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UNITED STATES
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): January 15, 1999
WCI STEEL, INC.
(Exact name of registrant as specified in its charter)
Ohio 333-18019 34-1585405
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1040 Pine Ave., S.E., Warren, Ohio 44483-6528
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (330) 841-8314
N/A
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(Former name or former address, if changed since last report.)
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Item 5. OTHER EVENTS.
WCI Steel, Inc. (Company) is a wholly-owned subsidiary of Renco Steel
Holdings, Inc. (Renco Steel) and an indirect wholly-owned subsidiary of The
Renco Group, Inc. (Renco).
Effective with the beginning of fiscal 1999, Renco, formerly a C
corporation, elected to be treated as an S corporation, pursuant to a change
in the federal income tax laws allowing corporations with subsidiaries to
elect such status. In connection with that election, Renco is permitted to
designate its wholly-owned subsidiaries as qualified subchapter S
subsidiaries, and the Company has been so designated. Because of this
designation, substantially all of the Company's taxable income will be
included in Renco's shareholders' income tax returns. Generally, no
provision for income taxes will be included in the Company's statements of
income for periods beginning after October 31, 1998. The Company will
continue to provide for state and local income taxes for those taxing
jurisdictions which do not recognize qualified subchapter S subsidiary
status, although management believes such state and local taxes will not be
material to the Company. However, under the "built in gains" provisions of
the tax law federal and state taxes may become payable and would be charged
to the Company's statement of income. Such taxes are measured by the excess
of the fair market value of assets over their tax bases on the effective date
of the subchapter S subsidiary designation if the associated assets are
disposed of within the ten-year postdesignation period. It is not
management's present intention to trigger any taxes under the built-in-gain
provisions of the tax law. Accordingly, as a result of this change in tax
status, the elimination of deferred tax assets and liabilities will be
recorded as part of income tax benefit, totaling approximately $4.7 million,
in the first quarter on the consolidated statement of operations in fiscal
1999.
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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.
WCI STEEL, INC.
(registrant)
Date: January 29, 1999 /S/ BRET W. WISE
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Bret W. Wise
Vice President and
Chief Financial Officer
(principal financial and accounting
officer)
/S/ JOHN P. JACUNSKI
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John P. Jacunski
Controller
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