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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 Act of 1934
Date of Report (Date of earliest event reported) June 30, 1995.
RMI TITANIUM COMPANY
Ohio 1-10319 31-0875005
(State of Incorporation) (Commission (I.R.S. Employer
File Number) Identification No.)
1000 Warren Avenue, Niles, Ohio 44446
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 216/544-7700
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Item 5. Other Events
On June 30, 1995, RMI Titanium Company issued a press release
announcing certain actions, a copy of which is attached as exhibit 99
and is incorporated herein by reference.
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SIGNATURES:
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report on its behalf by the undersigned
hereunto duly authorized.
RMI TITANIUM COMPANY
By: /s/ TIMOTHY G. RUPERT
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Timothy G. Rupert
Senior Vice President and
Chief Financial Officer
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INDEX TO EXHIBITS
Exhibit Number and Description -
#99 Press Release
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EXHIBIT 99
FOR IMMEDIATE RELEASE CONTACT:
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June 30, 1995 Crystal L. Revak,
Director Investor Relations
(216) 544-7622
RMI TITANIUM COMPANY ANNOUNCES SECOND QUARTER CHARGES
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Niles, Ohio - RMI Titanium Company (NYSE; RTI) announced today that it and
Permascand AB of Sweden have decided to discontinue the operation of Permipipe
Titanium AS, their joint venture welded titanium pipe operation in Norway. The
facility was designed to produce high-quality welded pipe and related
components of titanium primarily for offshore Norwegian oil and gas projects.
RMI will serve this market from its other manufacturing facilities, and will
continue to focus its efforts on energy-related products and markets. RMI
expects to recognize a noncash charge of approximately $1.9 million in the
second quarter of 1995, to provide for the disposition of its joint venture
investment.
RMI is also considering an early adoption of Financial Accounting Standard
No. 121. The new standard, which must be adopted no later than the first
quarter of 1996, requires that certain long-lived and intangible assets be
written down to fair value whenever an impairment review indicates that the
carrying value cannot be recovered. Although RMI has not completed its review
of the impact of adopting of FAS 121, it is expected that the most significant
effect will relate to certain intangible assets such as design and engineering
work for a titanium tetrachloride facility. The amount of such write-down is
estimated at approximately $5.0 million.
Due to the sharp rise in the price of RMI's common stock in June 1995, the
Company also expects to record approximately $1.9 million in compensation
expense against second quarter 1995 results related to outstanding employee
stock appreciation rights (SARs). Accounting standards require the Company to
recognize current compensation expense equivalent to the increase in the fair
market value of the shares of RMI stock which could be received upon exercise
of vested SARs. There is no corresponding cash flow effect since any holder
who exercises an SAR receives the value due in new shares of the Company's
stock.
(more)
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RMI Titanium Company
June 30, 1995
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None of these anticipated charges involves a cash outlay by the Company.
Second quarter 1995 results from operations (excluding these charges), while
still expected to be a loss, should show improvement over the corresponding
1994 period and the first quarter of 1995. This positive trend reflects the
continued strengthening of the Company's principal markets, as well as the
effect of its efforts to develop new products and markets.
RMI Titanium Company, headquartered in Niles, Ohio, manufactures titanium
mill products, hot-formed and superplastically formed parts, and titanium
powder. The Company's products are used for fabricated components in
commercial and military aircraft and engines, energy exploration and refining,
chemical processing equipment, pulp and paper production facilities, and
medical implants.
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