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): February 14, 2013
TMS INTERNATIONAL CORP.
(Exact name of registrant as specified in its charter)
| | | | |
| 001-35128 | | Delaware | | 20-5899976 |
| (Commission File Number) | | (State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
12 Monongahela Avenue
P.O. Box 2000
Glassport, PA 15045
(412) 678-6141
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
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 (see General Instructions A.2. below):
| ¨ | 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 240.14-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13-4(c)) |
Item 2.02. Results of Operations and Financial Condition.
On February 14, 2013, TMS International Corp. (the “Company”) issued a news release announcing its financial results for the fourth quarter and full-year 2012. The Company also posted on its website a slide presentation to be discussed during the Company’s February 14, 2013 conference call. The full text of the news release, together with related unaudited financial information, is furnished herewith as Exhibit 99.1. A copy of the slide presentation is furnished herewith as Exhibit 99.2. The information in this report, including the exhibits, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 7.01. Regulation FD
The slide presentation referred to in Item 2.02 above is attached hereto as Exhibit 99.2 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d)Exhibits
99.1 News Release dated February 14, 2013 titled “TMS International Corp. Reports Fourth Quarter and Fiscal Year 2012 Results,” together with related unaudited financial information.
99.2 Slide Presentation dated February 14, 2013 titled “TMS International Corp. Fourth Quarter and Full Year 2012 Earnings Call and Webcast”.
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.
| | | | |
| | TMS INTERNATIONAL CORP. |
| Date: February 14, 2013 | | By: | | /s/ Daniel E. Rosati |
| | | | Daniel E. Rosati |
| | | | Executive Vice President, Chief Financial Officer and Treasurer |
