0000913364-01-500011.txt : 20011026 0000913364-01-500011.hdr.sgml : 20011026 ACCESSION NUMBER: 0000913364-01-500011 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20011016 ITEM INFORMATION: Bankruptcy or receivership ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20011018 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ABC NACO INC CENTRAL INDEX KEY: 0000913364 STANDARD INDUSTRIAL CLASSIFICATION: METAL FORGING & STAMPINGS [3460] IRS NUMBER: 363498749 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22906 FILM NUMBER: 1761609 BUSINESS ADDRESS: STREET 1: 2001 BUTTERFIELD RD STREET 2: SUITE 502 CITY: DOWNERS GROVE STATE: IL ZIP: 60515 BUSINESS PHONE: 6308521300 MAIL ADDRESS: STREET 1: 2001 BUTTERFIELD RD STREET 2: SUITE 502 CITY: DOWNERS GROVE STATE: IL ZIP: 60515 FORMER COMPANY: FORMER CONFORMED NAME: ABC RAIL PRODUCTS CORP DATE OF NAME CHANGE: 19931014 8-K 1 doc1.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OF 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 18, 2001 ABC-NACO Inc. (Debtor-In-Possession) ---------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 0-22906 36-3498749 ---------------------------------------------------------------------------- (Jurisdiction of (Commission File Number) (IRS Employer incorporation) Identification No.) ABC-NACO Inc. 335 EISENHOWER LANE SOUTH, LOMBARD, ILLINOIS 60148 ---------------------------------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (630) 792-2010 Item 3. Bankruptcy or Receivership. On October 18, 2001, ABC-NACO Inc. (the "Company"), including 7 of its domestic U.S. subsidiaries (collectively, the "Debtors") filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (the "Bankruptcy Code"), in the United States Bankruptcy Court for the Northern District of Illinois (the "Bankruptcy Court"). The Company's case is being administered under Case 01 B 36484. The Company will be moving for a joint administration of the parent and subsidiary cases. The Debtors will continue to manage their properties and operate their businesses as "debtors-in-possession" under the jurisdiction of the Bankruptcy Court. On October 18, 2001 the Company issued a press release relating to the foregoing. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated in its entirety herein by reference. Item 7. Financial Statements and Exhibits. (c) Exhibits Exhibit No. Description 99.1 Press Release of ABC-NACO Inc. dated October 18, 2001 SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ABC-NACO Inc. By: /s/Wayne R. Rockenbach -------------------------------------- Name: Wayne R. Rockenbach Title: Chief Financial Officer Dated: October 18, 2001 EXHIBIT INDEX Exhibit No. Description 99.1 Press Release of ABC-NACO Inc. dated October 18, 2001 Safe Harbor Statement Under The Private Securities Litigation Reform Act of 1995: The statements contained in this release which are not historical facts, may be deemed to be forward-looking statements that are subject to change based on various factors which may be beyond the control of ABC-NACO Inc. Accordingly, actual results could differ materially from those expressed or implied in any such forward-looking statement. Factors that could affect actual results are described more fully in the Company's Amended Annual Report on Form 10-K for the year ended December 31, 2000, under the caption "Cautionary Statement Concerning Forward Looking Statements," and other risks described from time to time in the Company's filings with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made. EX-99.1 3 doc2.txt PRESS RELEASE OF ABC-NACO INC. ABC-NACO FILES VOLUNTARY CHAPTER 11 PETITION, RECEIVES COMMITMENT FOR $20 MILLION IN NEW FINANCING Lombard, Ill. - October 18, 2001, ABC-NACO Inc. (ABCR) announced today the company and its U.S. subsidiaries have filed voluntary petitions to reorganize their businesses under Chapter 11 of the U.S. Bankruptcy Code. The filings, due primarily to the severe downturn in the rail supply industry and the company's large debt burden, were made in the United States Bankruptcy Court for the Northern District of Illinois, Chicago, Illinois. Operations around the world, including the United States, will remain open, operating to fulfill existing and future customer requirements. This filing does not include the company's subsidiaries or joint ventures in Canada, Mexico, Scotland, Sweden, Portugal, or China. Filing for reorganization became necessary due to a severe liquidity crisis caused primarily by the exceptionally weak market for ABC-NACO's products. Additional factors included the 80-day strike at the Sahagun, Hidalgo, Mexico facility and the roof collapse at the Cicero, Illinois facility, both of which occurred this past summer. To ensure continuation of operations, ABC-NACO received a commitment for a $20 million debtor-in-possession (DIP) financing facility from its existing senior secured bank group. The financing will become available for future operating obligations, once approved by the court. Together with the cash generated from operations going forward, this financing will provide the necessary liquidity for the company to fulfill future obligations to customers, suppliers and employees. "Despite our efforts to reduce costs and maximize cash flow, the continuing deterioration of the rail supply market significantly aggravated our liquidity situation. After careful review of the company's financial condition and all available alternatives, the Board of Directors and senior management concluded today's court filing by our U.S. operations was a necessity," said Vaughn Makary, President and Chief Executive Officer of ABC-NACO. The company has retained the management consulting firm of Morris-Anderson and Associates, Ltd. and the investment banking firm of Lincoln Partners L.L.C. to assist it in the evaluation of reorganization alternatives in order to maximize its business enterprise value. Makary added, "In the best interest of our constituencies, including our employees, the company's domestic and foreign operating units will continue to serve their customers during this process of maximizing business enterprise value." The company said it is filing first day motions to support its employees, customers and vendors, to obtain interim financing authority, to maintain existing cash management programs, to retain legal, financial, and other professionals relative to the company's reorganization cases, and for other relief. The company is retaining the law firm of D'Ancona & Pflaum L.L.C. to assist in the court proceedings. The company is one of the world's leading suppliers of technologically advanced products to the rail industry. With four technology centers around the world, the company holds pre-eminent market positions in the design, engineering and manufacture of high-performance freight car, locomotive and passenger suspension and coupling systems, wheels and mounted wheel sets. The company also supplies railroad and transit infrastructure products and services and technology-driven specialty track products. It has offices and facilities in the United States, Canada, Mexico, Scotland, Portugal and China. Safe Harbor Statement Under The Private Securities Litigation Reform Act of -------------------------------------------------------------------------------- 1995: ---- The statements contained in this release, which are not historical facts, may be deemed to be forward-looking statements that are subject to change based on various factors, which may be beyond the control of ABC-NACO Inc. Accordingly, actual results could differ materially from those expressed or implied in any such forward-looking statement. Factors that could affect actual results are described more fully in the Company's Amended Annual Report on Form 10-K for the year ended December 31, 2000, under the captions "Recent Developments" and "Regarding Forward Looking Statements," and other risks described from time to time in the Company's filings with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made. Contacts: FOR ABC-NACO INVESTORS: ------------------------- Restructuring Hotline 800-793-7121 FOR U.S./INTERNATIONAL MEDIA: ------------------------------- Wendy Bennett Director Corporate Communications 630-792-2010