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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) December 3, 2001
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Commission File Number 33-64325
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REUNION INDUSTRIES, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 06-1439715
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(State of Incorporation) (I.R.S. Employer Identification No.)
11 STANWIX STREET, SUITE 1400
PITTSBURGH, PENNSYLVANIA 15222
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(Address of principal executive offices, including zip code)
(412) 281-2111
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(Registrant's telephone number, including area code)
Page 1 of 4 pages.
Exhibit index is on page 3.
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ITEM 5. Other Item.
On December 4, 2001, the Company issued a public announcement via press
release that it would be futher delayed in making its November 1, 2001 semi-
annual interest payment of $1.616 million on its 13% Senior Notes due 2003 and
to attribute such further delay to the inability to obtain the necessary
financing. The Company also announced that failure to make the November 1
interest payment within the thiry-day cure period resulted in an Event of
Default as defineD in the Indenture which supports the 13% Senior Notes.
Reunion further announced its commitment to making its Senior Note
interest payment as quickly as possible and has determined to sell core
assets, not only to make its interest payment, but strengthen its balance
sheet and current liquidity by generating cash and reducing the Company's
debt. Reunion stated that management continues to be in regular contact with
certain of the Note Holders and holders representing approximately ninety
percent of the Senior Notes amount outstanding and that these holders continue
to expressed their support of the actions undertaken by the Company to remedy
the interest payment default.
Reunion's management currently believes that it will be able to obtain
the necessary funds to honor its obligations. However, there can be no
assurance that management will be successful in its efforts.
ITEM 7. Financial Statements, Proforma Financial Information and Exhibits.
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(c) Exhibits
Exhibit No. Description of Exhibit
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10.41 Press release dated December 4, 2001
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned, hereunto duly authorized.
Date: December 12, 2001 REUNION INDUSTRIES, INC.
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By: /s/ John M. Froehlich
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John M. Froehlich
Executive Vice President
of Finance and Chief
Financial Officer
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EXHIBIT INDEX
Exhibit No. Description of Exhibit Page
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10.41 Press release dated December 4, 2001 4
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EXHIBIT 10.41
PRESS RELEASE
REUNION INDUSTRIES, INC.
REUNION INDUSTRIES ANNOUNCES FURTHER DELAY IN
MAKING SENIOR NOTES INTEREST PAYMENT
FOR INFORMATION CONTACT: FOR IMMEDIATE RELEASE
John M. Froehlich
Chief Financial Officer
412-281-2111
Pittsburgh, Pennsylvania - December 4, 2001 - Reunion Industries, Inc. (Amex -
RUN) announced today that it will be further delayed in making its November 1,
2001 semi-annual interest payment of $1.616 million on its 13% Senior Notes
due 2003. Under the terms of the Indenture, the Company had thirty days from
November 1, 2001 to cure the interest payment default. Since then, Reunion
management has been pursuing several options for obtaining the funds necessary
to make its interest payment, including unsecured financing from one or more
sources, but was unable to do so within the cure period. This inability to
make the interest payment within the thirty-day cure period resulted in an
Event of Default as defined in the Indenture. However, management continues
to pursue alternative sources of financing.
The Company is committed to making its Senior Note interest payment as quickly
as possible and has determined to sell core assets, not only to make its
interest payment, but strengthen its balance sheet and current liquidity by
generating cash and reducing the Company's debt. Reunion's management
continues to be in regular contact with certain of the Note Holders and
holders representing approximately ninety percent of the Senior Notes amount
outstanding. These holders continue to express their support of the actions
undertaken by the Company to remedy the interest payment default.
Reunion's management currently believes that it will be able to obtain the
necessary funds to honor its obligations. However, there can be no assurance
that management will be successful in its efforts.
Reunion's Metals Group, through its five manufacturing divisions, manufactures
and markets a broad range of metal fabricated and machined industrial parts
and products, including seamless steel pressure vessels, fluid power
cylinders, industrial cranes, leaf springs and storage racks. The Plastics
Group manufactures high volume, precision plastics products and thermoset
compounds and provides engineered plastics services. Reunion Industries is
headquartered at 11 Stanwix Street, Suite 1400, Pittsburgh, Pennsylvania,
15222.
This press release contains forward-looking statements as defined by Section
21E of the Securities Act of 1934, as amended, concerning the Company's
expectations about the sales of businesses and estimated proceeds, future
results of operations, financial position and cash flows, which are dependent
upon future events, including events beyond the control of the Company.
Additional information on potential factors and risks that could affect the
Company's future operations are contained in the Company's reports and filings
with the Securities and Exchange Commission.
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