================================================================================
FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: June 24, 2002
Commission File Number 1-13123
METALS USA, INC.
(Exact name of Registrant as Specified in its Charter)
DELAWARE 76-0533626
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification Number)
THREE RIVERWAY, SUITE 600
HOUSTON, TEXAS 77056
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (713) 965-0990
----------------------
================================================================================
METALS USA, INC.
FORM 8-K
ITEM 5. OTHER EVENTS
Text of Press Release Dated June 21, 2002 -
METALS USA ANNOUNCES AGREEMENT WITH
CREDITORS ON PLAN OF REORGANIZATION
JUNE 21, 2002 -- HOUSTON -- Metals USA, Inc. (OTC.BB: MUIN), a metals
distributor and processor headquartered in Houston, today announced an
agreement has been reached with the Official Committee of Unsecured Creditors
(which is comprised of holders of the Company's 8.625% Senior Subordinated
Notes and trade creditors) on the terms of a Plan of Reorganization (the
"Plan"), subject to definitive documentation and obtaining the required
approvals and exit financing. As previously reported, Metals USA filed a
voluntary petition for reorganization under Chapter 11 of the U.S. Bankruptcy
Code on November 14, 2001.
Under the agreed terms, the Plan would provide that the company's
existing equity will be extinguished. The company's unsecured creditors (other
than creditors with de minimis/convenience class claims) will receive a
publicly traded equity in the form of 100% of the new common stock in the
reorganized company to discharge approximately $380 million of unsecured debt.
Holders of existing equity will receive five-year warrants to purchase an
aggregate of up to fifteen percent of the new common stock of the reorganized
company. The warrants will have an exercise price calculated at full recovery
for all unsecured creditors. The company cannot provide any assurance as to
whether a market will develop for the warrants.
All currently outstanding options and warrants of the company will be
cancelled on the effective date of the Plan. The Plan would provide for the
establishment of a new equity incentive plan for employees to be administered
by the Board of Directors of the newly reorganized company.
Additionally, the Board of Directors of the reorganized company will
consist of five or seven members at the discretion of the Committee, which
will include one executive officer from the reorganized company.
J. Michael Kirksey, Chairman, President & Chief Executive Officer of
Metals USA, stated, "We have been working diligently with the Committee to
move through the bankruptcy process as prudently and expeditiously as
possible. Consummation of this agreement, when combined with the successful
completion of the previously announced asset sales, will position the company
to continue to be one of the largest buyers of metals in the United States
with a credit-worthy financial position."
Metals USA, Inc. is a leading North American metals distributor and
processor. Metals USA, Inc. provides a wide range of products and services in
the Carbon Plates and Shapes, Flat Rolled Products, and Building Products
markets. For more information, visit the company's web site at
WWW.METALSUSA.COM.
###
1
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) EXHIBITS:
10.0 Term Sheet by and among the Official Unsecured Creditors Committee
and Metals USA, Inc., June 12, 2002.
2
METALS USA, INC.
FORM 8-K
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, who has signed this report on behalf of
the Registrant.
METALS USA, INC.
Date: June 24, 2002 By: /s/ Terry L. Freeman
--------------------------------------
Terry L. Freeman
Senior Vice President, Treasurer
and Chief Accounting Officer
3