UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON DC 20549
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): SEPTEMBER 10, 2004
OREGON STEEL MILLS, INC.
--------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 1-9887 94-0506370
--------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1000 S.W. BROADWAY, SUITE 2200; PORTLAND, OREGON 97205
--------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
(503) 223-9228
--------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS
ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
Effective September 10, 2004, CF&I Steel, L.P. dba Rocky Mountain
Steel Mills ("RMSM"), a majority-owned subsidiary of Oregon Steel
Mills, Inc. ("Company") and the United Steel Workers of America
("Union") finalized the settlement of the labor dispute
("Settlement") as more specifically set forth in the Rocky Mountain
Steel Mills Labor Dispute Settlement Agreement and Modification
Agreement. A brief description of the Settlement is contained in
the press release from the Company which is attached as Exhibit
99.1.
A full description of the terms and conditions of the Settlement is
set forth in the Rocky Mountain Steel Mills Labor Dispute
Settlement Agreement and Modification Agreement listed as Exhibits
10.1 and 10.2 and incorporated by reference into this current
report.
SECTION 7 - REGULATION FD
ITEM 7.01. REGULATION FD DISCLOSURE
On September 13, 2004, the Company issued a press release
announcing the Settlement and the filing of a S-3 registration
statement with the Securities and Exchange Commission.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
EXHIBIT
NUMBER DESCRIPTION
10.1 Rocky Mountain Steel Mills Labor Dispute Settlement Agreement
and Attachment J (filed as Exhibit 10.18 to the Company's
Registration Statement on Form S-3 (SEC Reg. No. 333-118959)).
10.2 Modification Agreement dated as of September 10, 2004 (filed
as Exhibit 10.19 to the Company's Registration Statement on
Form S-3 (SEC Reg. No. 333-118959)).
99.1 Oregon Steel Mills, Inc. Company Press Release dated
September 13, 2004, regarding the final settlement
of the labor dispute agreement and filing of the S-3
registration statement.
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 hereunto duly authorized.
OREGON STEEL MILLS, INC.
--------------------------------------------------------------------------------
(Registrant)
Date: September 15, 2004 By: /s/ Jeff S. Stewart
------------------- ----------------------------------------
Jeff S. Stewart
Corporate Controller
(Principal Accounting Officer)