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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
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Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): February 1, 1998
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GENEVA STEEL COMPANY
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(Exact name of registrant as specified in its charter)
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<S> <C> <C>
UTAH 1-10459 93-0942346
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(STATE OR OTHER JURISDICTION OF (COMMISSION FILE NO.) (IRS EMPLOYER
INCORPORATION) IDENTIFICATION NO.)
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10 SOUTH GENEVA ROAD
VINEYARD, UTAH 840568
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE)
(801) 227-9000
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(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
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TABLE OF CONTENTS
ITEM 3. BANKRUPTCY OR RECEIVERSHIP......................................... 1
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS................................... 1
EXHIBITS ........................................................... 1
SIGNATURE.................................................................... 2
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ITEM 3. BANKRUPTCY OR RECEIVERSHIP
On February 1, 1999, Geneva Steel Company (the "Company") filed a
voluntary petition for relief under Chapter 11 of the United States Bankruptcy
Code in the United States Bankruptcy Court for Utah Central Division. On
February 9, 1999, on the Company's motion, the bankruptcy case was withdrawn
from the Bankruptcy Court and assigned to the U.S. District for the District of
Utah, Central Division.
The filing was made necessary by a lack of sufficient liquidity. The
Company's operating results for fiscal 1998 and for the first fiscal quarter of
1999 were severely affected by, among other things, a dramatic surge in steel
imports beginning in the Summer of 1998. As a result of record levels of
low-priced steel imports and the resultant deteriorating market conditions, the
Company's overall price realization and shipments declined precipitously.
Decreased liquidity made it impossible for the Company to service its debt and
fund ongoing operations. The Company previously announced that it would not
make the $9 million interest payment due January 15, 1999 under the terms of
the Company's 9-1/2% Senior Notes due 2004. The Company will continue
operations in Chapter 11.
The Company is arranging for a debtor-in-possession credit facility
secured by, among other things, accounts receivable; inventory; and property,
plant and equipment. The credit facility is expected to be in the amount of
$125 million with expanded borrowing availability as compared to its existing
line of credit. The Company is currently seeking Court approval to replace its
existing line of credit with the new facility. The Company currently has access
to incoming cash flow from operations pursuant to a cash collateral order
previously granted by the Bankruptcy Court.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibits.
Reg. S-K Exhibit
Exhibit No. Exhibit No.
99.1 -- Press Release dated February 1, 1999 1
99.2 -- Press Release dated February 9, 1999 2
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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 thereunto duly authorized.
GENEVA STEEL COMPANY
/s/ DENNIS L. WANLASS
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Name: Dennis L. Wanlass
Title: Chief Financial Officer
Date: February 12, 1999
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EXHIBIT INDEX
Reg. S-K Exhibit
Exhibit No. Exhibit No.
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99.1 -- Press Release dated February 1, 1999 1
99.2 -- Press Release dated February 9, 1999 2
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EXHIBIT 99.1
GENEVA STEEL
Contact: Dennis Wanlass
Vice President and P.O. Box 2500
Chief Financial Officer Provo, Utah 84603
Phone: (801) 227-9302 Fax: (801) 227-9431
PRESS RELEASE
GENEVA STEEL SEEKS CHAPTER 11 PROTECTION
VINEYARD, UTAH, FEBRUARY 1, 1999: Geneva Steel (NYSE & PSE: GNV)
announced today that it has filed a voluntary petition for relief under Chapter
11 of the United States Bankruptcy Code in the United States Bankruptcy Court
for Utah, Central Division. The filing was made necessary by a lack of
sufficient liquidity. The Company's operating results for fiscal 1998 and for
the first fiscal quarter of 1999 were severely affected by, among other things,
a dramatic surge in steel imports beginning in the Summer of 1998. As a result
of record high levels of low-priced steel imports and the resultant
deteriorating market conditions, the Company's overall price realization and
shipments declined precipitously. Decreased liquidity made it impossible for
the Company to service its debt and fund ongoing operations. The Company
previously announced that it would not make the $9 million interest payment due
January 15, 1999 under the terms of the Company's 9 1/2% Senior Notes due 2004.
The Company will continue operations in Chapter 11.
The Company is arranging for a debtor-in-possession credit facility
secured by, among other things, accounts receivable; inventory; and property,
plant and equipment. The credit facility is expected to be in the amount of
$125 million with expanded borrowing availability as compared to its existing
line of credit. The Company is currently seeking Bankruptcy Court approval to
replace its existing line of credit with the new facility. With the expected
additional liquidity, the Company will be in a strengthened position to
continue serving customers and to pay post-petition vendors in the ordinary
course.
more
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PAGE 2 GENEVA STEEL SEEKS CHAPTER 11 PROTECTION
"The decision to seek Chapter 11 reorganization was made after a
painstaking examination of the potential impact on all of Geneva's
stakeholders. We at the Company believe that this action is truly in the best
interests of the enterprise as a whole. Filing for Chapter 11 protection now
eliminates months of uncertainty for all involved and allows us to continue to
produce and ship steel without interruption to our customers. Although Chapter
11 is indeed strong medicine, we believe the result will be a much stronger and
healthier Geneva Steel. Our goal is to emerge from Chapter 11 as a stronger,
more financially viable company. We believe that our mill is capable of
competing with anyone. With our balance sheet restructured, we expect that
Geneva Steel will be producing steel for many years to come," said Joseph A.
Cannon, chairman and chief executive officer.
This press release may be deemed to contain forward-looking statements with
respect to the Company that are subject to risks and uncertainties that include,
but are not limited to, those identified in the Company's press releases or
discussed from time to time in the Company's Securities and Exchange Commission
filings. For example, such risks and uncertainties include obtaining the
debtor-in-possession credit facility and Bankruptcy Court approval therefor,
maintaining adequate liquidity to fund ongoing operations and the likely outcome
and effect of the Chapter 11 proceeding.
Geneva Steel is an integrated steel mill operating in Vineyard, Utah. The
Company manufactures steel plate, hot-rolled coil, pipe and slabs for sale
primarily in the western, central and southeastern United States.
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EXHIBIT 99.2
GENEVA STEEL
Contact: Dennis Wanlass
Vice President and P.O. Box 2500
Chief Financial Officer Provo, Utah 84603
Phone: (801) 227-9302 Fax: (801) 227-9431
PRESS RELEASE
GENEVA STEEL CHAPTER 11 PROCEEDINGS MOVED TO
U. S. DISTRICT COURT
VINEYARD, UTAH, FEBRUARY 9, 1999: Geneva Steel today announced that its
case under Chapter 11 of the United States Bankruptcy Code was withdrawn from
the Bankruptcy Court by the U.S. District Court for the District of Utah. U.S.
District Judge J. Thomas Greene was assigned to preside over the bankruptcy
case. Geneva's motion to withdraw the case was supported by its major creditors,
lenders and others having an economic stake in the outcome of the bankruptcy
proceedings.
"We remain strongly committed to Geneva's survival and future success,"
said Joseph A. Cannon, chairman and chief executive officer. "We will continue
to seek reorganization under Chapter 11 and approval of a debtor-in-possession
credit facility which will allow the Company to serve its customers and to pay
post-petition vendors in the ordinary course. In the interim, Geneva has access
to incoming cash flow from operations pursuant to a cash collateral order
previously granted by the Bankruptcy Court."
This press release may be deemed to contain forward-looking statements with
respect to the Company that are subject to risks and uncertainties that include,
but are not limited to, those identified in the Company's press releases or
discussed from time to time in the Company's Securities and Exchange Commission
filings. For example, such risks and uncertainties include obtaining the
debtor-in-possession credit facility and court approval therefor, maintaining
adequate liquidity to fund ongoing operations and the outcome and effect of the
Chapter 11 proceedings.
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PAGE 2 GENEVA STEEL CHAPTER 11 PROCEEDINGS MOVED
TO U.S. DISTRICT COURT
Geneva Steel is an integrated steel mill operating in Vineyard, Utah. The
Company manufactures steel plate, hot-rolled coil, pipe and slabs for sale
primarily in the western, central and southeastern United States.
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