UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): May 20, 2008
Wise Metals Group LLC
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 333-117622 | 52-2160047 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification Number) |
857 Elkridge Road, Suite 600
Linthicum, Maryland 21090
(Address of principal executive offices)
(410) 636-6500
(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)) |
| Item 8.01. | Other Events |
On May 16, 2008, Wise Metals Group LLC (the “Company”), filed Form 12b-25 disclosing that the Company was unable to file its Quarterly Report on Form 10-Q for the three months ended March 31, 2008 by May 15, 2008 and had anticipated filing its Form 10-Q prior to May 20, 2008. As disclosed in the Form 12b-25, the Company has recently devoted substantial time and effort to the preparation of its Annual Report on Form 10-K for the year ended December 31, 2007 (as filed on May 7, 2008) and to other corporate activities, and as a result, the Company has not had adequate time to complete the preparation of its consolidated financial statements for the three months ended March 31, 2008 by May 20, 2008 without unreasonable effort or expense. The Company anticipates that it will file its Form 10-Q as soon as practicable.
On May 19, 2008, the Company issued a press release reporting its financial results for the three months ended March 31, 2008. A copy of this press release is attached as Exhibit 99.1 to the Form 8-K filed by the Company on May 19, 2008.
As previously discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, the Company identified a material weakness in its internal control over financial reporting because the Company has not maintained sufficient staff with appropriate training in US GAAP and SEC financial rules and regulations. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis. Despite making progress during the three months ended March 31, 2008, the Company’s remedial actions are ongoing and not yet complete. Therefore, this material weakness identified has not been remediated as of March 31, 2008.
As the Company finalizes its preparation of the consolidated financial statements for the three months ended March 31, 2008, additional material weaknesses may be identified.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| WISE METALS GROUP LLC | ||
| By: | /s/ Kenneth Stastny | |
| Name: | Kenneth Stastny | |
| Title: | Chief Financial Officer | |
Date: May 20, 2008
