ACME METALS INC /DE/
8-K, 1998-10-09
STEEL WORKS, BLAST FURNACES & ROLLING MILLS (COKE OVENS)
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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)            September 28, 1998

                            ACME METALS INCORPORATED
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)



     Delaware           1-14378                        36-3802419
- ----------------   ---------------------   ------------------------------------
(State or other   (Commission File Number)  (IRS Employer Identification Number)
 jurisdiction of  
 Incorporation)


     13500 South Perry Avenue, Riverdale, Illinois                60827-1182
- --------------------------------------------------------------------------------
        (Address of principal executive offices)                  (Zip Code)



Registrant's telephone number, including area code          708-849-2500
                                                       -------------------------


- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report)



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Item 3.           Bankruptcy.

         On September 28, 1998, the Company and all of its wholly-owned
subsidiaries filed voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code in the United States Bankruptcy Court for the District of
Delaware.

The following exhibit accompanies this Current Report on Form 8-K:


                                 Exhibit No.               Description

                                    20.1                   Press release issued
                                                           on September 29, 1998




                                   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:  October 8, 1998                     By:  /s/ Edward P. Weber, Jr.
                                              ----------------------------------
                                                 Edward P. Weber, Jr.
                                                 Vice President, General Counsel
                                                 and Secretary

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                                                                    EXHIBIT 20.1


IMMEDIATE RELEASE                          For further information contact:
September 29, 1998                         Joel L. Hawthorne
                                           Director, Investor & Public Relations
                                           Acme Metals Incorporated
                                           (708) 841-8383, ext. 2266


              ACME METALS INCORPORATED SEEKS CHAPTER 11 PROTECTION
                COMPANY CONTINUES "BUSINESS AS USUAL" OPERATIONS


         Acme Metals Incorporated (NYSE:AMI, TSE:AMK) announced today that it
and its wholly owned subsidiaries, Acme Steel Company, Acme Packaging
Corporation, Alpha Tube Corporation, Alabama Metallurgical Corporation, Acme
Steel Company International, Inc., have filed voluntary petitions for relief
under Chapter 11 of the United States Bankruptcy Code in the United States
Bankruptcy Court for the District of Delaware. Company officials also said that
it has entered into an agreement in principle, subject to bankruptcy court
approval, with BankAmerica Business Credit, Inc., a subsidiary of Bank of
America National Trust & Savings Association, to obtain postpetition
debtor-in-possession financing. The agreement is for a 24 month working capital
facility that will provide a secured line of credit up to $100 million to fund
short term cash needs. The Company believes that such funds, together with
current cash on hand will provide the liquidity for normal day-to-day
operations, including honoring all postpetition trade and employee obligations.

         Acme Metals, headquartered in Riverdale, Illinois, filed its voluntary
petitions for reorganization under Chapter 11 after management determined that
action was required at this time to preserve the operational strength and assets
of the Company's businesses while their debt is restructured.

         Stephen D. Bennett, President and Chief Executive Officer of Acme
Metals Incorporated, said, "The decision to enter the Chapter 11 reorganization
process was a very difficult step for us to take. We carefully considered all
the alternatives and what 


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effect such a reorganization would have on our shareholders, employees,
customers, creditors, vendors and on the community and, on balance, we believe
this was the best course available to us. Our business will continue and we
intend to reorganize and exit Chapter 11 as soon as possible. Employees, vendors
and other suppliers of goods and services provided after the filing will be paid
according to our regular business practices."

         "Several factors contributed to our decision to seek Chapter 11
protection, including greater than anticipated losses due to the rapid
deterioration in steel demand and selling prices. Such losses resulted in
breaches of certain financial covenants in the Company's loan agreements,
reduced liquidity, and a projected inability to service our ongoing debt
obligations."

         Mr. Bennett further noted that, "Over the past two years, we have made
good progress in resolving the operating difficulties with our new production
facilities, reducing manufacturing costs and regaining our traditional niche
product customers, but additional progress is still needed. Unfortunately, the
widespread difficulties affecting the steel industry as a whole have prevented
us from continuing our efforts without the protection afforded by the Chapter 11
filing. Recent forces in the steel market environment have had a major negative
impact on our financial results. Record high levels of low-priced imports and
high steel inventories have caused a significant drop in our steel order book
and average selling prices."

         Mr. Bennett concluded, "Being in Chapter 11 is obviously not a
situation to which Acme Metals would aspire. However, the Chapter 11 filing
eliminates months of uncertainty that could have had a negative impact on our
Company. Importantly, it allows the business to continue so that our customers
will see no changes in the quality and availability of our products. Through the
benefits of the Chapter 11 process, we believe we can take full advantage of the
operational improvements already in place and also restructure our long term
debt obligations to ensure Acme Metals viability."
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         This press release contains forward-looking statements made pursuant to
the "safe harbor" provisions of the federal securities law. Investors are
cautioned that such forward-looking statements are not guarantees of future
performance, involve risks and uncertainties, and that actual results may differ
materially from those contemplated by such forward-looking statements. Important
factors known to management that could cause actual results to differ materially
from those contemplated by the forward-looking statements in this press release
include, but are not limited to, the effect of economic and market conditions,
further adverse developments with respect to the operations of the Company's
various businesses, prosecution of the Chapter 11 case, adverse developments in
the timing or results of the Company's current strategic business plan and the
ability of the Company to return its operations to profitability. Additional
factors that would cause actual results to differ materially from those
contemplated within this press release can be found in the company's periodic
report filings with the Securities and Exchange Commission.


Acme Metals Incorporated, through its operating subsidiaries, is a fully
integrated producer of steel, steel strapping and strapping products, and welded
steel tubing. 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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