BAYOU STEEL CORP
8-K, 1995-02-06
STEEL WORKS, BLAST FURNACES & ROLLING MILLS (COKE OVENS)
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<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 3, 1995
                         ----------------------------





                            BAYOU STEEL CORPORATION
            ------------------------------------------------------
            (Exact name of registrant as specified in its charter)



<TABLE>
<CAPTION>

<S>                            <C>                 <C>
      DELAWARE                     33-22603            72-1125783
- ---------------------          ----------------    --------------------
(State or other jurisdiction      (Commission        (I.R.S. Employer
  of incorporation)               File Number)      Identification No.)
 
</TABLE>



             RIVER ROAD, P.O. BOX 5000, LAPLACE, LOUISIANA  70069
             ----------------------------------------------------
                   (Address of principal executive offices)
                                  (Zip Code)

                                        

                                (504) 652-4900
             ----------------------------------------------------
             (Registrant's telephone number, including area code)



                                NOT APPLICABLE
                                --------------
        (Former name or former address, if changed since last report.)
<PAGE>
 
Item 5.   OTHER EVENTS
          ------------

     The Company has entered into a purchase agreement with Tennessee Valley
Steel Corporation to acquire substantially 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.

Item 7.   EXHIBITS
          --------

     (c)  News Release dated February 3, 1995.

                                    Page 2
<PAGE>
 
                                   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.


BAYOU STEEL CORPORATION
- -----------------------
     (Registrant)



By /s/ Richard J. Gonzalez
  --------------------------------
  Richard J. Gonzalez,
  Vice President, Treasurer, Chief
  Financial Officer, and Secretary


 Date:  February 3, 1995

                                    Page 3
<PAGE>
 
                               INDEX TO EXHIBITS
                               -----------------


                                                        PAGE
  EXHIBIT                                              NUMBER
  -------                                              ------

    99      News Release dated February 3, 1995             5

                                    Page 4



<PAGE>
 
                                                                      Exhibit 99
                                                                      ----------
                                                                          Page 5

                                                 CONTACT:  RICHARD J. GONZALEZ
                                                 VICE PRESIDENT, CHIEF FINANCIAL
                                                 OFFICER, TREASURER & SECRETARY
                                                         (504) 652-4900
FOR IMMEDIATE RELEASE

                            BAYOU STEEL CORPORATION
                            -----------------------
                         SIGNS PURCHASE AGREEMENT WITH
                         -----------------------------
                       TENNESSEE VALLEY STEEL CORPORATION
                       ----------------------------------


   LaPlace, Louisiana (February 3, 1995) --- Bayou Steel Corporation today
reported that it has entered into a purchase agreement with Tennessee Valley
Steel Corporation to acquire substantially 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 agencies, Bayou
Steel's obtaining permits necessary to operate the assets, and certain 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 purchase agreement 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 million)
incurred in connection with its offer to purchase the assets.

  Commenting on the pending acquisition, Jerry Pitts, President and Chief
Operating Officer of Bayou Steel, said, "We are pleased to take this important
next step in acquiring the assets of Tennessee Valley.  We continue to feel that
the Tennessee Valley assets complement and offer the potential for further
growth of Bayou Steel's existing product  lines.  We look forward to a
successful consummation of the acquisition."

  The parties contemplate that the acquisition will be completed in March 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".


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