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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 Exchange Act of 1934
Date of Report (Date of earliest event reported) November 13, 1997
ACME METALS INCORPORATED
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(Exact name of registrant as specified in its charter)
Delaware 1-14378 36-3802419
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(State or other jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification
Number)
13500 South Perry Avenue, Riverdale, Illinois 60827-1182
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 708-849-2500
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
The following exhibit accompanies this Current Report on Form 8-K:
Exhibit No. Description
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20.1 Press release issued
on November 12, 1997
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 hereunto duly authorized.
ACME METALS INCORPORATED
Date: November 13, 1997 By: /s/ Jerry F. Williams
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Vice President-Finance and Administration
and Chief Financial Officer
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NEWS RELEASE For further information contact:
NOVEMBER 12, 1997 Joel L. Hawthorne
Director
Investor and Public Relations
(708) 841-8383, ext. 2266
ACME METALS ANNOUNCES TENDER OFFER FOR 12-1/2 PERCENT NOTES AND
13-1/2 PERCENT DISCOUNT NOTES
RIVERDALE, Illinois, November 12, 1997 -- Acme Metals Incorporated (NYSE: AMI)
today announced the commencement of a tender offer to purchase all of its
outstanding 12-1/2 percent Senior Secured Notes due 2002 and its outstanding
13-1/2 percent Senior Secured Discount Notes due 2004. Concurrently, the
Company is soliciting the consents of record holders as of close of business on
November 7, 1997, to proposed amendments of the existing indentures. Morgan
Stanley Dean Witter is acting on behalf of the Company as exclusive dealer
manager for the solicitation and tender offer.
The total consideration to be paid for each validly tendered Note will be based
upon a fixed spread of 87.5 basis points over the yield to maturity on the 6.25
percent U.S. Treasury Notes due July 31, 1998, in the case of the 12-1/2
percent Notes, and a fixed spread of 125 basis points over the yield to
maturity on the 5.875 percent U.S. Treasury Notes due July 31, 1999, in the
case of the 13-1/2 percent Notes, with each separate total consideration
including a consent payment per $1,000 principal amount. Using this formula,
the purchase price for both of the Notes will be set at 2:00 p.m., New York
City time, on December 10, 1997. In addition, holders who tender their Notes
will receive accrued and unpaid interest on the tendered Notes to, but not
including, the payment date.
In conjunction with the tender offer, the Company is soliciting consents to
amend the Indentures governing both of the Notes to eliminate substantially all
of the restrictive covenants contained in such Indentures. Subject to the terms
and conditions of the solicitation, the Company is offering to pay each holder
who consents to the proposed amendments an amount in cash equal to $20.00 per
$1,000 Note. Holders who tender their Notes will be required to consent to the
proposed amendments. Holders may not consent to the proposed amendments without
tendering their Notes. Holders tendering their Notes after the consent
expiration will receive the total consideration less the consent payment.
The completion of the consent solicitation, tender offer and tender payments
are subject to the satisfaction of certain conditions, including the tender of
at least 75 percent of the total outstanding principal amounts of the
applicable Notes and the completion of a refinancing.
The consent solicitation will expire at 5:00 PM, New York City time, on
Wednesday, November 26, 1997, unless extended, and the tender offer will expire
at 12:00 midnight, New York City time, on Friday, December 12, 1997, unless
extended.
These actions are being taken by the Company to take advantage of current
interest rates and to improve its flexibility for future modernization.
Acme Metals Incorporated, through its operating subsidiaries, is a fully
integrated producer of steel, steel strapping and strapping products, welded
steel tubing, and auto and light truck jacks. Its common stock is traded on
the New York Stock Exchange under the symbol AMI and on the Toronto Stock
Exchange under the symbol AMK.
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