UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON DC 20549
FORM 10-Q
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
------------------------------------
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
------------------- -------------
Commission File Number 1-9887
--------------------
OREGON STEEL MILLS, INC.
(Exact name of registrant as specified in its charter)
Delaware 94-0506370
- ----------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
1000 Broadway Building, Suite 2200, Portland, Oregon 97205
- ----------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(503) 223-9228
- ----------------------------------------------------------------------
(Registrant's telephone number, including area code)
- ----------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed
since last report)
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Sections 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for
such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the
past 90 days.
Yes X No
---- ----
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable date.
Common Stock, $.01 Par Value 19,421,614
---------------------------- -----------------------------
Class Number of Shares Outstanding
(as of April 30, 1996)
<PAGE>
OREGON STEEL MILLS, INC.
INDEX
Page
----
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets
March 31, 1996 (unaudited)
and December 31, 1995 . . . . . . . . . 2
Consolidated Statements of Income
(unaudited)
Three months ended March 31, 1996
and 1995 . . . . . . . . . . . . . . . 3
Consolidated Statements of Cash Flows
(unaudited)
Three months ended March 31, 1996
and 1995 . . . . . .. . . . . . . . . 4
Notes to Consolidated Financial
Statements (unaudited). . . . . . . . 5
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations . . . . . . . . . . . . . . 6 - 9
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a
Vote of Security Holders . . . . . . . . 10
Item 6. Exhibits and Reports on Form 8-K . . . . 10
SIGNATURES . . . . . . . . . . . . . . . . . . . . . 10
1
<PAGE>
OREGON STEEL MILLS, INC.
CONSOLIDATED BALANCE SHEETS
(In thousands)
March 31,
1996 December 31,
(Unaudited) 1995
----------- ------------
ASSETS
Current assets:
Cash and cash equivalents $ 1,738 $ 644
Trade accounts receivable, net 98,170 80,520
Inventories 115,201 141,310
Deferred tax asset 9,856 9,461
Other current assets 3,222 4,845
--------- ---------
Total current assets 228,187 236,780
--------- ---------
Property, plant and equipment:
Land and improvements 29,428 28,471
Buildings 37,151 37,126
Machinery and equipment 385,495 376,217
Construction in progress 194,821 171,487
--------- ---------
646,895 613,301
Accumulated depreciation (124,887) (118,147)
--------- ---------
522,008 495,154
--------- ---------
Excess of cost over net assets
acquired 41,290 41,555
Other assets 32,716 31,777
--------- ---------
$ 824,201 $ 805,266
LIABILITIES
Current liabilities:
Current portion of long-term debt $ 6,201 $ 4,576
Short-term debt 2,835 -
Accounts payable 82,275 85,360
Accrued expenses 32,831 31,391
--------- ---------
Total current liabilities 124,142 121,327
Long-term debt 320,660 312,679
Deferred employee benefits 17,305 17,044
Other deferred liabilities 36,000 36,331
Deferred income taxes 18,938 15,470
--------- ---------
517,045 502,851
--------- ---------
Minority interests 36,447 35,625
--------- ---------
Commitments and contingencies
(Notes 4 and 5)
STOCKHOLDERS' EQUITY
Common stock 194 194
Additional paid-in capital 150,826 150,826
Retained earnings 123,101 119,302
Cumulative foreign currency
translation adjustment (3,412) (3,532)
--------- ---------
270,709 266,790
--------- ---------
$ 824,201 $ 805,266
========= =========
The accompanying notes are an integral part of the consolidated
financial statements.
2
<PAGE>
OREGON STEEL MILLS, INC.
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except tonnage and per share amounts)
(Unaudited)
Three Months Ended March 31,
----------------------------
1996 1995
----------- ----------
Sales $205,489 $187,017
Costs and expenses:
Cost of sales 176,905 170,278
Selling, general and administrative
expenses 11,414 10,829
Contribution to employee stock
ownership plan - 334
Profit participation 1,869 735
-------- --------
Operating income 15,301 4,841
Other income (expense):
Interest and dividend income 111 68
Interest expense (3,872) (1,883)
Minority interests (788) (96)
Other, net (87) 150
-------- ---------
Income before income taxes 10,665 3,080
Income tax expense (4,147) (1,170)
-------- --------
Net income $ 6,518 $ 1,910
======== ========
Net income per share $.33 $.10
Dividends declared per common share $.14 $.14
Weighted average common shares
and common share equivalents
outstanding 20,020 20,005
Tonnage sold 407,900 395,100
The accompanying notes are an integral part of the consolidated
financial statements.
3
<PAGE>
OREGON STEEL MILLS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Three Months Ended March 31,
----------------------------
1996 1995
--------- ---------
Cash flows from operating activities:
Net income $ 6,518 $ 1,910
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation and amortization 7,131 5,116
Deferred income taxes 3,818 1,980
Accrual for contribution of
common stock to employee stock
ownership plan - 333
Minority interests' share of income 823 240
Other, net 170 87
Changes in current assets and
liabilities 10,928 21,058
-------- --------
NET CASH PROVIDED BY OPERATING
ACTIVITIES 29,388 30,724
-------- --------
Cash flows from investing activities:
Additions to property, plant
and equipment (36,878) (38,321)
Other, net (831) (484)
-------- --------
NET CASH USED IN INVESTING ACTIVITIES (37,709) (38,805)
-------- --------
Cash flows from financing activities:
Net payments under Canadian
revolving loan facility (3,913) (1,590)
Net proceeds from Senior Credit
Facilities 17,600 10,000
Other reductions of debt (1,281) (1,165)
Dividends paid (2,719) (2,713)
Other, net (280) (47)
-------- --------
NET CASH PROVIDED BY FINANCING
ACTIVITIES 9,407 4,485
-------- --------
Effects of foreign currency exchange
rate changes on cash 8 179
-------- --------
Net increase (decrease) in cash
and cash equivalents 1,094 (3,417)
Cash and cash equivalents at
beginning of period 644 5,039
-------- --------
Cash and cash equivalents at
end of period $ 1,738 $ 1,622
======== ========
Supplemental disclosures of
cash flow information:
Cash paid (received) for:
Interest $6,889 $3,293
Income taxes (8) (148)
NON-CASH INVESTING AND FINANCING
ACTIVITIES:
At March 31, 1996 and 1995, the Company had financed property, plant
and equipment with accounts payable of $24.2 million and $12.2
million, respectively.
The accompanying notes are an integral part of the consolidated
financial statements.
4
<PAGE>
OREGON STEEL MILLS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Presentation
---------------------
The consolidated financial statements include the accounts of
Oregon Steel Mills, Inc. and its subsidiaries (the "Company").
All significant intercompany balances and transactions have been
eliminated. Certain previously reported amounts have been
reclassified to conform with current period presentation.
The unaudited financial statements include all adjustments
(consisting of normal recurring accruals) which, in the opinion
of management, are necessary for a fair presentation of the
interim periods. Results for an interim period are not
necessarily indicative of results for a full year. Reference
should be made to the Company's 1995 Annual Report on Form 10-K
for additional disclosures including a summary of significant
accounting policies.
2. Inventories
-----------
Inventories consist of:
March 31, December 31,
1996 1995
--------- ------------
(In thousands)
Raw materials $ 21,338 $ 31,520
Semifinished product 32,811 51,770
Finished product 38,911 38,111
Stores and operating supplies 22,141 19,909
-------- --------
Total Inventory $115,201 $141,310
======== ========
3. Common Stock
------------
On April 25, 1996, the Board of Directors declared a quarterly
cash dividend of 14 cents per share to be paid May 31, 1996,
to stockholders of record as of May 10, 1996.
4. Contingencies
-------------
ENVIRONMENTAL. The Company has a reserve of $2.6 million at
March 31, 1996 for environmental remediation relating to the Napa
pipe mill. The Company's 87 percent owned New CF&I, Inc.
subsidiary owns a 95.2 percent interest in a Pueblo, Colorado
steel mill, CF&I Steel, L.P. ("CF&I"). In connection with CF&I's
acquisition of certain assets from CF&I Steel Corporation in
1993, CF&I established a reserve of $36.7 million for
environmental remediation. At March 31, 1996, CF&I had a reserve
of $35.4 million, of which $33.8 million is classified as non-
current in other deferred liabilities in the consolidated balance
sheet.
5. Commitments
-----------
During 1994 the Company began construction of various capital
improvement projects at both its Portland, Oregon and Pueblo,
Colorado steel mills. Commitments for expenditures related to
the completion of these projects were $70.6 million at March 31,
1996.
5
<PAGE>
OREGON STEEL MILLS, INC.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
General
- -------
The consolidated financial statements include the accounts of
Oregon Steel Mills, Inc. and its wholly-owned and majority-owned
subsidiaries Camrose Pipe Corporation ("CPC") which owns a 60 percent
interest in Camrose Pipe Company ("Camrose"), 87 percent owned New
CF&I, Inc. which owns a 95.2 percent interest in CF&I Steel, L.P., and
certain other insignificant subsidiaries.
The Company is organized into two business units known as the
Oregon Steel Division and the CF&I Steel Division. The Oregon Steel
Division is centered on the Company's steel plate minimill in
Portland, Oregon. It includes the Company's large diameter pipe
finishing facility in Napa, California, the large diameter and
electric resistance welded pipe facility in Camrose, Alberta, and the
steel plate rolling mill in Fontana, California until the first
quarter of 1995 when it ceased shipments. The CF&I Steel Division
consists of the steelmaking and finishing facilities of CF&I located
in Pueblo, Colorado, as well as certain related operations.
Results of Operations
- ---------------------
The following table sets forth tonnage sold, sales and average selling
price per ton by division:
Three Months Ended
March 31,
--------------------------
1996 1995
--------- ---------
Total tonnage sold:
Oregon Steel Division:
Plate products 81,800 92,000
Welded pipe products 70,400 53,300
Semifinished products - 57,600
CF&I Steel Division 255,700 192,200
------- -------
Total 407,900 395,100
======= =======
Sales (in thousands):
Oregon Steel Division $ 92,846 $ 99,330
CF&I Steel Division 112,643 87,687
-------- --------
Total $205,489 $187,017
======== ========
Average selling price per ton:
Oregon Steel Division $610 $490
CF&I Steel Division $441 $456
Company average $504 $473
- ---------------------
Sales for the first quarter of 1996 of $205.5 million increased
9.9 percent from sales of $187 million in the first quarter of 1995.
Shipments increased 3.2 percent to 407,900 tons in the first quarter
of 1996 from 395,100 tons in the corresponding 1995 period. The
increase in sales and shipments was primarily due to increased
shipments of rail, oil country tubular goods ("OCTG") and rod products
manufactured by the CF&I Steel Division, offset in part by a decline
in shipments of plate products and the absence of sales of
semifinished products by the Oregon Steel Division. Selling prices in
the first quarter of 1996 averaged $504 per ton versus $473 per ton in
the first quarter of 1995. The increase in average selling price is
due to several factors including increased sales of rail and OCTG
products and the absence of sales of semifinished products which
generally have the lowest selling price of any of the Company's
products. Of the $18.5 million sales increase, $12.5 million was the
result of higher average selling prices and $6 million was the result
of volume increases.
6
<PAGE>
OREGON STEEL MILLS, INC.
The Company's Oregon Steel Division shipped 152,200 tons of
product at an average selling price of $610 per ton during the first
quarter of 1996 compared to 202,900 tons of product at an average
selling price of $490 per ton during the first quarter of 1995. This
decline in shipments, as well as the increase in average selling
price, were primarily due to the absence of sales of semifinished
products during the first quarter of 1996. Welded pipe shipments from
the Napa and Camrose pipe mills were 70,400 tons in 1996 compared to
53,300 tons in 1995. During the first quarter of 1996, the Oregon
Steel Division did not ship any semifinished products compared to
57,600 tons shipped in the first quarter of 1995. Shipments of plate
products during the first quarter of 1996 were 81,800 tons compared to
92,000 tons in 1995. The 1995 quarter included 15,600 tons of plate
shipments from the now closed Fontana plate mill. Demand for the
Company's plate products remained strong during the first quarter of
1996 compared to the fourth quarter of 1995.
The CF&I Steel Division shipped 255,700 tons of product at an
average selling price of $441 per ton during the first quarter of 1996
compared to 192,200 tons of product at an average selling price of
$456 per ton during the first quarter of 1995. The CF&I Steel
Division experienced strong shipments in rail and OCTG products during
the first quarter of 1996, 95,100 tons and 40,700 tons, respectively,
compared to 78,600 tons of rail and 28,900 tons of OCTG in the first
quarter of 1995. Shipments of rail products have generally been the
highest in the first quarter of the year. The decrease in average
selling prices was due in part to the higher proportion of sales
represented by lower priced rod and bar products and lower selling
prices for most of CF&I's products compared to the first quarter of
1995. Shipments of rod and bar products increased 41 percent to
97,100 tons in the first quarter of 1996 compared to 68,800 tons in
1995.
Gross profit for the first quarter of 1996 was 13.9 percent,
compared to 9 percent for the first quarter of 1995. Gross profit
margins were positively impacted by increased shipments of rail, OCTG
and rod products, and the elimination of sales of semifinished
products. In addition, the Company ceased rolling plate at its
Fontana plate mill in the fourth quarter of 1994, and costs were
incurred during the first quarter of 1995 for shipping remaining
inventory, winding down of operations and removal of supplies and
equipment. Costs incurred in the first quarter of 1995 in connection
with the closure of the Fontana Plate Mill adversely affected gross
profit for that quarter by $1.7 million. Further, the Company
estimates that expenses associated with the CF&I capital improvement
program were approximately $3 million in the first quarter 1995.
These expenses related to the start-up of CF&I's new rod and bar mill,
the conversion from ingot to continuous casting for the rail mill and
improvements to the steelmaking process, including a new ladle
refining furnace, a vacuum degassing unit and caster modifications.
Selling, general and administrative expenses for the three months
ended March 31, 1996 increased $585,000 or 5.4 percent from the
corresponding period in 1995, but decreased as a percentage of sales
from 5.8 percent in the first quarter of 1995 to 5.6 percent in the
first quarter of 1996. The dollar amount increase was primarily due
to increased shipping expense as a result of increased tons shipped in
the first quarter of 1996 compared to the corresponding 1995 period.
There was no contribution to the Company's ESOP during the first
quarter of 1996, compared to a contribution of $334,000 in the first
quarter of 1995. Profit participation plan expense was $1.9 million
for the first quarter of 1996 compared to $735,000 for the first
quarter 1995. The increase in 1996 profit participation plan expense
reflects the increased profitability of the Company in 1996.
Total interest costs for the three months ended March 31, 1996
were $7.5 million compared to $4.8 million for the corresponding 1995
period. The higher interest cost is primarily the result of the debt
incurred to fund the capital expenditure programs. Of the $7.5
million of interest cost in the first quarter of 1996, $3.6 million
was capitalized as part of construction in progress, compared to $2.9
million capitalized in the corresponding 1995 period.
The Company's effective income tax rates were 39 percent and 38
percent for the three months ended March 31, 1996 and 1995,
respectively.
7
<PAGE>
OREGON STEEL MILLS, INC.
Liquidity and Capital Resources
- -------------------------------
Cash flow from operations for the three months ended March 31,
1996 was $29.4 million compared to $30.7 million in the corresponding
1995 period. The major items affecting this $1.3 million decrease
were increased accounts receivable ($20.6 million) and a lower
increase in accrued expenses ($4.6 million). These cash uses were
partially offset by increased net income ($4.6 million), reduced
inventories ($8.7 million), a decrease in the reduction of accounts
payable ($2.7 million), and increased depreciation and amortization
($2 million).
Net working capital at March 31, 1996 decreased $11.4 million
from December 31, 1995 due to a $8.6 million decrease in current
assets, principally inventory, and a $2.8 million increase in current
liabilities, principally short-term debt.
In December 1994 the Company entered into a Credit Agreement (the
"Credit Agreement"), which provides for collateralized borrowing of up
to $297 million from a group of banks ("Lender Banks"). Use of the
Credit Agreement is to fund capital expenditures, for general
corporate purposes and for working capital. The Credit Agreement is
comprised of (i) a $197 million term loan facility ("Term Loan") which
may be drawn at any time through December 31, 1996; and (ii) up to a
$100 million revolving loan facility ("Revolving Loan"), which may be
drawn and repaid at any time through December 31, 1997 based upon the
Company's accounts receivable and inventory balances. By mutual
agreement of the Company and the Lender Banks, the Revolving Loan may
be extended for two additional one-year periods through December 31,
1999.
Annual commitment fees are .5 percent of the unused portions of
the Credit Agreement. At the Company's election, interest is based on
LIBOR, the prime rate or, for the Revolving Loan only, the federal
funds rate, plus a margin determined by the Company's leverage ratio.
The outstanding balance of the Term Loan on December 31, 1996 is
required to be repaid in 11 quarterly installments commencing June 30,
1997. If the Term Loan is fully drawn at December 31, 1996, the
required repayments would total $49 million in 1997, $69 million in
1998 and $79 million in 1999. Such payments will be reduced pro-rata
if less than the full amount is drawn.
The Credit Agreement is collateralized by substantially all of
the Company's consolidated inventory and accounts receivable, except
those of Camrose. In addition, the Company has pledged as collateral
its material loans receivable from its subsidiaries and the stock of
certain material subsidiaries. Amounts outstanding under the Credit
Agreement are guaranteed by certain subsidiaries of the Company. The
Credit Agreement contains various restrictive covenants including a
minimum current asset to current liability ratio; minimum interest
coverage ratio; minimum ratio of cash flow to scheduled maturities of
long-term debt, interest and taxes; minimum tangible net worth; a
maximum ratio of long-term debt to total capitalization; and
restrictions on capital expenditures, liens, investments and
additional indebtedness.
At March 31, 1996, $196.9 million was outstanding under the Term
Loan and $76 million was outstanding under the Revolving Loan. The
Company has entered into interest rate swap agreements with banks, as
required by the Credit Agreement to reduce the impact of unfavorable
changes in interest rates on its debt.
The Credit Agreement was amended as of September 30, 1995 and as
of December 31, 1995 to, among other things, modify the interest
coverage ratio covenant and certain other restrictive covenants, and
to facilitate the Company's ability to pursue other or additional
financing alternatives. The amendments to the interest coverage ratio
were needed for the Company to remain in compliance with certain
financial covenants in the Credit Agreement in light of lower than
anticipated earnings and higher than anticipated borrowings under the
Credit Agreement.
8
<PAGE>
OREGON STEEL MILLS, INC.
Term debt of $67.5 million was incurred by CF&I as part of the
purchase price of the Pueblo Mill on March 3, 1993. This debt is
uncollateralized and is payable over ten years with interest at 9.5
percent. As of March 31, 1996, the outstanding balance on the debt
was $54 million, of which $47.8 million was classified as long-term
debt.
The Company has an uncollateralized and uncommitted revolving
line of credit with a bank which may be used to support issuance of
letters of credit, foreign exchange contracts and interest rate
hedges. At March 31, 1996, $12.5 million was restricted under
outstanding letters of credit. In addition, the Company has a $4
million uncollateralized and uncommitted revolving credit line with a
bank which is restricted to use for letters of credit. At March 31,
1996, $2.1 million was restricted under outstanding letters of credit.
Camrose maintains an $18 million (Canadian dollars) revolving
credit facility with a bank, the proceeds of which may be used for
working capital and general corporate purposes. The facility is
collateralized by substantially all of the assets of Camrose and
borrowings under this facility are limited to an amount equal to
specified percentages of Camrose's eligible trade accounts receivable
and inventories. The facility expires on January 3, 1997. Depending
on Camrose's election at the time of borrowing, interest is payable
based on (1) the bank's Canadian dollar prime rate, (2) the bank's
U.S. dollar prime rate or (3) LIBOR. As of March 31, 1996, Camrose
had $2.8 million outstanding under the facility.
The Company's working capital needs and completion of the capital
improvement program and certain other projects will require the
continued availability of funds from operations, borrowings under the
Credit Agreement and other sources of financing. To enhance its
ability to implement the capital improvement program as scheduled and
its flexibility in financing that program, the Company is actively
exploring additional and alternative sources of financing to
supplement or replace the Credit Agreement. In that regard, the
Company filed registration statements with the Securities and Exchange
Commission on April 8, 1996 to register for sale to the public
approximately six million shares of its common stock and approximately
$235 million principal amount of first mortgage notes. In connection
with these proposed public financings, the Company expects amounts
outstanding under the Credit Agreement will be repaid in full and the
Credit Agreement will be amended to provide a $125 million principal
amount revolving credit line collateralized by accounts receivable and
inventory. There is no assurance that the proposed public offerings
will be completed or that the terms of such offerings will not differ
materially from those described above. In addition, there is no
assurance the Credit Agreement will be amended in the manner described
above.
The Credit Agreement requires, and debt instruments related to
additional financing may require, that the Company and its
subsidiaries comply with various financial tests and impose, and will
impose, restrictions affecting, among other things, the ability of the
Company and its subsidiaries to incur additional indebtedness, create
liens on assets, make loans or investments, pay dividends and effect
other corporate actions. Furthermore, the continued availability of
borrowings under the Credit Agreement will require a significant
reduction in the Company's ratio of debt to total capitalization. As
a result, there is no assurance that borrowings will be available
under the Credit Agreement or that sufficient funds otherwise will be
available, whether from bank financing, public debt or equity
securities offerings or otherwise, to complete the capital improvement
program or meet the Company's other cash needs. Failure to obtain
required financing would, among other things, delay or prevent some
portions of the capital improvement program and other capital
expenditures from being initiated or completed, which would have a
material adverse effect on the Company.
CAPITAL EXPENDITURES. In the first quarter of 1996 the Company
expended approximately $11.4 million on the capital program at CF&I
and $24.2 million on the Steckel combination rolling mill (the
"Combination Mill") at the Portland steel minimill. In addition to
the Combination Mill, the Company has expended approximately $1.3
million during the first quarter of 1996 for capital projects at its
Oregon Steel Division manufacturing facilities for recurring upgrade
projects to the present facilities and equipment.
9
<PAGE>
OREGON STEEL MILLS, INC.
PART II OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
---------------------------------------------------
The Annual Meeting of Stockholders of the Company was held
on April 25, 1996.
At the meeting, the following nominees were approved by
the stockholders as Class B directors. The corresponding
number of votes set opposite their respective names were:
Name of Nominee Yes Votes Withheld Authority
to Vote
--------------- --------- ------------------
C. Lee Emerson 16,890,587 136,344
Edward C. Gendron 16,916,183 110,748
William Swindells 16,920,003 106,928
The terms of office for the following directors continued
after the meeting. Thomas B. Boklund, V. Neil Fulton,
Robert W. Keener, Richard G. Landis, James A. Maggetti,
and John A. Sproul.
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
(a) Exhibits
11.0 Statement Regarding Computation of Per Share
Earnings
27.0 Financial Data Schedule
(b) Reports on Form 8-K
During the quarter ended March 31, 1996, no reports
on Form 8-K were filed by the Company.
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 thereunto duly authorized.
OREGON STEEL MILLS, INC.
Date: May 8, 1996 /s/ Christopher D. Cassard
--------------------------
Christopher D. Cassard
Corporate Controller
(Principal Accounting Officer)
10
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 1738
<SECURITIES> 0
<RECEIVABLES> 100108
<ALLOWANCES> 1938
<INVENTORY> 115201
<CURRENT-ASSETS> 228187
<PP&E> 646895
<DEPRECIATION> 124887
<TOTAL-ASSETS> 824201
<CURRENT-LIABILITIES> 124142
<BONDS> 0
0
0
<COMMON> 194
<OTHER-SE> 270515
<TOTAL-LIABILITY-AND-EQUITY> 824201
<SALES> 205489
<TOTAL-REVENUES> 205489
<CGS> 176905
<TOTAL-COSTS> 176905
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3872
<INCOME-PRETAX> 10665
<INCOME-TAX> 4147
<INCOME-CONTINUING> 6518
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 6518
<EPS-PRIMARY> .33
<EPS-DILUTED> .33
</TABLE>
OREGON STEEL MILLS, INC.
EXHIBIT 11.0
STATEMENT REGARDING COMPUTATION
OF PER SHARE EARNINGS
(In thousands, except per share data amounts)
Three Months Ended
March 31,
-------------------
1996 1995
------ ------
Weighted average number of common
shares outstanding 19,422 19,407
Common stock equivalents arising
from 598 shares of stock to be
issued March 2003 598 598
------ ------
20,020 20,005
====== ======
Net income $ 6,518 $ 1,910
======= =======
Net income per share $.33 $.10
==== ====
