dated December 9, 1994.
Page 2
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SIGNATURE
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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.
BAYOU STEEL CORPORATION
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(Registrant)
By /s/ Richard J. Gonzalez
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Richard J. Gonzalez,
Vice President, Treasurer, Chief
Financial Officer, and Secretary
Date: December 15, 1994
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INDEX TO EXHIBITS
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PAGE
EXHIBIT NUMBER
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99 News Release dated December 9, 1994 5
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Exhibit 99
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Page 5
CONTACT: RICHARD J. GONZALEZ
VICE PRESIDENT, CHIEF FINANCIAL
OFFICER, TREASURER & SECRETARY
(504) 652-4900
FOR IMMEDIATE RELEASE
BAYOU STEEL CORPORATION
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ANNOUNCES PURCHASE OF
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TENNESSEE VALLEY STEEL CORPORATION
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LaPlace, Louisiana (December 9, 1994) --- Bayou Steel Corporation today
reported that it has entered into a letter of intent with Tennessee Valley Steel
Corporation to acquire all of the assets of Tennessee Valley for a purchase
price of $30.5 million.
Tennessee Valley is currently operating under the protection of Chapter 11 of
the United States Bankruptcy code and the purchase of assets will be subject to
the approval of the bankruptcy court as well as regulatory approvals, definitive
documentation of the transaction, and other conditions.
The bankruptcy court has established bidding procedures to be followed by any
other bidder interested in acquiring the assets. Such procedures require
another bidder to bid at least $1.5 million more than the purchase price
contemplated by the letter of intent with additional bids required to be in
$500,000 increments. In addition, if another bidder is successful, Tennessee
Valley is required to reimburse Bayou Steel for its expenses (up to $1 millon)
incurred in connection with its offer to purchase the assets.
Jerry Pitts, President and Chief Operating Officer of Bayou Steel, commented
on the pending acquisition, "We are pleased that we have an opportunity to
acquire the assets of Tennessee Valley. The product mix at Tennessee Valley
will extend and complement Bayou's product line. Our expertise in steel
operations will enable Bayou to efficiently utilize the acquired assets. The
additional benefits of operating synergies between Bayou Steel and Tennessee
Valley should enhance shareholder value. With the approval of the bankruptcy
court, we look forward to a successful conclusion of the acquisition."
The parties contemplate that the acquisition would be completed in January
1995.
Bayou steel Corporation operates a steel minimill producing structural steel
products. Located on the Mississippi River in LaPlace, Louisiana, the Company
operates three stocking locations along the inland waterway system near
Pittsburgh, Chicago, and Tulsa. The common stock of Bayou Steel Corporation is
traded on the American Stock Exchange under the symbol "BYX".
