-----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, Mvmm8PdBNCa2Zs7Ovu1Dd322gXPkiWAM5FINMsVdgilPpyCuAngB0MIgQ70JWmsh 2cOYDNqsIe1LEXZ9di8Zaw== 0000950172-99-001701.txt : 19991202 0000950172-99-001701.hdr.sgml : 19991202 ACCESSION NUMBER: 0000950172-99-001701 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19991201 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BIRMINGHAM STEEL CORP CENTRAL INDEX KEY: 0000779334 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES ROLLING MILLS (COKE OVENS) [3312] IRS NUMBER: 133213634 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: SEC FILE NUMBER: 001-09820 FILM NUMBER: 99767184 BUSINESS ADDRESS: STREET 1: 1000 URBAN CENTER DRIVE STREET 2: SUITE 300 CITY: BIRMINGHAM STATE: AL ZIP: 35242 BUSINESS PHONE: 2059701200 MAIL ADDRESS: STREET 1: P.O. BOX 1208 CITY: BIRMINGHAM STATE: AL ZIP: 35201-1208 DEFA14A 1 SCHEDULE 14A (RULE 14A-101) SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant {X} Filed by a Party other than the Registrant { } Check the appropriate box: {_} Preliminary Proxy Statement { } Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) { } Definitive Proxy Statement {X} Definitive Additional Materials {_} Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 BIRMINGHAM STEEL CORPORATION --------------------------------------------------------- (Name of Registrant as specified in its charter) ---------------------------- (Name of person(s) filing proxy statement, if other than Registrant) Payment of Filing Fee (Check the appropriate box): {X} No fee required. { } Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. (1) Title of each class of securities to which transaction applies: (2) Aggregate number of securities to which transaction applies: (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11: (4) Proposed maximum aggregate value of transactions: (5) Total fee paid. - ------------- { } Fee paid previously with preliminary materials. { } Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: (2) Form, Schedule or Registration Statement No.: (3) Filing Party: (4) Date Filed: CONTACT: ROY WINNICK KEKST AND COMPANY 212-521-4842 BIRMINGHAM STEEL ACKNOWLEDGES RECEIPT OF CONSENTS FROM UNITED GROUP AND POSTPONES ANNUAL MEETING BIRMINGHAM, Ala., November 30, 1999 - Birmingham Steel Corporation (NYSE: BIR) today announced that the United Group has delivered to the Company stockholder consents that the group purports to represent a majority of the Company's shares outstanding. The Company stated that it intends to furnish the consents, as well as any revocations of consents received by the Company to date, to an independent inspector of election for tabulation. Following such tabulation, the independent inspector will issue a preliminary report that will be subject to review and challenge by the Company and the United Group. Only after all challenges to the preliminary report of the independent inspector have been resolved will a final report be issued. Until such time as this process is complete, the Company will not know whether the United Group has tendered to the Company sufficient consents to take action under Delaware law. In light of the foregoing, the Company has postponed the Annual Meeting of Stockholders previously scheduled to take place in Orlando, Florida on December 2, 1999. A date for the Annual Meeting will be set, if appropriate, following completion of the tabulation process by the independent inspector of election. Earlier today, representatives of the Board of Directors again offered to meet with members of the United Group, and offered a proposal to reach a compromise slate of directors for consideration by the Company's stockholders that would minimize the risk of certain consequences which could otherwise result from a change in a majority of the Board. The Board of Directors remains ready to discuss with the United Group the possibility of a compromise slate of directors that would put the stockholders of the Company in the best financial position. Birmingham Steel operates in the mini-mill sector of the Steel industry and conducts operations at facilities located across the United States. The common stock of Birmingham Steel is traded on the New York Stock Exchange under the symbol "BIR." # # # -----END PRIVACY-ENHANCED MESSAGE-----