-----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, FI8cKiePrx1KDEwuGwf2ggsBpFzTezOcfSJLev+fIvdOFnDhlc8/5vSqSvxbdXgZ ii5Ql6VyxTxTI+all7qjgA== /in/edgar/work/0000950131-00-006381/0000950131-00-006381.txt : 20001115 0000950131-00-006381.hdr.sgml : 20001115 ACCESSION NUMBER: 0000950131-00-006381 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000930 FILED AS OF DATE: 20001114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RYERSON TULL INC /DE/ CENTRAL INDEX KEY: 0000790528 STANDARD INDUSTRIAL CLASSIFICATION: [3312 ] IRS NUMBER: 363425828 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-09117 FILM NUMBER: 763296 BUSINESS ADDRESS: STREET 1: 2621 WEST 15TH PLACE CITY: CHICAGO STATE: IL ZIP: 60608 BUSINESS PHONE: 7737622121 MAIL ADDRESS: STREET 1: 2621 WEST 15TH PLACE CITY: CHICAGO STATE: IL ZIP: 60608 FORMER COMPANY: FORMER CONFORMED NAME: INLAND STEEL INDUSTRIES INC /DE/ DATE OF NAME CHANGE: 19920703 10-Q 1 0001.txt FORM 10-Q (DATED SEPTEMBER 30, 2000) Third Quarter - 2000 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period ended September 30, 2000 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from __________ to ________________ ------------------------- Commission file number 1-9117 I.R.S. Employer Identification Number 36-3425828 RYERSON TULL, INC. (a Delaware Corporation) 2621 West 15th Place Chicago, Illinois 60608 Telephone: (773) 762-2121 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 --- --- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: 24,772,681 shares of the Company's Common Stock ($1.00 par value per share) were outstanding as of November 7, 2000. PART I. FINANCIAL INFORMATION ---------------------------------- Item 1. Financial Statements RYERSON TULL, INC. AND SUBSIDIARY COMPANIES Consolidated Statement of Operations (Unaudited) ================================================================================
Dollars in Millions (except per share data) ------------------------------------------- Three Months Ended Nine Months Ended September 30 September 30 -------------------- --------------------- 2000 1999 2000 1999 ------ ------ -------- -------- NET SALES $695.6 $686.9 $2,242.7 $2,086.4 Cost of materials sold 559.8 530.0 1,791.0 1,606.9 ------ ------ -------- -------- GROSS PROFIT 135.8 156.9 451.7 479.5 Operating expenses 123.6 126.0 382.3 375.3 Depreciation and amortization 8.3 8.2 25.0 26.1 Restructuring and plant closure costs - - 27.8 3.6 Pension curtailment gain - - (4.4) - ------ ------ -------- -------- OPERATING PROFIT 3.9 22.7 21.0 74.5 Other revenue and expense, including interest income - 0.2 0.1 0.8 Interest and other expense on debt (8.4) (5.2) (21.5) (18.4) ------ ------ -------- -------- INCOME (LOSS) BEFORE INCOME TAXES (4.5) 17.7 (0.4) 56.9 PROVISION FOR INCOME TAXES (0.9)Cr. 8.1 5.8 26.5 ------ ------ -------- -------- INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE MINORITY INTEREST (3.6) 9.6 (6.2) 30.4 MINORITY INTEREST - - - 0.7 ------ ------ -------- -------- INCOME (LOSS) FROM CONTINUING OPERATIONS (3.6) 9.6 (6.2) 29.7 DISCONTINUED OPERATIONS - INLAND STEEL COMPANY Gain on Sale - - - 17.3 ------ ------ -------- -------- NET INCOME (LOSS) $ (3.6) $ 9.6 $ (6.2) $ 47.0 ====== ====== ======== ========
See notes to consolidated financial statements 1 RYERSON TULL, INC. AND SUBSIDIARY COMPANIES Consolidated Statement of Operations (Unaudited) ================================================================================
Dollars in Millions (except per share data) ------------------------------------------- Three Months Ended Nine Months Ended September 30 September 30 ------------------ ----------------- 2000 1999 2000 1999 ---- ---- ---- ---- EARNINGS PER SHARE OF COMMON STOCK - ------------------ Basic: Income (loss) from continuing operations $(0.15) $0.38 $(0.26) $1.22 Inland Steel Company - gain on sale - - - 0.71 ------ ----- ------ ----- Net Income (Loss) $(0.15) $0.38 $(0.26) $1.93 Diluted: Income (loss) from continuing operations $(0.15) $0.38 $(0.26) $1.21 Inland Steel Company - gain on sale - - - 0.71 ------ ----- ------ ----- Net Income (Loss) $(0.15) $0.38 $(0.26) $1.92 STATEMENT OF COMPREHENSIVE INCOME - --------------------------------- NET INCOME (LOSS) $ (3.6) $ 9.6 $(6.2) $47.0 OTHER COMPREHENSIVE INCOME (LOSS): Foreign currency translation adjustments (0.3) - (1.4) 0.3 Minimum pension liability adjustment, net of tax of $9.5 - - - 14.1 ------ ----- ------ ----- COMPREHENSIVE INCOME (LOSS) $ (3.9) $ 9.6 $(7.6) $61.4 ====== ===== ====== ===== OPERATING DATA - ---------------- SHIPMENTS (Tons in Thousands) 806.4 835.9 2,601.0 2,515.3
See notes to consolidated financial statements 2 RYERSON TULL, INC. AND SUBSIDIARY COMPANIES Consolidated Statement of Cash Flows (Unaudited) ===============================================================================
Dollars in Millions ------------------- Nine Months Ended September 30 ------------------- 2000 1999 ---- ---- OPERATING ACTIVITIES Net income (loss) $ (6.2) $ 47.0 ------- ------ Adjustments to reconcile net income to net cash (used for) provided from operating activities: Depreciation and amortization 25.0 26.1 Deferred employee benefit cost (6.2) (9.1) Deferred income taxes (1.1) 17.1 Restructuring and plant closure costs 27.8 - Gain from the sale of Inland Steel Company - (17.3) Change in assets and liabilities, excluding effects of acquisitions: Receivables (63.6) (42.8) Inventories (92.9) 31.9 Other assets 0.9 5.2 Accounts payable 2.7 (9.4) Accrued liabilities (29.2) (34.0) Other deferred items 0.0 (1.0) ------- ------ Net adjustments (136.6) (33.3) ------- ------ Net cash (used for) provided from operating activities (142.8) 13.7 ------- ------ INVESTING ACTIVITIES Acquisitions (Note 2) - (66.0) Capital expenditures (24.5) (22.8) Proceeds from sales of assets 3.1 4.8 ------- ------ Net cash used for investing activities (21.4) (84.0) ------- ------ FINANCING ACTIVITIES Debt retirement (14.8) - Short-term borrowing 161.1 - Dividends paid (3.9) (3.8) ------- ------ Net cash provided from (used for) financing activities 142.4 (3.8) ------- ------ Net decrease in cash and cash equivalents (21.8) (74.1) Cash and cash equivalents - beginning of year 39.5 99.6 ------- ------ Cash and cash equivalents - end of period $ 17.7 $ 25.5 ======= ====== SUPPLEMENTAL DISCLOSURES Cash paid during the period for: Interest $ 26.1 $ 23.5 Income taxes, net 9.5 18.8
See notes to consolidated financial statements 3 RYERSON TULL, INC. AND SUBSIDIARY COMPANIES Consolidated Balance Sheet (Unaudited) ===============================================================================
Dollars in Millions ------------------------------------------- ASSETS September 30, 2000 December 31, 1999 - ------ ------------------------------------------- (unaudited) CURRENT ASSETS Cash and cash equivalents $ 17.7 $ 39.5 Receivables less provision for allowances, claims and doubtful accounts of $9.1 and $7.2, respectively 371.5 307.9 Inventories - principally at LIFO 635.6 542.7 -------- -------- Total current assets 1,024.8 890.1 INVESTMENTS AND ADVANCES 25.5 30.0 PROPERTY, PLANT AND EQUIPMENT Valued on basis of cost $597.3 $579.0 Less accumulated depreciation 324.0 273.3 305.8 273.2 ------ ------ DEFERRED INCOME TAXES 55.6 56.4 PREPAID PENSION COSTS 23.5 19.7 EXCESS OF COST OVER NET ASSETS ACQUIRED 97.6 108.0 OTHER ASSETS 9.0 9.8 -------- -------- Total Assets $1,509.3 $1,387.2 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY - ------------------------------------ CURRENT LIABILITIES Accounts payable $ 203.9 $ 201.2 Accrued liabilities 63.4 78.4 Short-term borrowing 161.1 - Long-term debt due within one year 142.7 - -------- -------- Total current liabilities 571.1 279.6 LONG-TERM DEBT 100.7 258.8 DEFERRED EMPLOYEE BENEFITS AND OTHER 150.9 151.0 -------- -------- Total liabilities 822.7 689.4 COMMITMENTS & CONTINGENCIES - - STOCKHOLDERS' EQUITY (Schedule A) 686.6 697.8 -------- -------- Total Liabilities and Stockholders' Equity $1,509.3 $1,387.2 ======== ========
See notes to consolidated financial statements 4 RYERSON TULL, INC. AND SUBSIDIARY COMPANIES Notes to Consolidated Financial Statements (Unaudited) ================================================================================ NOTE 1/FINANCIAL STATEMENTS Results of operations for any interim period are not necessarily indicative of results of any other periods or for the year. The financial statements as of September 30, 2000 and for the three-month and nine-month periods ended September 30, 2000 and 1999 are unaudited, but in the opinion of management include all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of results for such periods. These financial statements should be read in conjunction with the financial statements and related notes contained in the Annual Report on Form 10-K for the year ended December 31, 1999. NOTE 2/ACQUISITION On February 1, 1999, the Company completed the acquisition of Washington Specialty Metals Corporation, an eight-location metals service center specializing in value-added stainless steel. The Company purchased all of the outstanding stock of Washington Specialty Metals for approximately $66 million. The acquisition has been accounted for by the purchase method of accounting and the purchase price has been allocated to assets acquired and liabilities assumed. Goodwill arising from the acquisition will be amortized using the straight-line method over 25 years. NOTE 3/MERGER On February 25, 1999, the Company and pre-merger Ryerson Tull, Inc. ("RT") merged and each share of RT Class A common stock was converted into 0.61 share of Company common stock. Upon consummation of the merger, the Company changed its name from Inland Steel Industries, Inc. to Ryerson Tull, Inc. The merger has been accounted for as a purchase for financial reporting purposes. Under the purchase method of accounting, the assets and liabilities of RT in proportion to the 13% minority interest were recorded at their fair values at the effective time of the merger. 5
NOTE 4/EARNINGS PER SHARE Dollars and Shares In Millions (except per share data) ---------------------------------------- Three Months Ended Nine Months Ended September 30 September 30 ------------------- ------------------- 2000 1999 2000 1999 ---- ---- ---- ---- Basic earnings per share - ------------------------ Income from continuing operations $(3.6) $ 9.6 $(6.2) $29.7 Less preferred stock dividends .1 - .2 .1 ----- ----- ----- ----- Income from continuing operations available to common stockholders (3.7) 9.6 (6.4) 29.6 Inland Steel Company - gain on sale - - - 17.3 ----- ----- ----- ----- Net income available to common stockholders $(3.7) $ 9.6 $(6.4) $46.9 ===== ===== ===== ===== Average shares of common stock outstanding 24.8 25.0 24.8 24.3 ===== ===== ===== ===== Basic earnings per share From continuing operations $(.15) $ .38 $(.26) $1.22 Inland Steel Company - gain on sale - - - .71 ----- ----- ----- ----- Net income $(.15) $ .38 $(.26) $1.93 ===== ===== ===== ===== Diluted earnings per share - -------------------------- Net income available to common stockholders $(3.7) $ 9.6 $(6.4) $46.9 ===== ===== ===== ===== Average shares of common stock outstanding 24.8 25.0 24.8 24.3 Dilutive effect of stock options - .1 - .1 ----- ----- ----- ----- Shares outstanding for diluted earnings per share calculation 24.8 25.1 24.8 24.4 ===== ===== ===== ===== Diluted earnings per share From continuing operations $(.15) $ .38 $(.26) $1.21 Inland Steel Company - gain on sale - - - .71 ----- ----- ----- ----- Net income $(.15) $ .38 $(.26) $1.92 ===== ===== ===== =====
6 NOTE 5/RESTRUCTURING CHARGE In the second quarter of 2000, the Company recorded a restructuring charge of $23.3 million. The charge is the result of realigning geographic divisions to improve responsiveness to local markets, exiting non-core businesses and centralizing administrative services to achieve economies of scale. Included in the charge is severance for 319 employees. As of September 30, 2000, 122 employees have separated from the Company as a result of the restructuring initiative. Details of the restructuring charge are as follows: Restructuring Balance at (In millions) Charge Utilized September 30, 2000 - ------------------------------------------------------------------------------ Write-down of long-lived assets $ 9.3 $ 9.3 $ - Employee costs 7.4 3.4 4.0 Tenancy costs and other 6.6 1.1 5.5 - ------------------------------------------------------------------------------ $23.3 $13.8 $9.5 It is expected that the restructuring actions will be substantially completed by year-end 2000. NOTE 6/TAXES The effective tax rate has changed from the prior periods due to an increase in permanent tax differences arising from the restructuring charge and an increase in the proportion of permanent differences to pretax income. 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations - Comparison of Third Quarter 2000 to Third Quarter 1999 - ------------------------------------------------------------------------------ For the third quarter of 2000, the Company reported a consolidated net loss of $3.6 million, or 15 cents per diluted share, as compared with net income of $9.6 million, or 38 cents per diluted share, from continuing operations in the year- ago quarter. Third quarter 2000 net sales of $695.6 million were 1 percent higher than the comparable quarter a year ago. Volume decreased 4 percent while average selling price increased 5 percent. Most of the increase in average selling price is attributable to surcharges on stainless product, which are directly passed through to the customers. Gross profit per ton declined to $169 in the third quarter of 2000 from $188 in the year-ago quarter due to the Company's inability to pass along all of the increase in material costs to customers. Gross profit margin declined from 22.8 percent a year ago to 19.5 percent in the third quarter. Expenses, defined as operating expenses plus depreciation and amortization, increased on a per ton basis to $164 per ton in the third quarter from $161 per ton a year ago due to lower volume. Operating profit of $3.9 million was 83 percent lower than the $22.7 million operating profit recorded in the year ago quarter. Interest expense of $8.4 million increased 62 percent from a year ago due to increased short-term borrowings, given the higher level of working capital this year. Results of Operations - Comparison of First Nine Months 2000 to First Nine - -------------------------------------------------------------------------- Months 1999 - ----------- For the first nine months of 2000, the Company reported a consolidated net loss of $6.2 million, or 26 cents per diluted share. Net income in the year-ago period was $47.0 million, consisting of $29.7 million from continuing operations and $17.3 million from an adjustment to taxes for the gain on the sale of Inland Steel Company. Included in the 2000 results are restructuring and plant closure charges of $27.8 million pretax and a $4.4 million pretax pension curtailment gain. Net sales of $2.2 billion increased 7 percent from the first nine months of 1999 as volume increased 3 percent and selling prices increased 4 percent. Excluding the restructuring and plant closure costs in both periods and the pension curtailment gain, operating profit decreased 43 percent to $44.4 million from $78.1 million in the year-ago period. Interest expense of $21.5 million increased 17 percent from the first nine months of 1999 resulting from increased short-term borrowings this year. Liquidity and Financing - ------------------------ The Company had cash and cash equivalents at September 30, 2000 of $17.7 million, compared to $39.5 million at December 31, 1999. At September 30, 2000, the Company had outstanding short-term borrowings of $161.1 million under the Company's lines of credit. During the first nine months of 2000, the Company's cash flow from operating activities was a negative $142.8 million, primarily due to a significant increase in working capital. On February 1, 2000, the Company redeemed the $7 million outstanding principal amount of the Port of Portland Variable Rate Industrial Revenue Refunding Bonds ("IRB") due November 1, 2007 at par value. The Company also cancelled the $7 million letter of credit supporting this IRB. On June 21, 2000, the Company purchased and retired $4.8 million of the $150 million 8.5% Notes maturing on July 15, 2001. On August 28, 2000, the Company purchased and retired an additional $3.0 million of the $150 million 8.5% Notes maturing on July 15, 2001. The Company has a committed bank revolving credit facility of $250 million that extends until September 5, 2002. The revolving credit agreement contains covenants that, among other things, limit the amount of dividends and stock repurchases and restrict the amount of additional debt. The maximum amount of dividend payments or share repurchases that could have been made as of September 30, 2000, was $107 million. During the first quarter of 2000, two uncommitted and unsecured lines of credit totaling $20 million were established. 8 The indenture under which $250 million of debt was issued in 1996 ("RT Notes") contains covenants limiting, among other things, the creation of secured indebtedness, sale and leaseback transactions, the repurchase of capital stock, transactions with affiliates and mergers, consolidations and certain sales of assets. In addition, the RT Notes restrict the payment of dividends, although to a lesser extent than the bank credit facility described above. Effective with the merger of RT and the Company on February 26, 1999, the Company assumed the RT Notes. ISC Sale Contingencies - ---------------------- The Agreement and Plan of Merger among Ispat International, N.V. ("Ispat"), Inland Merger Sub, Inc., Inland Steel Industries, Inc. (now named Ryerson Tull, Inc.), and Inland Steel Company (now named Ispat Inland, Inc.) dated May 27, 1998, as amended (the "Merger Agreement") provides that the Company indemnify Ispat for specified losses and expenses. As previously disclosed, by letter dated May 11, 1999, Ispat advised the Company of its involvement in a civil lawsuit and federal criminal grand jury proceeding in Louisiana and notified the Company of its intention to seek indemnification from the Company in connection with the Louisiana proceedings. See "Management's Discussion of Operations and Financial Condition - ISC Sale Contingencies," incorporated by reference under Item 7 of the Company's Annual Report on Form 10-K for 1999. In letters dated March 31, 2000, Ispat notified the Company that Ispat was asserting claims against the Company under the Merger Agreement related to certain pension liabilities, insurance premiums, property taxes, environmental matters, intellectual property and the Louisiana proceedings. Ispat also stated that it does not consider the Company's liability with respect to the Louisiana proceedings to be limited by the $90 million cap on indemnification for breaches of representations and warranties in the Merger Agreement but intends to pursue all other remedies, both under the Merger Agreement and otherwise, if its losses in that matter were to exceed $90 million. In its Annual Report on Form 10-K for 1999 dated March 30, 2000, Ispat disclosed that it had agreed to extend the statute of limitations for the filing of any criminal charges against it in the Louisiana proceedings through September 30, 2000; and disclosed in its Form 10-Q for the Third Quarter 2000 dated November , 2000 that such date was extended to December 30, 2000. In its Quarterly Reports on Form 10-Q for the Second Quarter 2000, dated August 7, 2000, and for the Third Quarter 2000 dated November 7, 2000 Ispat disclosed that it is investigating the factual basis of such a claim; whether any of the coated culvert is defective and, if so, the extent of such defects and the remedial options; the method by which damages would be calculated if the claims were established; and the relative responsibilities of other corporate defendants to satisfy such a claim. Ispat also stated that, in cooperation with the U.S Attorney and federal and state highway officials, Ispat has conducted field inspections and analysis of many of the coated culverts at issue and that Ispat is holding discussions with the U.S. Attorney and co-defendants. Ispat again in its Form 10-Q for the Third Quarter 2000 dated November 7, 2000 stated that at this stage, it is unable to determine the outcome and resulting liability, if any, relating to this matter, and whether this matter could materially affect Ispat's financial position or results of operations. The Company is unable to determine at this time whether the foregoing would affect its financial condition or results of operations. 9 PART II. OTHER INFORMATION --------------------------- Item 6. Exhibits and Reports on Form 8-K (a) Exhibits. The exhibits required to be filed by Item 601 of Regulation S-K are listed in the "Exhibit Index," which is attached hereto and incorporated by reference herein. (b) Reports on Form 8-K. On September 18, 2000, the Company filed a Current Report on Form 8-K, reporting under Item 5--Other Events, announcing, via a press release dated September 15, 2000, that it expects shipments and gross margins in the third quarter of 2000 to decline from second quarter levels due to continued slowdown in the metal-using sector of the economy and that price volatility in the metals industry has had a higher than expected negative impact on gross profit per ton. 10 SIGNATURE --------- Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. RYERSON TULL, INC. By: /s/ Lily L. May ----------------- Lily L. May Controller and Principal Accounting Officer Date: November 13, 2000 11 Part I -- Schedule A RYERSON TULL, INC. AND SUBSIDIARY COMPANIES SUMMARY OF STOCKHOLDERS' EQUITY
=============================================================================================================================== Dollars in Millions ------------------- September 30, 2000 December 31, 1999 -------------------- ------------------- (unaudited) STOCKHOLDERS' EQUITY - -------------------- Series A preferred stock ($1 par value) - 81,091 shares and 78,099 shares issued and outstanding as of September 30, 2000 $ 0.1 $ 0.1 and December 31, 1999, respectively Common stock ($1 par value) - 50,556,350 shares issued as of September 30, 2000 and December 31, 1999 50.6 50.6 Capital in excess of par value 862.9 863.3 Retained earnings Balance beginning of year $541.8 $491.2 Net income (6.2) 55.7 Dividends Series A preferred stock - $1.80 per share in 2000 and $2.40 per share in 1999 (0.2) (0.2) Common Stock - $.15 per share in 2000 and $.20 per share in 1999 (3.7) 531.7 (4.9) 541.8 ------ ------- Restricted stock awards (0.2) (0.4) Treasury stock, at cost - 25,783,749 as of September 30, 2000 and 25,782,759 as of December 31, 1999 (754.2) (754.7) Accumulated other comprehensive income (4.3) (2.9) ------- ------- Total Stockholders' Equity $ 686.6 $ 697.8 ======= =======
12 EXHIBIT INDEX
Exhibit Number Description ------- ----------- 3.1 Copy of Certificate of Incorporation, as amended, of Ryerson Tull. (Filed as Exhibit 3.(i) to the Company's Annual Report on Form 10-K for the year ended December 31, 1995 (File No. 1-9117), and incorporated by reference herein.) 3.2 By-Laws, as amended. (Filed as Exhibit 3.2 to the Company's Annual Report on Form 10-K for the year ended December 31, 1999 (File No. 1-9117), and incorporated by reference herein.) 4.1 Certificate of Designations, Preferences and Rights of Series A $2.40 Cumulative Convertible Preferred Stock of Ryerson Tull. (Filed as part of Exhibit B to the definitive Proxy Statement of Inland Steel Company dated March 21, 1986 that was furnished to stockholders in connection with the annual meeting held April 23, 1986 (File No. 1-2438), and incorporated by reference herein.) 4.2 Certificate of Designation, Preferences and Rights of Series D Junior Participating Preferred Stock of Ryerson Tull. (Filed as Exhibit 4-D to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1987 (File No. 1-9117), and incorporated by reference herein.) 4.3 Rights Agreement, dated as of November 25, 1997, as amended and restated as of September 22, 1999, between Ryerson Tull and Harris Trust and Savings Bank, as Rights Agent. (Filed as Exhibit 4.1 to the Company's amended Registration Statement on Form 8-A/A-2 filed on October 6, 1999 (File No. 1-9117), and incorporated by reference herein.) 4.4 Indenture, dated as of July 1, 1996, between Pre-merger Ryerson Tull and The Bank of New York. (Filed as Exhibit 4.1 to Pre-merger Ryerson Tull's Quarterly Report on Form 10-Q for the quarter ended June 30, 1996 (File No. 1-11767), and incorporated by reference herein.) 4.5 First Supplemental Indenture, dated as of February 25, 1999, between Ryerson Tull and The Bank of New York. (Filed as Exhibit 4.5 to the Company's Annual Report on Form 10-K for the year ended December 31, 1998 (File No. 1-9117), and incorporated by reference herein.) 4.6 Specimen of 8 1/2% Notes due July 15, 2001. (Filed as Exhibit 4.6 to the Company's Annual Report on Form 10-K for the year ended December 31, 1998 (File No. 1-9117), and incorporated by reference herein.) 4.7 Specimen of 9 1/8% Notes due July 15, 2006. (Filed as Exhibit 4.7 to the Company's Annual Report on Form 10-K for the year ended December 31, 1998 (File No. 1-9117), and incorporated by reference herein.) [The registrant hereby agrees to provide a copy of any other agreement relating to long-term debt at the request of the Commission.] 10.1* Ryerson Tull Annual Incentive Plan, as amended (Filed as Exhibit 10.18 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2000 (File No. 1-9117), and incorporated by reference herein.) 10.2* Ryerson Tull 1999 Incentive Stock Plan, as amended. (Filed as Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1999 (File No. 1-9117), and incorporated by reference herein.) 10.3* Ryerson Tull 1996 Incentive Stock Plan, as amended. (Filed as Exhibit 10.14 to Pre-merger Ryerson Tull Annual Report on Form 10-K for the year ended December 31, 1997 (File No. 1-11767), and incorporated by reference herein.) 10.4* Ryerson Tull 1995 Incentive Stock Plan, as amended. (Filed as Exhibit 10.E to the Company's Annual Report on Form 10-K for the year ended December 31, 1997 (File No. 1-9117), and incorporated by reference herein.) 10.5* Ryerson Tull 1992 Incentive Stock Plan, as amended. (Filed as Exhibit 10.C to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1995 (File No. 1-9117), and incorporated by reference herein.)
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Exhibit Number Description - ------- ----------- 10.6* Ryerson Tull 1988 Incentive Stock Plan, as amended. (Filed as Exhibit 10.B to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1995 (File No. 1-9117), and incorporated by reference herein.) 10.7* Ryerson Tull Supplemental Retirement Plan for Covered Employees, as amended. (Filed as Exhibit 10.1 to Pre-merger Ryerson Tull's Form 10-Q for the quarter ended September 30, 1997 (File No. 1-11767), and incorporated by reference herein.) 10.8* Ryerson Tull Nonqualified Savings Plan, effective January 1, 1998 (Filed as Exhibit 10.S.(2) to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1997 (File No. 1-9117), and incorporated by reference herein.) 10.9* Outside Directors Accident Insurance Policy. (Filed as Exhibit 10.12 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1999 (File No. 1-9117), and incorporated by reference herein.) 10.10* Ryerson Tull Directors' 1999 Stock Option Plan. (Filed as Exhibit 10.19 to the Company's Annual Report on Form 10-K for the year ended December 31, 1998 (File No. 1-9117), and incorporated by reference herein.) 10.11* Ryerson Tull Directors' Compensation Plan, as amended. (Filed as Exhibit 10.20 to the Company's Annual Report on Form 10-K for the year ended December 31, 1998 (File No. 1-9117), and incorporated by reference herein.) 10.12* Form of Severance Agreement, dated January 28, 1998, between the Company and each of the four executive officers of the Company identified on the exhibit relating to terms and conditions of termination of employment following a change in control of the Company. (Filed as Exhibit 10.R to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1997 (File No. 1-9117), and incorporated by reference herein.) 10.13* Amendment dated November 6, 1998 to the Severance Agreement dated January 28, 1998 referred to in Exhibit 10.21 above between the Company and Jay M. Gratz. (Filed as Exhibit 10.23 to the Company's Annual Report on Form 10-K for the year ended December 31, 1998 (File No. 1-9117), and incorporated by reference herein.) 10.14* Amendment dated June 30, 2000 to the Severance Agreement dated January 28, 1998 referred to in Exhibit 10.21 between the Company and Jay M. Gratz (Filed as Exhibit 10.14 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2000 (File No. 1-9117), and incorporated by reference herein.) 10.15* Amendment dated February 19, 1999 to the Severance Agreement dated January 28, 1998 referred to in Exhibit 10.21 above between the Company and George A. Ranney, Jr. (Filed as Exhibit 10.24 to the Company's Annual Report on Form 10-K for the year ended December 31, 1998 (File No. 1-9117), and incorporated by reference herein.) 10.16* Form of Change in Control Agreement between the Company and the parties listed on the schedule thereto. (Filed as Exhibit 10.25 to the Company's Annual Report on Form 10-K for the year ended December 31, 1998 (File No. 1-9117), and incorporated by reference herein.) 10.17* Form of Change in Control Agreement between the Company and the party listed on the schedule thereto. (Filed as Exhibit 10.26 to the Company's Annual Report on Form 10-K for the year ended December 31, 1998 (File No. 1-9117), and is incorporated by reference herein.) 10.18* Amended Schedule to Change in Control Agreement referred to in Exhibit 10.16 (Filed as Exhibit 10.18 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2000 (File No. 1-9117), and incorporated by reference herein.) 10.19* Employment Agreement dated September 1, 1999 between the Company and Jay M. Gratz. (Filed as Exhibit 10.22 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1999 (File No. 1-9117), and incorporated by reference herein.) 10.20* Employment Agreement dated September 1, 1999 between the Company and Gary J. Niederpruem. (Filed as Exhibit 10.23 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1999 (File No. 1-9117), and incorporated by reference herein.) 10.21* Employment Agreement dated December 1, 1999 between the Company and Neil S. Novich. (Filed as Exhibit 10.19 to the Company's Annual Report on Form 10-K for the year ended December 31, 1999 (File No. 1-9117), and incorporated by reference herein.)
14
Exhibit Number Description - ------- ----------- 10.22* Confidentiality and Non-Competition Agreement dated July 1, 1999 between the Company and Stephen E. Makarewicz. (Filed as Exhibit 10.24 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1999 (File No. 1-9117), and incorporated by reference herein.) 10.23* Employment Agreement dated as of August 18, 1995 between the Company and George A. Ranney, Jr. (Filed as Exhibit 10.X to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1997 (File No. 1-9117), and incorporated by reference herein.) 10.24* Letter of Retainer dated as of November 16, 1999 between the Company, George A. Ranney, Jr. and Mayer, Brown & Platt. (Filed as Exhibit 10.22 to the Company's Annual Report on Form 10-K for the year ended December 31, 1999 (File No. 1-9117), and incorporated by reference herein.) 10.25* Employment Agreement dated as of May 29, 2000 between the Company and Thomas S. Cygan (Filed as Exhibit 10.25 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2000 (File No. 1-9117), and incorporated by reference herein.) 27 Financial Data Schedule.................................................
- ------------ . Management contract or compensatory plan or arrangement required to be filed as an exhibit to the Company's Annual Report on Form 10 15 EX-27 2 0002.txt FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED STATEMENTS OF OPERATIONS, THE CONSOLIDATED BALANCE SHEET, AND THE SUMMARY OF STOCKHOLDERS' EQUITY CONTAINED IN THE QUARTERLY REPORT ON FORM 10-Q TO WHICH THIS EXHIBIT IS ATTACHED AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL SCHEDULES. 1,000 9-MOS DEC-31-1999 JAN-01-2000 SEP-30-2000 17,700 0 380,600 9,100 635,600 1,024,800 597,300 324,000 1,509,300 571,100 100,700 0 100 50,600 635,900 1,509,300 2,242,700 2,242,700 2,033,000 2,033,000 0 0 21,500 (400) 5,800 (6,200) 0 0 0 (6,200) (0.26) (0.26)
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