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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
August 13, 1999
(Date of Report - Date of earliest event reported)
REPUBLIC ENGINEERED STEELS, INC.
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(Exact name of registrant as specified in its charter)
Commission File Number: 0-25900
DELAWARE 52-1635079
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(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
3770 EMBASSY PARKWAY
AKRON, OHIO 44333 (330) 670-3000
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(Address of principal executive offices) (Registrant's telephone number)
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Item 5. OTHER EVENTS
On August 13, 1999, the transaction was completed that combined Republic
Engineered Steels, Inc. (the "Company"), Bar Technologies Inc. and the
steelmaking and bar producing assets of USS/Kobe Steel Company ("USS/Kobe"). The
combination was completed through a series of mergers, asset transfers and
related steps as set forth in the Master Restructuring Agreement among the
Company, Bar Technologies Inc. and USS/Kobe and various of their affiliates. The
newly formed operating company was named Republic Technologies International,
L.L.C.
EXHIBIT INDEX
(99) Press release dated August 13, 1999 referencing the transaction that
combined the Company, Bar Technologies Inc. and USS/Kobe Steel Company.
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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, thereunto duly authorized.
REPUBLIC ENGINEERED STEELS, INC.
Date: August 16, 1999 BY: /s/ Thomas N. Tyrrell
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Thomas N. Tyrrell
Chief Executive Officer
Date: August 16, 1999 BY: /s/ Brenda K. Brown
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Brenda K. Brown
Vice President of Finance and Controller
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EXHIBIT 99
[REPUBLIC TECHNOLOGIES INTERNATIONAL (TM) LOGO]
NEWS RELEASE
FOR IMMEDIATE RELEASE
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MEDIA CONTACT:
George A. Manos
Director Of Administration
(330) 670-3114
REPUBLIC TECHNOLOGIES, USS/KOBE COMPLETE STEEL BAR BUSINESS MERGER
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FAIRLAWN, Ohio -- August 13, 1999 -- Republic Technologies
International and USS/KOBE Steel Company announced today that they have
completed their previously announced combination of the SBQ bar manufacturing
companies.
"This merger marks a new day in the way highly engineered steel bars
will be delivered to the customer. We have combined three historic industry
leaders with solid track records for quality and customer service," said Thomas
N. Tyrrell, chief executive officer at Republic Technologies International. "The
recent overwhelming ratification of a new four-year labor agreement in Lorain
has cleared the way for us to proceed with this combination and indicates the
excitement our employees have to be part of something very special."
The merger's total steelmaking capacity will be 3.5 million tons per
year and sales are projected to exceed $ 1.4 Billion in 1999.
"Since 1990 the predecessor companies have spent over $800 million on
our facilities and the capital expenditure plan over the next 4 years will
involve an additional $ 350 million," Tyrrell stated, "This will make our plants
the most modern in the world, with every facility being fully renovated, totally
rebuilt or newly constructed."
-more-
www.republictech.com
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REPUBLIC TECHNOLOGIES INTERNATIONAL, USS/KOBE COMPLETE STEEL BAR BUSINESS MERGER
"While our employees are the highest trained and most technically
qualified in the industry, the level of expectation of ourselves and our
customers will require all of us to step up to a new level of energy and
knowledge which is critical to our success," Tyrrell added.
The Blackstone Group and Veritas Capital Management, which formed
Republic Technologies International earlier this year, a joint venture between
Republic Engineered Steels, Inc. and Bar Technologies, Inc., own approximately
64 percent of the combined assets. The U.S. Steel Group of USX Corporation and
Kobe Steel, Ltd., which formed USS/KOBE Steel Company in 1989, will own
approximately 30 percent of the combined operations. Other equity holders and
management will hold the balance.
The seamless pipe business of USS/KOBE is excluded from the transaction
and will continue to operate as a joint venture partnership between U.S. Steel
and Kobe Steel.
USS/KOBE Steel Company was formed in July 1989 as a joint venture
partnership between U.S. Steel and Kobe. At that time, the joint venture
acquired the Lorain Works of USX and continued the operation of the facilities
and business. It is located in Lorain, Ohio.
The Blackstone Group, a private merchant bank headquartered in New
York, is engaged in principal investing, mergers and acquisitions advisory, real
estate investing, restructuring and reorganization advisory, and liquid
alternative asset management.
Veritas Capital is a private investment fund founded by Robert B.
McKeon in 1992.
Republic Technologies International is a leading domestic producer of
engineered steel bars. Headquartered in Fairlawn, Ohio, Republic was formed in
1999 with the combination of Republic Engineered Steels, Inc., Bar Technologies,
Inc. and USS/KOBE.
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Republic operates 14 plants located in Canton, Massillon, and Lorain,
Ohio; Beaver Falls and Johnston, Pa.; Chicago and Haney, Ill; Cartersville, Ga.;
Gary, Ind.; Lackawanna, N.Y.; Willimantic, Conn.; and Hamilton, Ontario.
