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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report(Date of earliest event reported) November 21, 1996
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AK STEEL HOLDING CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE File No. 1-13696 31-1401455
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(State or other (Commission file number) (IRS employer
jurisdiction of identification
incorporation) number)
703 Curtis Street, Middletown, Ohio 45043
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (513) 425-5000
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Not Applicable
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
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At a meeting held November 21, 1996, the Board of Directors
authorized the Company to proceed with financing and construction
of a new carbon and stainless steel finishing facility to be
located near Rockport, Indiana. A copy of the Company's press
release announcing the new facility is annexed hereto as Exhibit
99.
At the meeting, the Board of Directors also approved
amendments to the Company's Long-Term Performance Plan to increase
the maximum potential awards that may be earned by participants
upon achievement of performance targets and to permit up to 50% of
the value of an award to be paid in the form of a restricted stock
grant. The Board also authorized amendments to the Company's
severance agreements with its executive officers to provide (i)
upon any termination of an officer by the Company other than for
cause or any termination by the officer for good reason following
a change in control (as defined in the agreements), that officer
would be deemed fully vested under the Company's Executive Minimum
and Supplemental Retirement Plan irrespective of his accrued years
of service at the date of termination and would be entitled to
immediate payment of an amount based upon the benefits to which he
would otherwise be entitled under the Plan as if he had reached
age 60 (or his then actual age, if greater) and (ii) upon a change
in control (as so defined), all contractual obligations on the
part of the Company's executive officers not to compete with the
Company would be deemed null and void. Lastly, the Board
authorized the contribution of up to $50,000,000 to the Trust
previously established by the Company to fund current employee and
retiree healthcare benefits.
Item 7. Exhibits.
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Exhibit (99) Press Release, dated November 21, 1996.
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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.
AK STEEL HOLDING CORPORATION
/s/ John G. Hritz
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Vice President, General Counsel
and Secretary
Dated: November 21, 1996
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AK STEEL HOLDING CORPORATION
FORM 8-K
CURRENT REPORT
Exhibit Index
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Exhibit No. Description Page
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99 Press Release, dated November 21, 1996 5
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EXHIBIT 99
NEWS RELEASE
AK STEEL TO INCREASE CARBON AND STAINLESS FLAT-ROLLED
FINISHING CAPABILITY
MIDDLETOWN, OH, November 21, 1996--AK Steel (NYSE:AKS) today
announced that it will construct a new carbon and stainless flat-
rolled steel processing complex on a 1,700-acre site in Spencer
County, Indiana, near the Ohio River community of Rockport.
Construction of the facility, to be known as the Rockport Works,
is expected to begin early in 1997.
The facility is expected to significantly enhance the
company's value-added product mix. The plant will annually
process approximately 1.8 million tons of carbon and stainless
flat-rolled sheet steel for automotive, appliance, food and
chemical processing and other value-added carbon and stainless
steel markets and create about 400 jobs. The capital investment
will be approximately $1.1 billion.
The new facilities at Rockport Works will include:
a five-stand continuous cold rolling mill, capable of rolling
carbon steel up to 80 inches wide and stainless steel up to 60
inches wide;
a continuous hot-dip galvanizing and galvannealing line to
produce corrosion-resistant zinc-coated carbon steel up to 80
inches wide, a width not currently produced in the United States,
which is used primarily for exterior automotive panels;
a continuous carbon and stainless steel pickling line to
mechanically and chemically clean steel prior to cold rolling;
a continuous annealing and pickling line to soften and
mechanically and chemically clean certain grades of stainless
steel;
hydrogen annealing facilities and a temper mill for
processing cold-rolled product; and
rail and truck shipping facilities along with access to barge
terminals.
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"The design of these new facilities reflects the most
innovative engineering, operating philosophy, and expertise in the
world," said Richard M. Wardrop, Jr., president and chief
executive officer of AK Steel. "From the ground up, every detail
of the Rockport Works' equipment design and operation is based on
AK Steel's proven performance in delivering the highest quality
product to its discriminating customers. There is nothing in the
world today that compares to the Rockport Works."
The new facilities will relieve bottlenecks in the company's
existing finishing facilities that have restricted its ability to
meet increased demand for its value-added cold-rolled and coated
carbon steel products. In addition, the new facilities will allow
AK Steel to expand its presence in the flat-rolled stainless steel
market.
Product sizes from the new facility will be among the widest
available in the world and will significantly enhance mill
productivity and customer needs. Rockport Works will enable the
company to shift virtually all of its commodity grade hot-rolled
carbon product into higher value-added cold-rolled and coated
carbon product, insulating it from the increasingly competitive
hot-rolled carbon market segment.
"The announcement of this project for AK Steel is the
culmination of months of diligent study on the part of our
management team," said Thomas C. Graham, chairman of AK Steel.
"From the outset we have kept our commitment to establish a growth
plan that would build on our company's considerable expertise and
enhance the value of AK Steel to its customers, shareholders,
employees and communities."
Construction and start-up of the various units will be
staggered with the hot-dip galvanizing and galvannealing line
being the first unit commissioned. Full production for this line
is scheduled for December 1998.
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Because it will not include any steel melting and refining
facilities, Rockport Works does not create additional raw steel
capacity. Instead, it will create additional finishing capacity,
allowing AK Steel to meet the increasing customer demand for its
value-added products. The Rockport Works will receive most of its
carbon hot-rolled substrate material from the company's
Middletown, Ohio plant. The balance of its carbon hot-rolled and
its stainless substrate requirements will be purchased. Some
stainless material cold-reduced at the Rockport Works will be
shipped to the company's Middletown Works for aluminum coating, a
product used almost exclusively for automotive exhaust systems.
"From what we have seen, the citizens of the Rockport
community have enthusiastically embraced the notion of being home
to one of the largest, most technologically advanced steel
finishing facilities in the world," Mr. Wardrop said. "We are
delighted to expand AK Steel's corporate citizenship to
southwestern Indiana and to be a positive influence on the
economic growth of the region."
Mr. Wardrop acknowledged with thanks the efforts of civic and
government leaders in AK Steel's existing plant communities and
elsewhere in offering assistance to facilitate the company's
expansion in those communities.
"Key officials in Middletown, Ohio; Etna, Ohio, and Ashland,
Kentucky are to be commended for their offers of assistance in
trying to attract one of the largest industrial development
projects in the country in a decade," said Mr. Wardrop.
"Ultimately, however, even their most sincere efforts could not
alter the essential geographic requirements of this project.
Obviously, our established plants will continue to play their
vital role in the ongoing success of AK Steel," he said.
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AK Steel produces low-carbon flat-rolled steel for
automotive, appliance, construction, manufacturing and other
markets. When the Rockport facilities are completed, the company
will have the capacity to ship approximately 5.1 million tons
annually of carbon and stainless steel. The company said
approximately $800 million of the cost of the new facility will be
funded through privately placed long-term financing. The company
currently employs about 5,800 people in plants and offices in
Middletown and Ashland, Kentucky.
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