FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
/ / QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 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 September 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
October 29, 1999.
<PAGE>
WHEELING-PITTSBURGH CORPORATION
AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Quarter Ended Sept. 30, Nine Months Ended Sept. 30,
----------------------- ---------------------------
1999 1998 1999 1998
---- ---- ---- ----
(In thousands)
<S> <C> <C> <C> <C>
Net Sales $ 282,358 $ 297,717 $ 788,205 $ 845,605
- ---------
Operating Costs
Cost of goods sold 243,715 252,470 700,489 718,815
Depreciation 19,738 19,456 59,098 58,568
Selling, administrative and general expense 15,810 15,660 48,446 45,912
--------- --------- --------- ---------
279,263 287,586 808,033 823,295
--------- --------- --------- ---------
Operating Income (Loss) 3,095 10,131 (19,828) 22,310
Interest expense on debt 9,691 9,145 28,098 27,288
Other income (expense) (491) 1,472 212 3,572
--------- --------- --------- ---------
Income (Loss) Before Taxes (7,087) 2,458 (47,714) (1,406)
Tax provision (benefit) (3,078) 499 (17,988) (506)
--------- --------- --------- ---------
Net Income (Loss) $ (4,009) $ 1,959 $ (29,726) $ (900)
========= ========= ========= =========
</TABLE>
See notes to consolidated financial statements.
<PAGE>
WHEELING-PITTSBURGH CORPORATION
AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEET
(Unaudited)
<TABLE>
<CAPTION>
September 30, December 31,
1999 1998
---- ----
(Dollars in thousands)
ASSETS
Current Assets:
<S> <C> <C>
Cash and cash equivalents $ -- $ 6,731
Trade receivables - net 55,736 39,504
Inventories:
Finished and semi-finished products 180,235 148,352
Raw materials 78,399 74,988
Other materials and supplies 20,947 33,373
Excess of LIFO over current cost 2,626 2,626
----------- -----------
282,207 259,339
Prepaid expenses and deferred charges 16,766 6,141
----------- -----------
Total current assets 354,709 311,715
Investments in associated companies 63,940 69,075
Property, plant and equipment at cost, less
accumulated depreciation 648,586 651,086
Deferred income taxes 148,027 147,162
Due from affiliates 42,279 44,693
Deferred charges and other assets 28,134 32,636
----------- -----------
$ 1,285,675 $ 1,256,367
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Trade payables $ 105,924 $ 96,615
Short-term debt 112,243 66,999
Deferred income taxes - current 26,106 27,156
Other current liabilities 86,982 76,892
Long-term debt due in one year 200 217
----------- -----------
Total current liabilities 331,455 267,879
Long-term debt 354,375 349,775
Other employee benefit liabilities 401,058 414,955
Other liabilities 57,231 52,476
----------- -----------
1,144,119 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) (193,582) (163,856)
Total stockholders' equity 141,556 171,282
----------- -----------
$ 1,285,675 $ 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>
Nine Months Ended Sept. 30,
1999 1998*
---- -----
(Dollars in thousands)
Cash flows from operating activities:
<S> <C> <C>
Net loss $(29,726) $ (900)
Items not affecting cash from
operating activities:
Depreciation 59,098 58,568
Other postretirement benefits (4,678) (4,650)
Income taxes (6,773) 17,761
Equity income in affiliated companies (3,077) (5,074)
Pension expense 4,554 8,894
(Gain)/loss on disposition of assets 2,718 109
Decrease (increase) in working capital elements:
Trade receivables (19,457) (44,362)
Trade receivables sold 3,225 26,000
Inventories (22,868) (28,487)
Other current assets (10,625) 21,619
Trade payables 9,309 7,757
Other current liabilities 9,040 11,868
Other items - net (20,010) (13,457)
-------- --------
Net cash provided by (used in) operating activities (29,270) 55,646
-------- --------
Cash flows from investing activities:
Plant additions and improvements (47,024) (22,706)
Investment in affiliates 3,212 --
Dividends from affiliated companies 5,000 5,000
Proceeds from sale of property 881 --
-------- --------
Net cash provided by (used in)
investing activities (37,931) (17,706)
-------- --------
Cash flows from financing activities:
Long-term borrowings (payments) 4,583 (91)
Short term borrowings (payments) 45,244 (22,599)
Receivables from affiliates 2,414 (16,470)
Letter of credit collateralization 8,229 1,220
-------- --------
Net cash provided by (used in) financing activities 60,470 (37,940)
-------- --------
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>
* Reclassified
See notes to consolidated financial statements.
<PAGE>
WHEELING-PITTSBURGH CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
General
The consolidated balance sheet as of September 30, 1999, the
consolidated statement of operations for the three and nine month
periods ended September 30, 1999 and the consolidated statement of cash
flows for the nine month periods ended September 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 September 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
September 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 September 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>
rate can fluctuate based upon performance. Borrowings outstanding
against the RCF at September 30, 1999 totaled $112.2 million. Letters
of credit outstanding under the RCF were $0.1 million at September 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 $5.7 million for 1997, 1998 and the first nine months of
1999, respectively. The Company anticipates spending approximately
$18.7 million in the aggregate on major environmental compliance
projects through the year 2002, estimated to be spent as follows: $6.2
million in 1999, $2.7 million in 2000, $4.7 million in 2001, and $5.1
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 $15.1 million at September 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>
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 third quarter of 1999 totaled $282.4 million on
shipments of steel products totaling 614,452 tons. Net sales for the third
quarter of 1998 totaled $297.7 million on shipments of 591,043 tons. The
decrease in net sales is due to a decrease of 6.0% in steel prices, reflecting
severe pressure on prices due to the significant increase in low-priced steel
imports, a lower valued mix of products shipped and lower sales of coke. Sales
of coke during the third quarter of 1999 were lower than the third quarter of
1998 when the Company was selling excess coke.
Third quarter 1999 operating costs decreased to $279.3 million from
$287.6 million in the 1998 third quarter. Operating cost per ton decreased to
$454 per ton in the 1999 third quarter from $487 per ton in the 1998 third
quarter. The Company's lower operating costs are due to lower raw material
costs, lower fixed cost absorption due to a higher volume of shipments, and the
absence of coke sales as compared to the third quarter of 1998. Included in the
1998 third quarter operating costs are unfavorable physical inventory
adjustments of $4.5 million. The Company produced 602,666 tons of raw steel in
the 1999 third quarter and 617,303 tons in the 1998 third quarter.
Depreciation expense increased $0.2 million to $19.7 million in the
third quarter of 1999 from $19.5 million in the comparable period in 1998 due to
the acquisition of assets during 1998 and 1999, partially offset by 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 third quarter of
1999 increased $0.1 million to $15.8 million from $15.7 million in the
comparable period in 1998 due primarily to an increased marketing effort in the
third quarter of 1999.
Interest expense for the third quarter of 1999 increased $0.5 million
to $9.7 million from the comparable period in 1998 due to increased borrowing
under the Revolving Credit Facility.
<PAGE>
Other income (expense) decreased $2.0 million to $0.5 million expense
in the third quarter of 1999, compared to $1.5 million income in the 1998 third
quarter. The decrease in other income reflects lower equity income from joint
venture operations and lower interest income earned.
The 1999 third quarter tax benefit reflects an estimated annual
effective tax rate of 37.7%. The increase in the 1999 effective tax rate during
the third quarter reflects changes in estimated annual pretax income and in
permanent differences. The effect of the change in effective tax rate is
reflected in the third quarter tax benefit. The 1998 third quarter tax provision
reflects an estimated annual effective tax rate of 36%.
Net loss for the 1999 third quarter totaled $4.0 million compared to
1998 third quarter net income which totaled $2.0 million.
Net sales for the nine month period of 1999 totaled $788.2 million on
shipments of steel products totaling 1,780,967 tons. Net sales for the nine
month period of 1998 totaled $845.6 million on shipments of 1,679,356 tons.
Average sales prices decreased from $504 per ton shipped to $443 per ton shipped
primarily due to a 5.6% decrease in steel prices reflecting severe pressure on
prices due to the significant increase in low-priced steel imports. Sales of
coke during the nine month period of 1999 were less than the sales during the
comparable period of 1998 when the Company was selling excess coke produced
during the ten-month strike.
Operating costs for the nine month period of 1999 decreased to $808.0
million from $823.3 million in the comparable period of 1998. Operating cost per
ton decreased to $454 per ton in the 1999 nine month period from $490 per ton in
the comparable period of 1998. The decline in operating costs is due to reduced
sales of coke during the nine month period of 1999 and lower raw material costs
as compared to the same period of 1998. Included in the 1999 nine month
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 nine month period of 1998, the Company recorded $9.8 million of
income as a result of insurance recoveries related to various environmental
sites. In the first nine months of 1999, the Company produced 1,810,633 tons of
raw steel as compared to production of 1,861,806 tons of raw steel in the 1998
first nine months.
Depreciation expense increased $0.5 million to $59.1 million in the
nine month period of 1999 from $58.6 million in the comparable period of 1998
due to the acquisition of assets in 1998 and 1999, 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 nine month period
of 1999 increased $2.5 million to $48.4 million from $45.9 million in the
comparable period of 1998 due primarily to an increased marketing effort during
1999.
Interest expense for the nine month period of 1999 increased $0.8
million to $28.1 million from the comparable period in 1998 due to increased
borrowing under the Revolving Credit Facility.
Other income decreased $3.4 million to $0.2 million in the nine month
period of 1999, compared to $3.6 million in the 1998 nine month period. The
decrease in other income reflects lower equity income from joint venture
operations and lower interest income earned.
The 1999 nine month tax benefit reflects an estimated annual effective
tax rate of 37.7%. The increase in the 1999 effective tax rate reflects changes
in estimated annual pretax income and permanent differences. The 1998 nine month
tax benefit reflects an estimated annual effective tax rate of 36%.
Net loss for the nine month period of 1999 totaled $29.7 million
compared to the 1998 nine month net loss which totaled $0.9 million.
<PAGE>
-5-
FINANCIAL POSITION
Net cash flow used in operating activities for the first nine months of
1999 totaled $29.3 million. Working capital accounts (excluding cash, short-term
borrowings and current maturities of long term debt) used $31.4 million of
funds. Accounts receivable increased by $19.5 million (excluding a $3.2 million
sale of trade receivables under the Receivables Facility). Inventories, valued
principally by the LIFO method for financial reporting purposes, totaled $282.2
million at September 30, 1999, an increase of $22.9 million from December 31,
1998.
In the first nine months of 1999, $47.0 million was spent on capital
improvements including $5.7 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 September 30, 1999
totaled $112.2 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 September 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
<PAGE>
-6-
exchange rates could materially affect the Company's results of operations.
During the 1999 third 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.
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.
Management believes mainframe business systems, external data
interfaces, mainframe software, voice and data systems, internal networks,
personal computers and building controls, as well as process control and
auxiliary systems are, in all material respects Year 2000 compliant. Supplier
and customer surveys are 100% complete. Critical suppliers have been monitored
and alternatives for those representing to be non-compliant have been selected.
The total costs associated with the Year 2000 project are 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 September 30, 1999 is $2.1 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. WPC believes that the
implementation of the Year 2000 project changes will minimize any interruptions.
WPC has developed year-end contingency operating and staffing plans to assure
coverage of critical systems during the Year 2000 date rollover.
<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, Company and industry shipment levels and the effect of
Year 2000 on the Company, its customers and suppliers. 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)
November 5, 1999
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The schedule contains summary financial information extracted from the
Wheeling-Pittsburgh Corporation Consolidated Financial Statements as of
September 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> JUL-01-1999
<PERIOD-END> SEP-30-1999
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 55,736
<ALLOWANCES> 1,626
<INVENTORY> 282,207
<CURRENT-ASSETS> 354,709
<PP&E> 1,149,281
<DEPRECIATION> 500,695
<TOTAL-ASSETS> 1,285,675
<CURRENT-LIABILITIES> 331,455
<BONDS> 354,375
<COMMON> 0
0
0
<OTHER-SE> 141,556
<TOTAL-LIABILITY-AND-EQUITY> 1,285,675
<SALES> 282,358
<TOTAL-REVENUES> 282,358
<CGS> 243,715
<TOTAL-COSTS> 279,263
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 9,691
<INCOME-PRETAX> (7,087)
<INCOME-TAX> (3,078)
<INCOME-CONTINUING> (4,009)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4,009)
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
