FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1999
-------------------------------------------------
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ________________ to _____________________________
For Quarter Ended June 30, 1999 Commission File Number 033-89746
WHEELING-PITTSBURGH CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 55-0309927
(State of Incorporation) (I.R.S. Employer
Identification No.)
1134 Market Street
Wheeling, WV 26003
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: 304-234-2400
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes /X/ No / /
The number of shares of Common Stock issued and outstanding was 100 shares as of
July 30, 1999.
<PAGE>
WHEELING-PITTSBURGH CORPORATION
AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Quarter Ended June 30, Six Months Ended June 30,
---------------------- -------------------------
1999 1998 1999 1998
---- ---- ---- ----
(In thousands)
<S> <C> <C> <C> <C>
Net Sales $ 255,799 $ 288,767 $ 505,847 $ 547,888
Operating Costs
Cost of goods sold 218,189 236,406 456,774 466,345
Depreciation 19,145 19,581 39,360 39,112
Selling, administrative and general expense 16,584 15,937 32,636 30,252
--------- --------- --------- ---------
253,918 271,924 528,770 535,709
--------- --------- --------- ---------
Operating Income (Loss) 1,881 16,843 (22,923) 12,179
Interest expense on debt 9,231 8,743 18,407 18,143
Other income 222 1,824 703 2,100
--------- --------- --------- ---------
Income (Loss) Before Taxes (7,128) 9,924 (40,627) (3,864)
Tax provision (benefit) (1,678) 3,832 (14,910) (1,005)
--------- --------- --------- ---------
Net Income (Loss) $ (5,450) $ 6,092 $ (25,717) $ (2,859)
========= ========= ========= =========
</TABLE>
See notes to consolidated financial statements.
<PAGE>
WHEELING-PITTSBURGH CORPORATION
AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEET
(Unaudited)
<TABLE>
<CAPTION>
June 30, December 31,
1999 1998
---- ----
(Dollars in thousands)
ASSETS
Current Assets:
<S> <C> <C>
Cash and cash equivalents $ -- $ 6,731
Trade receivables - net 47,285 39,504
Inventories:
Finished and semi-finished products 173,449 148,352
Raw materials 88,194 74,988
Other materials and supplies 22,206 33,373
Excess of LIFO over current cost 2,626 2,626
----------- -----------
286,475 259,339
Prepaid expenses and deferred charges 17,175 6,141
----------- -----------
Total current assets 350,935 311,715
Investments in associated companies 64,366 69,075
Property, plant and equipment at cost, less
accumulated depreciation 655,726 651,086
Deferred income taxes 151,291 147,162
Due from affiliates 37,395 44,693
Deferred charges and other assets 29,051 32,636
----------- -----------
$ 1,288,764 $ 1,256,367
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Trade payables $ 129,130 $ 96,615
Short-term debt 94,615 66,999
Deferred income taxes - current 26,106 27,156
Other current liabilities 76,767 76,892
Long-term debt due in one year 205 217
----------- -----------
Total current liabilities 326,823 267,879
Long-term debt 354,399 349,775
Other employee benefit liabilities 404,947 414,955
Other liabilities 57,030 52,476
----------- -----------
1,143,199 1,085,085
----------- -----------
Stockholders' Equity:
Common Stock - $.01 par value - 100
shares issued and outstanding -- --
Additional paid-in capital 335,138 335,138
Accumulated earnings (deficit) (189,573) (163,856)
----------- -----------
Total stockholders' equity 145,565 171,282
----------- -----------
$ 1,288,764 $ 1,256,367
=========== ===========
</TABLE>
See notes to consolidated financial statements.
<PAGE>
WHEELING-PITTSBURGH CORPORATION
AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended June 30,
1999 1998
---- ----
(Dollars in thousands)
Cash flows from operating activities:
<S> <C> <C>
Net loss $(25,717) $ (2,859)
Items not affecting cash from
operating activities:
Depreciation 39,360 39,112
Other postretirement benefits (1,369) (2,150)
Income taxes (9,506) 3,307
Equity income in affiliated companies (2,472) (3,138)
Pension expense 3,036 8,015
(Gain)/loss on disposition of assets 2,573 109
Decrease (increase) in working capital elements:
Trade receivables (11,006) (45,960)
Trade receivables sold 3,225 25,000
Inventories (27,136) 859
Other current assets (11,034) 18,286
Trade payables 32,515 7,049
Other current liabilities (1,175) 4,000
Other items - net (19,529) (8,358)
-------- --------
Net cash provided by (used in) operating activities (28,235) 43,272
-------- --------
Cash flows from investing activities:
Plant additions and improvements (34,072) (9,869)
Investment in affiliates 2,181 --
Dividends from affiliated companies 5,000 5,000
Proceeds from sale of property 640 --
-------- --------
Net cash provided by (used in)
investing activities (26,251) (4,869)
-------- --------
Cash flows from financing activities:
Payments on long-term borrowings 4,612 (54)
Short term borrowings (payments) 27,616 (35,106)
Receivables from affiliates 7,298 (4,063)
Letter of credit collateralization 8,229 820
-------- --------
Net cash provided by (used in) financing activities 47,755 (38,403)
-------- --------
Increase (decrease) in cash and
cash equivalents (6,731) --
-------- --------
Cash and cash equivalents
at beginning of period 6,731 --
Cash and cash equivalents
at end of period $ -- $ --
======== ========
</TABLE>
See notes to consolidated financial statements.
<PAGE>
WHEELING-PITTSBURGH CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
General
The consolidated balance sheet as of June 30, 1999, the
consolidated statement of operations for the three and six month
periods ended June 30, 1999 and the consolidated statement of cash
flows for the six month periods ended June 30, 1999 and 1998 have been
prepared by Wheeling-Pittsburgh Corporation ("WPC" or "the Company")
without audit. In the opinion of management, all recurring adjustments
necessary to present fairly the consolidated financial position at June
30, 1999 and the results of operations and changes in cash flows for
the periods presented have been made.
Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted. This
quarterly report on Form 10-Q should be read in conjunction with the
Company's audited consolidated financial statements for the year ended
December 31, 1998. The results of operations for the period ended June
30, 1999 are not necessarily indicative of the operating results for
the full year. Presentation of earnings per share is not meaningful
since the Company is a wholly-owned subsidiary of WHX Corporation
("WHX").
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to make
estimates and assumptions that affect the reported amounts of assets
and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results could
differ from those estimates.
Business Segment
The Company is primarily engaged in one line of business and
has one industry segment, which is the making, processing and
fabricating of steel and steel products. The Company's products include
hot rolled and cold rolled sheet and coated products such as
galvanized, prepainted and tin mill sheet. The Company also
manufactures a variety of fabricated steel products including roll
formed corrugated roofing, roof deck, form deck, floor deck, culvert,
bridge form and other products used primarily by the construction,
highway and agricultural markets.
Note 1 - Sales of Receivables
On May 27, 1999, the Company renegotiated its Receivables
Facility agreement to sell up to $100 million on terms and conditions
similar to its previous facility. The agreement expires in May 2003.
Effective June 23, 1999, Unimast, a wholly-owned subsidiary of WHX
Corporation, withdrew from participation in the facility. Accounts
receivable at June 30, 1999 and December 31, 1998 exclude $98.2 million
and $95.0 million, respectively, representing uncollected accounts
receivable sold with recourse limited to the extent of uncollectible
balances. Fees paid by the Company under such agreement range from
approximately 4.9% to 7.42% of the outstanding amount of receivables
sold. Based on the Company's collection history, the Company believes
that the credit risk associated with the above arrangement is
immaterial.
Note 2 - Revolving Credit Facility
On April 30, 1999, WPSC entered into a Third Amended and
Restated Revolving Credit Facility ("RCF") with Citibank, N.A. as
agent. The RCF, as amended, provides for borrowings for general
corporate purposes up to $150 million and a $25 million sub-limit for
Letters of Credit. The RCF agreement expires May 3, 2003. Interest
rates are based on the Citibank prime rate plus 1.25% and/or a
Eurodollar rate plus 2.25%. The margin over the prime rate and the
Eurodollar
<PAGE>
-2-
rate can fluctuate based upon performance. Borrowings outstanding
against the RCF at June 30, 1999 totaled $94.6 million. Letters of
credit outstanding under the RCF were $0.1 million at June 30, 1999.
Note 3 - Contingencies
Environmental Matters
The Company has been identified as a potentially responsible
party under the Comprehensive Environmental Response, Compensation and
Liability Act ("Superfund") or similar state statutes at several waste
sites. The Company is subject to joint and several liability imposed by
Superfund on potentially responsible parties. Due to the technical and
regulatory complexity of remedial activities and the difficulties
attendant to identifying potentially responsible parties and allocating
or determining liability among them, the Company is unable to
reasonably estimate the ultimate cost of compliance with Superfund
laws. The Company believes, based upon information currently available,
that the Company's liability for clean up and remediation costs in
connection with the Buckeye Reclamation will be between $2.5 million
and $3.0 million. At five other sites (MIDC Glassport, Tex-Tin,
Breslube Penn, Four County Landfill and Beazer) the Company estimates
costs to aggregate approximately $500,000. The Company is currently
funding its share of remediation costs.
The Company, as are other industrial manufacturers, is
subject to increasingly stringent standards relating to the protection
of the environment. In order to facilitate compliance with these
environmental standards, the Company has incurred capital expenditures
for environmental control projects aggregating $12.4 million, $9.5
million and $4.2 million for 1997, 1998 and the first half of 1999,
respectively. The Company anticipates spending approximately $22.7
million in the aggregate on major environmental compliance projects
through the year 2002, estimated to be spent as follows: $6.9 million
in 1999, $3.5 million in 2000, $6.7 million in 2001, and $5.6 million
in 2002. Due to the possibility of unanticipated factual or regulatory
developments, the amount of future expenditures may vary substantially
from such estimates.
Non-current accrued environmental liabilities totaled $12.7
million at December 31, 1998 and $15.3 million at June 30, 1999. These
accruals were initially determined by the Company in 1991 based on all
then available information. As new information becomes available,
including information provided by third parties, and changing laws and
regulations, the liabilities are reviewed and the accruals adjusted
quarterly. Management believes, based on its best estimate, that the
Company has adequately provided for remediation costs that might be
incurred or penalties that might be imposed under present environmental
laws and regulations.
Based upon information currently available, including the
Company's prior capital expenditures, anticipated capital expenditures,
consent agreements negotiated with Federal and state agencies and
information available to the Company on pending judicial and
administrative proceedings, the Company does not expect its
environmental compliance and liability costs, including the incurrence
of additional fines and penalties, if any, relating to the operations
of its facilities, to have a material adverse effect on the financial
condition or results of operations of the Company. However, as further
information comes into the Company's possession, it will continue to
reassess such evaluations.
<PAGE>
-3-
PART I
Item 2. Management's Discussion and Analysis
General
On October 27, 1998, the Company filed a complaint in Belmont County,
Ohio against ten trading companies, two Japanese mills and three Russian mills
alleging that it had been irreparably harmed as a result of sales of hot-rolled
steel by the defendants at prices below the cost of production. The Company
asked the Court for injunctive relief to prohibit such sales. On November 6,
1998, defendants removed the case from Belmont County to the US District Court
for the Southern District of Ohio. The Company subsequently amended its
complaint to allege violations of the 1916 Antidumping Act by nine trading
companies. The amended complaint seeks treble damages and injunctive relief. The
Court dismissed WPC's state law causes of action, but allowed it to proceed with
its claims under the 1916 Antidumping Act. In early June 1999, the U.S. District
Court issued an order holding that injunctive relief is not available as a
remedy under the 1916 Antidumping Act. The Company has appealed the Court's
decision to the Sixth Circuit Court of Appeals. The Company has reached
out-of-court settlements with six of the nine steel trading companies named in
this lawsuit.
WHX, the parent company of WPC, continues to pursue strategic
alternatives to maximize the value of its portfolio of businesses. Some of these
alternatives have included, and will continue to include selective acquisitions,
divestitures and sales of certain assets. The Company has provided, and may from
time to time in the future, provide information to interested parties regarding
portions of its businesses for such purposes.
Results of Operations
Net sales for the second quarter of 1999 totaled $255.8 million on
shipments of steel products totaling 567,849 tons. Net sales for the second
quarter of 1998 totaled $288.8 million on shipments of 557,920 tons. Average
sales prices decreased from $518 per ton shipped to $450 per ton shipped due to
a decrease of 8.4% in steel prices, reflecting severe pressure on prices due to
the significant increase in low-priced steel imports, as well as reduced sales
of coke during the second quarter of 1999 as compared to the second quarter of
1998 when the Company was selling excess coke produced during the ten-month
strike.
Second quarter 1999 operating costs decreased to $253.9 million from
$271.9 million in the 1998 second quarter. Operating cost per ton decreased to
$447 per ton in the 1999 second quarter from $487 per ton in the 1998 second
quarter. The Company's lower operating costs are due to lower raw material costs
and the absence of coke sales as compared to the second quarter of 1998.
Included in the 1999 second quarter operating costs is a $9.0 million settlement
with certain insurance carriers that releases and terminates all rights,
obligations and liabilities of the insurance companies with respect to the
subject insurance policies. In the second quarter of 1998, the Company recorded
$9.8 million of income as a result of insurance recoveries related to various
environmental sites. The Company produced 584,995 tons of raw steel in the 1999
second quarter and 620,789 tons in the 1998 second quarter.
Depreciation expense decreased $0.5 million to $19.1 million in the
second quarter of 1999 from $19.6 million in the comparable period in 1998 due
to the lower levels of raw steel production in 1999 and the effect on the units
of production depreciation method.
Selling, administrative and general expense for the second quarter of
1999 increased $0.7 million to $16.6 million from $15.9 million in the
comparable period in 1998 due primarily to an increased marketing effort in the
second quarter of 1999.
Interest expense for the second quarter 1999 increased $0.5 million to
$9.2 million from the comparable period in 1998 due to increased borrowing under
the Revolving Credit Facility.
<PAGE>
-4-
Other income decreased $1.6 million to $0.2 million in the second
quarter of 1999, compared to $1.8 million in the 1998 second quarter. The
decrease in other income reflects lower equity income from joint venture
operations and lower interest income earned.
The 1999 second quarter tax benefit reflects an estimated annual
effective tax rate of 36.7%. The change in annual effective tax rate is due to
changes in estimates for annual pre tax income and permanent tax adjustments.
The 1998 second quarter tax provision reflects an estimated annual effective tax
rate of 26%.
Net loss for the 1999 second quarter totaled $5.5 million compared to
the 1998 second quarter net income which totaled $6.1 million.
Net sales for the first six months of 1999 totaled $505.8 million on
shipments of steel products totaling 1,166,515 tons. Net sales for the first six
months of 1998 totaled $547.9 million on shipments of 1,088,313 tons. Average
sales prices decreased from $503 per ton shipped to $434 per ton shipped
primarily due to a 7.5% decrease in steel prices reflecting severe pressure on
prices due to the significant increase in low-priced steel imports, as well as
reduced sales of coke during the first six months of 1999 as compared to the
first six months of 1998.
Operating costs for the first six months of 1999 decreased to $528.8
million from $535.7 million in the 1998 first six months. Operating cost per ton
decreased to $453 per ton in the 1999 first six months from $492 per ton in the
1998 first six months. The decline in operating costs is due to reduced sales of
coke during the six months of 1999 and lower raw material costs as compared to
the same period of 1998. Included in the 1999 six months operating costs is $9.0
million reflecting a favorable settlement with certain insurance carriers that
releases and terminates all rights, obligations and liabilities of the insurance
companies with respect to the subject insurance policies. In the six months of
1998, the Company recorded $9.8 million of income as a result of insurance
recoveries related to various environmental sites. In the first six months of
1999, the Company produced 1,207,967 tons of raw steel as compared to production
of 1,244,503 tons of raw steel in the 1998 first six months.
Depreciation expense increased $0.3 million to $39.4 million in the
first six months of 1999 from $39.1 million in the comparable period in 1998 due
to the acquisition of assets in 1998, partially offset by the lower levels of
raw steel production in 1999 and its effect on the units of production
depreciation method.
Selling, administrative and general expense for the first six months of
1999 increased $2.3 million to $32.6 million from $30.3 million in the
comparable period in 1998 due primarily to an increased marketing effort in
1999.
Interest expense for the first six months of 1999 increased $0.3
million to $18.4 million from the comparable period in 1998 due to higher levels
of long-term debt and increased borrowing under the Revolving Credit Facility.
Other income decreased $1.4 million to $0.7 million in the first six
months of 1999, compared to $2.1 million in the 1998 first six months. The
decrease in other income reflects lower equity income from joint venture
operations, lower interest income earned and increased securitization fees.
The 1999 first six month tax benefit reflects an estimated annual
effective tax rate of 36.7%, while the 1998 first six month tax benefit reflects
an estimated annual effective tax rate of 26%. The decrease in the 1999
effective tax rate reflects changes in estimated annual pretax income and in the
amount of permanent tax adjustments.
Net loss for the first six months of 1999 totaled $25.7 million
compared to the 1998 first six months net loss which totaled $2.9 million.
<PAGE>
-5-
Financial Position
Net cash flow used in operating activities for the first six months of
1999 totaled $28.2 million. Working capital accounts (excluding cash, short-term
borrowings and current maturities of long term debt) used $14.6 million of
funds. Accounts receivable increased by $11.0 million (excluding a $3.2 million
sale of trade receivables under the Receivables Facility). Trade payables
increased $32.5 million primarily as a result of increased inventories.
Inventories, valued principally by the LIFO method for financial reporting
purposes, totaled $286.5 million at June 30, 1999, an increase of $27.1 million
from December 31, 1998.
In the first six months of 1999, $34.1 million was spent on capital
improvements including $4.2 million on environmental control projects.
Continuous and substantial capital and maintenance expenditures will be required
to maintain and where necessary, upgrade operating facilities to remain
competitive, and to comply with environmental control requirements. It is
anticipated that necessary capital expenditures including required environmental
expenditures in future years will approximate depreciation expense and represent
a material use of operating funds.
On April 30, 1999, Wheeling-Pittsburgh Steel Corporation, ("WPSC")
entered into a Third Amended and Restated Revolving Credit Facility ("RCF") with
Citibank, N.A. as agent. The RCF, as amended, provides for borrowings for
general corporate purposes up to $150 million and a $25 million sub-limit for
Letters of Credit. The RCF agreement expires May 3, 2003. Interest rates are
based on the Citibank Prime Rate plus 1.25% and/or a Eurodollar rate plus 2.25%.
The margin over the prime rate and the Eurodollar rate can fluctuate based upon
performance. Borrowings outstanding against the RCF at June 30, 1999 totaled
$94.6 million and letters of credit outstanding under the RCF totaled $0.1
million.
On May 27, 1999, the Company renegotiated its Receivables Facility
agreement to sell up to $100 million on terms and conditions similar to its
previous facility. The agreement expires in May 2003. Effective June 23, 1999,
Unimast, a wholly-owned subsidiary of WHX Corporation, withdrew from
participation in the facility. Accounts receivable at June 30, 1999 and December
31, 1998 exclude $98.2 million and $95.0 million, respectively, representing
uncollected accounts receivable sold with recourse limited to the extent of
uncollectible balances. Fees paid by the Company under such agreement range from
approximately 4.9% to 7.42% of the outstanding amount of receivables sold. Based
on the Company's collection history, the Company believes that the credit risk
associated with the above arrangement is immaterial.
Effective May 31, 1998, WHX merged WPC's defined benefit pension plan
with those of its wholly owned Handy & Harman ("H&H") subsidiary. The pension
obligations will be accounted for by the parent company as a multi-employer
plan. The merger will eliminate WPC cash funding obligations estimated in excess
of $135.0 million over the next four years. WPC pension expense will be
allocated and charged quarterly, and will offset the net prepaid pension asset
recorded by the common parent.
Liquidity
Short-term liquidity is dependent, in large part, on cash on hand,
investments, general economic conditions and their effect on steel demand and
prices. Long-term liquidity is dependent upon the Company's ability to sustain
profitable operations and control costs during periods of low demand or pricing
in order to sustain positive cash flow. The Company satisfies its working
capital requirements through the Receivables Facility, borrowing availability
under the Revolving Credit Facility and funds generated from operations. The
Company believes that such sources will provide the Company for the next twelve
months with the funds required to satisfy working capital and capital
expenditure requirements. External factors, such as worldwide steel production
and demand and currency exchange rates could materially affect the Company's
results of operations. During the 1999 second quarter, the Company had minimal
activity with respect to futures contracts, and the impact of such activity was
not material to the Company's financial condition or results of operations.
<PAGE>
-6-
Year 2000 Project
WPC's company wide Year 2000 Project is proceeding on schedule. The
project addresses all aspects of computing at WPC including mainframe systems,
external data interfaces to customers, suppliers, banks and government,
mainframe controlling software, voice and data systems, internal networks and
personal computers, plant process control systems, building controls, and
surveying WPC's major suppliers and customers to assure their readiness.
Mainframe business systems, external data interfaces, mainframe
software, voice and data systems and internal networks and personal computers
are 100% Year 2000 compliant; 95% of the process control and auxiliary systems
are currently Year 2000 compliant. Process control and auxiliary systems will be
100% compliant in the third quarter of 1999. Building controls are Year 2000
compliant at this time. Supplier and customer surveys are 100% complete.
Critical suppliers are expected to be 100% compliant by the end of the third
quarter.
The total costs associated with the required modifications to become
Year 2000 compliant is not expected to be material to the Company's financial
condition or results of operations. The estimated total cost of the Year 2000
Project is $2.3 million. The total amount expended on the project through June
30, 1999 is $2.0 million. Funds are being provided to the project through
departmental expenses budgeted for at the beginning of this project.
Failure to correct a Year 2000 problem could result in an interruption
of certain normal business activities or operations. The Year 2000 project is
expected to eliminate any issues that would cause such an interruption. WPC
believes that the implementation of the Year 2000 project changes will minimize
any interruptions. WPC is currently in the process of developing contingency
plans regarding component failure of any Year 2000 non-compliant segment of our
business and our critical suppliers.
<PAGE>
-7-
New Accounting Standard
In June 1998, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 133, "Accounting for Derivative
Instruments and Hedging Activities" (SFAS133). This pronouncement requires all
derivative instruments to be reported at fair value on the balance sheet;
depending on the nature of the derivative instrument, changes in fair value will
be recognized either in net income or as an element of other comprehensive
income. SFAS 133 is effective for fiscal years beginning after June 15, 2000.
The Company has not engaged in significant activity with respect to derivative
instruments or hedging activities in the past. Management of the Company has not
yet determined the impact, if any, of the adoption of SFAS 133 on the Company's
financial position or results of operations.
******
When used in the Management's Discussion and Analysis, the words
"anticipate", "estimate" and similar expressions are intended to identify
forward-looking statements within the meaning of Section 27A of the Securities
Act and Section 21E of the Exchange Act, which are intended to be covered by the
safe harbors created thereby. Investors are cautioned that all forward-looking
statements involve risks and uncertainty, including without limitation, the
ability of the Company to develop market and sell its products, the effects of
competition and pricing, and Company and industry shipment levels. Although the
Company believes that the assumptions underlying the forward-looking statements
are reasonable, any of the assumptions could be inaccurate, and therefore, there
can be no assurance that the forward-looking statements included herein will
prove to be accurate.
<PAGE>
-8-
PART II Other Information
Item 6.(a) Exhibits
27 Financial Data Schedule
6.(b) Report on Form 8-K
None
<PAGE>
-9-
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.
WHEELING-PITTSBURGH CORPORATION
/s/ P. J. Mooney
--------------------------------
P. J. Mooney
Chief Financial Officer
(Principal Financial Officer and
Principal Accounting Officer)
August 12, 1999
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The schedule contains summary financial information extracted from the
Wheeling-Pittsburgh Corporation Consolidated Financial Statements as of June 30,
1999 and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> APR-01-1999
<PERIOD-END> JUN-30-1999
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 47,285
<ALLOWANCES> 1,448
<INVENTORY> 286,475
<CURRENT-ASSETS> 350,935
<PP&E> 1,137,099
<DEPRECIATION> 481,373
<TOTAL-ASSETS> 1,288,764
<CURRENT-LIABILITIES> 326,823
<BONDS> 354,399
<COMMON> 0
0
0
<OTHER-SE> 145,565
<TOTAL-LIABILITY-AND-EQUITY> 1,288,764
<SALES> 255,799
<TOTAL-REVENUES> 255,799
<CGS> 218,189
<TOTAL-COSTS> 253,918
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 9,231
<INCOME-PRETAX> (7,128)
<INCOME-TAX> (1,678)
<INCOME-CONTINUING> (5,450)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (5,450)
<EPS-BASIC> 0.0
<EPS-DILUTED> 0.0
</TABLE>
