-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Vv5r5hh2p3YhqwfYKmifwGde2GPregbzm3rT7ji/SByyV30giEGv71tZ6lZywWR0 R0HUvtNSDbi/0qvBXR/M+Q== 0000055604-97-000002.txt : 19970401 0000055604-97-000002.hdr.sgml : 19970401 ACCESSION NUMBER: 0000055604-97-000002 CONFORMED SUBMISSION TYPE: NT 10-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970331 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: KEYSTONE CONSOLIDATED INDUSTRIES INC CENTRAL INDEX KEY: 0000055604 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES ROLLING MILLS (COKE OVENS) [3312] IRS NUMBER: 370364250 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03919 FILM NUMBER: 97570734 BUSINESS ADDRESS: STREET 1: 5430 LBJ FWY STE 1740 STREET 2: THREE LINCOLN CENTRE CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 2144580028 MAIL ADDRESS: STREET 1: 5430 LBJ FWY STE 1740 STREET 2: THREE LINCOLN CENTRE CITY: DALLAS STATE: TX ZIP: 75240 FORMER COMPANY: FORMER CONFORMED NAME: KEYSTONE STEEL & WIRE CO DATE OF NAME CHANGE: 19710506 NT 10-K 1 KEYSTONE CONSOLIDATED INDUSTRIES, INC. FORM 12B-25 U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING COMMISSION FILE NUMBER 1-3919 ----------------------------- (CHECK ONE): 49342210900 ---------------------- CUSIP NUMBER [X] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR For Period Ended: December 31, 1996 ----------------- [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Transition Report on Form N-SAR For the Transition Period Ended: N/A Nothing in this Form shall be construed to imply that the Commission has verified any information contained herein. If the notification related to a portion of the filing check above, identify the Item(s) to which the notification relates: N/A Part I - Registration Information Full Name of Registrant: Keystone Consolidated Industries, Inc. Former Name if applicable: N/A Address of Principal Executive Office (Street and Number): 5430 LBJ Freeway, Suite 1740 City, State and Zip Code: Dallas, Texas 75240 Part II -- Rules 12b-25(b) and (c) If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate) [X] (a) The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense; [X] (b) The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof will be filed on or before the 15th calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q, or portion thereof will be filed on or before the fifth calendar day following the prescribed due date; and [ ] (c) The accountant's statement or other exhibit required by Rule 12B- 25(c) has been attached if applicable. Part III - Narrative State below in reasonable detail the reasons why Form 10-K and Form 10-KSB, 20- F, 11-K, 10-Q and Form 10-QSB, N-SAR, or the transition report or portion thereof could not be filed within the prescribed period. (Attach extra sheets if needed) The Company's Annual Report on Form 10-K for the year ended December 31, 1996 could not be filed within the prescribed time period because the Company and its legal and financial advisors have not been able to complete their review of the draft of such Annual Report, which differs in some significant respects from the Company's prior Annual Reports on Form 10-K due, in part, to its acquisition of DeSoto, Inc. in September 1996, and given the exigencies of their respective businesses, such persons could not complete their review in time to permit the filing of the Registrant's Annual Report on Form 10-K within the prescribed period without unreasonable effort or expense. PART IV -- Other Information (1) Name and telephone number of person to contact in regard to this notification. Bert E. Downing, Jr., Corporate Controller (972)450-4293 ------------------------------------------ ------------- (2) Have all other periodic reports required under section 13 or 15(d) of the Securities Exchange Act of 1934 or section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If the answer is no, identify reports(s). [X] Yes [ ] No (3) Is anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? [X] Yes [ ] No If so: attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.
Years ended December 31, ---------------------- 1995 1996 ---- ---- (In thousands) Net Sales $345,657 $331,175 ======== ======== Gross profit $ 32,748 $ 34,026 ======== ======== Net income $ 4,887 $ 2,584 ======== ======== Net income available for common shares $ 4,887 $ 2,514 ======== ======== Net income available for common shares per common and common equivalent share $ .86 $ .38 ======== ======== Weighted average common and common equivalent shares 5,654 6,560 ======== ========
Although net sales decreased 4.2% during 1996, as compared to 1995, gross profit in 1996 increased as lower overall product per ton selling prices were more than offset by a more favorable product sales mix and lower scrap and purchased billet costs as well as lower pension expense. However, the $1.3 million increase in gross profit during 1996 as compared to 1995 was more than offset by a $5.6 million increase in general and administrative expenses as a result of higher expenses resulting from new information related to the Company's environmental remediation project at its Peoria, Illinois facility, increased insurance costs and costs charged to expense in 1996 that were incurred in 1995 and 1996 in connection with a possible joint venture related to recovery of zinc and other metals from electric arc furnace dust. Discussions with the potential joint venture partner were discontinued and the incurred costs were charged to expense in 1996. Keystone Consolidated Industries, Inc. has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized. Date: March 31, 1997 By: ----------------------- Robert W. Singer President and
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