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Heard off the street: Former family business planning big IPO
Sunday, August 06, 2006

Tube City has undergone a number of ownership changes since Lithuanian immigrant David Coslov started it in 1925 as a family-owned scrap business in McKeesport.

Now the 81-year-old Glassport-based firm wants to undergo one more.

Last month, Tube City IMS Corp. announced plans for an initial public offering. Papers filed with the Securities and Exchange Commission did not disclose how many shares the company intends to sell or its intended selling price. Current shareholders also would unload a yet to be determined number of shares.

However, it did disclose that Wellspring Capital Management, the New York private equity firm that's controlled the company since merging Tube City with International Mill Service in 2004, will retain majority control after the offering.

Tube City IMS shares would trade on Nasdaq under the ticker "TCMS." Underwriters of the offering are Credit Suisse, UBS Investment Bank and Jefferies & Co.

Company officials declined comment on the stock offering, citing SEC regulations banning any promotional publicity in the months before a company goes public.

But the registration statement the company filed with regulators on July 7 gives investors a pretty good idea of what they're looking at.

Tube City IMS calls itself the largest provider of outsourced services to the North American steel industry.

Those services include purchasing and processing scrap, moving slabs and other products from one mill operation to the next, and recovering reusable metals from slag, a by-product of steelmaking, and selling the slag to cement producers, road builders and other customers.

The company has 2,250 employees -- 43 percent of them represented by unions -- and operates at 66 sites in North America and Europe. Its largest customers include Mittal Steel, the world's largest steelmaker, and U.S. Steel, the largest North American-based producer.

Last year, Tube City IMS had revenue of $1.12 billion, big enough to rank as the region's fifth-largest private company. GNC, the fourth-largest, also plans on going public.

Tube City's scrap business generated nearly 80 percent of the parent's company's revenue in 2005, and it reported operating income of $19.8 million, a pretax loss of $7 million and a net loss of $4.7 million. The company says robust steel industry conditions in 2004 cooled off last year, and that it also suffered when its largest customer idled a plant to upgrade equipment.

The red ink continued in the first quarter with a loss of $841,000 on revenue of $308.1 million. Tube City IMS blamed a 13 percent increase in operating costs and a 60 percent increase in interest expenses, which totaled $8.1 million.

Interest expense jumped because the company took on more debt with the merger of Tube City and IMS and again in October, when it added $65 million to its term loan. At the end of the first quarter, Tube City IMS had $379 million in long-term debt on its books.

Proceeds of the stock offering would be used to repay all or a portion of the debt as well as for general corporate purposes.

It's not the first time the company has contemplated going public. A 2004 plan was withdrawn for strategic reasons, the SEC filing states. Plans to offer securities in Canada last year were withdrawn because of threatened tax changes.

Wellspring currently owns 84 percent of the company's shares. The private equity firm's other investments include Dave & Buster's, Checkers Drive-In Restaurants, Edwin Watts Golf Shops and Lionel.

The next biggest owner is Chairman and Chief Executive Officer I. Michael Coslov, David Coslov's 64-year-old grandson. Mr. Coslov, who bought out other family members in 1987, was paid $1.9 million last year.

Despite the recent performance, Tube City IMS officials are upbeat about the future. In the registration statement, they say they expect worldwide steel production to grow at a 6 percent clip annually for the next 10 years. Although the vast majority of their operations are in North America, they recently purchased a small company that serves a mill near Marseille, France, and opened an office in China, which accounted for about a third of global production last year.

The filing also outlines the risks, including the impact a soft steel market and ongoing consolidation in the industry might have on its results. One small blip on the radar screen is a $6.1 million pension plan deficit, meaning the company only has 74 cents for every $1 in retirement benefits workers and retirees have earned.

Plenty of companies that file plans to go public never make it, either because their operations or the stock market takes a turn for the worse. With the Federal Reserve walking a tightrope between raising interest rates too much and causing a recession, or not raising them enough and sparking inflation, it's hard to say what will come of the Tube City IMS plans.

There's plenty of homework left for investors who might be interested in the hometown company. They should do it and, as always, be careful out there.

First published on August 6, 2006 at 12:00 am
Len Boselovic can be reached at lboselovic@post-gazette.com or 412-263-1941.