UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (x) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2000 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-2389 ROANOKE ELECTRIC STEEL CORPORATION (Exact name of Registrant as specified in its charter) Virginia 54-0585263 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 102 Westside Blvd., N.W., Roanoke, Virginia 24017 (Address of principal executive offices) (Zip Code) (540) 342-1831 (Registrant's telephone number, including area code ) N/A (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes x No Indicate the number of shares outstanding of each of the Registrant's classes of common stock, as of January 31, 2000. 10,982,188 Shares outstanding ROANOKE ELECTRIC STEEL CORPORATION FORM 10-Q CONTENTS Page 1. Part I - Financial Information 3 - 13 Item 1. Financial Statements a. Consolidated Balance Sheets 3 b. Consolidated Statements of Earnings 4 c. Consolidated Statements of Cash Flows 5 d. Notes to Consolidated Financial Statements 6 - 9 e. Independent Accountants' Report 10 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 11 - 12 Item 3. Quantitative and Qualitative Disclosures About Market Risk 13 2. Part II - Other Information 14 Item 1. Legal Proceedings 14 Item 6. Exhibits and Reports on Form 8-K 14 3. Signatures 15 4. Exhibit Index pursuant to Regulation S-K 16 5. Exhibits a. Letter Regarding Change in Accounting Principle 17 b. Financial Data Schedule 18 PART I - FINANCIAL INFORMATION ITEM 1 - FINANCIAL STATEMENTS ROANOKE ELECTRIC STEEL CORPORATION Consolidated Balance Sheets ASSETS (Unaudited) January 31, October 31, 2000 1999 * CURRENT ASSETS Cash and cash equivalents $ 28,764,639 $ 33,286,934 Investments 11,965,655 11,772,902 Accounts receivable, net of allowances of $2,149,868 in 2000 and $2,000,327 in 1999 49,270,917 57,692,504 Inventories 72,412,995 64,525,619 Prepaid expenses 1,395,805 1,476,561 Deferred income taxes 5,879,314 5,879,314 Total current assets 169,689,325 174,633,834 PROPERTY, PLANT AND EQUIPMENT Land 8,077,943 8,077,943 Buildings 41,084,724 40,816,558 Other property and equipment 190,326,696 189,012,488 Assets under construction 4,177,364 2,135,854 Total 243,666,727 240,042,843 Less--accumulated depreciation 82,473,049 78,530,036 Property, plant and equipment, net 161,193,678 161,512,807 GOODWILL 15,285,882 15,488,343 OTHER ASSETS 1,254,826 1,110,828 TOTAL ASSETS $347,423,711 $352,745,812 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Current portion of long-term debt $ 15,036,469 $ 15,034,131 Accounts payable 24,237,713 22,821,864 Dividends payable 1,098,219 1,102,579 Employees' taxes withheld 503,295 530,139 Accrued profit sharing contribution 1,798,740 6,353,611 Accrued wages and expenses 8,406,721 11,138,478 Accrued income taxes 2,912,126 411,874 Total current liabilities 53,993,283 57,392,676 LONG-TERM DEBT Notes payable 135,186,500 138,944,689 Less--current portion 15,036,469 15,034,131 Total long-term debt 120,150,031 123,910,558 DEFERRED INCOME TAXES 30,556,236 30,902,712 OTHER LIABILITIES 3,569,717 3,381,735 STOCKHOLDERS' EQUITY Common stock--no par value--authorized 20,000,000 shares, issued 12,255,302 shares in 2000 and 12,298,902 in 1999 3,823,077 3,699,678 Retained earnings 136,149,235 134,276,321 Total 139,972,312 137,975,999 Less--treasury stock, 1,273,114 shares -- at cost 817,868 817,868 Total stockholders' equity 139,154,444 137,158,131 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $347,423,711 $352,745,812 * Restated for change in method of accounting for certain inventories. The accompanying notes to consolidated financial statements are an integral part of these statements. ROANOKE ELECTRIC STEEL CORPORATION Consolidated Statements of Earnings (Unaudited) Three Months Ended January 31, 2000 1999 * SALES $ 91,405,132 $ 73,403,567 COST OF SALES 74,954,329 58,706,269 GROSS EARNINGS 16,450,803 14,697,298 OTHER OPERATING EXPENSES Administrative 6,446,297 5,939,850 Interest, net 1,775,841 1,212,943 Profit sharing 1,528,977 1,413,514 Total 9,751,115 8,566,307 EARNINGS BEFORE INCOME TAXES 6,699,688 6,130,991 INCOME TAX EXPENSE 2,745,305 2,452,021 NET EARNINGS $ 3,954,383 $ 3,678,970 Net earnings per share of common stock: Basic $ 0.36 $ 0.33 Diluted $ 0.36 $ 0.33 Cash dividends per share of common stock $ 0.10 $ 0.095 Weighted average number of common shares outstanding: Basic 11,007,766 11,075,888 Diluted 11,086,019 11,118,312 * Restated for change in method of accounting for certain inventories. The accompanying notes to consolidated financial statements are an integral part of these statements. ROANOKE ELECTRIC STEEL CORPORATION Consolidated Statements of Cash Flows (Unaudited) Three Months Ended January 31, 2000 1999 * CASH FLOWS FROM OPERATING ACTIVITIES Net earnings $ 3,954,383 $ 3,678,970 Adjustments to reconcile net earnings to net cash provided by operating activities: Deferred compensation liability 109,504 --- Postretirement liabilities 78,478 80,112 Depreciation and amortization 4,215,527 3,164,793 Loss on sale of investments and property, plant and equipment 1,339 2,622 Deferred income taxes (346,476) (156,000) Changes in assets and liabilities which provided (used) cash, exclusive of changes shown separately (2,782,404) (2,759,321) Net cash provided by operating activities 5,230,351 4,011,176 CASH FLOWS FROM INVESTING ACTIVITIES Expenditures for property, plant and equipment (3,669,105) (3,274,214) Proceeds from sale of property, plant and equipment 94 178,814 (Purchase) sale of investments (200,668) 1,304,264 Acquisition of Steel of West Virginia, Inc. --- (67,920,897) Other (162,348) 13,472 Net cash used in investing activities (4,032,027) (69,698,561) CASH FLOWS FROM FINANCING ACTIVITIES Cash dividends (1,098,219) (1,052,210) Decrease in dividends payable (4,360) --- Proceeds from exercise of common stock options 123,399 --- Payment of long-term debt (3,758,189) (81,158,771) Proceeds from long-term debt --- 150,000,000 Repurchase of common stock (983,250) --- Loan costs --- (507,567) Net cash provided by (used in) financing activities (5,720,619) 67,281,452 NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (4,522,295) 1,594,067 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 33,286,934 16,167,025 CASH AND CASH EQUIVALENTS, END OF PERIOD $28,764,639 $ 17,761,092 CHANGES IN ASSETS AND LIABILITIES WHICH PROVIDED (USED) CASH, EXCLUSIVE OF CHANGES SHOWN SEPARATELY (Increase) decrease in accounts receivable $ 8,421,587 $ 6,772,169 (Increase) decrease in refundable income taxes --- 2,479,898 (Increase) decrease in inventories (7,887,376) (2,709,621) (Increase) decrease in prepaid expenses 80,756 (260,691) Increase (decrease) in accounts payable 1,415,849 (2,563,587) Increase (decrease) in employees' taxes withheld (26,844) (203,424) Increase (decrease) in accrued profit sharing contribution (4,554,871) (4,062,690) Increase (decrease) in accrued wages and expenses (2,731,757) (951,436) Increase (decrease) in accrued income taxes 2,500,252 (1,259,939) Total $(2,782,404) $ (2,759,321) * Restated for change in method of accounting for certain inventories. The accompanying notes to consolidated financial statements are an integral part of these statements. ROANOKE ELECTRIC STEEL CORPORATION Notes to Consolidated Financial Statements January 31, 2000 Note 1. In the opinion of the Registrant, the accompanying unaudited consolidated financial statements contain all adjustments necessary to present fairly the financial position as of January 31, 2000 and the results of operations and cash flows for the three months ended January 31, 2000 and 1999. Note 2. Effective November 1, 1999, the Company changed its inventory costing method for a fabricating subsidiary's raw material (steel bar) inventory from LIFO to FIFO. One reason for the change was to bring this portion of inventory in line with all other inventories reported consistently throughout the Company on the FIFO method. Further, due to fluctuating steel prices, the move to FIFO reporting will provide for accounting simplification. The effect of the change in accounting principle was to reduce net earnings reported for the 2000 first quarter by $103,018, or $.01 per basic share. The change has been applied to prior years by retroactively restating the financial statements. The effect of this restatement was to increase retained earnings as of October 31, 1999 by $616,590, and to decrease net earnings for the quarter ended January 31, 1999 by $181,144, or $.02 per basic share. Inventories include the following major classifications: (Unaudited) January 31, October 31, 2000 1999 * Scrap steel $ 6,217,888 $ 5,090,322 Melt supplies 4,037,677 3,520,825 Billets 16,725,909 14,477,006 Mill supplies 4,583,202 4,274,660 Work-in-process 4,774,835 4,234,402 Finished steel 36,073,484 32,928,404 Total inventories $ 72,412,995 $ 64,525,619 * Restated for change in method of accounting for certain inventories. Note 3. In February 1997, the Financial Accounting Standards Board issued SFAS No. 128, "Earnings per Share", which changed the method of calculating earnings per share. SFAS No. 128 requires the presentation of "basic" earnings per share and "diluted" earnings per share on the face of the income statement. Basic earnings per share is computed by dividing the net income available to common shareholders by the weighted average shares of outstanding common stock. The calculation of diluted earnings per share is similar to basic earnings per share except that the denominator includes dilutive common stock equivalents such as stock options and warrants. Basic earnings per share and diluted earnings per share calculated in accordance with SFAS No. 128 are presented in the consolidated statements of earnings. Note 4. The Registrant retired all of its treasury stock applicable to the shares recently acquired through its common stock repurchase plan. Note 5. In June 1997, the Financial Accounting Standards Board issued SFAS No. 130, "Comprehensive Income", and SFAS No. 131, "Disclosures about Segments of an Enterprise and Related Information". SFAS No. 130 establishes standards for reporting and display of comprehensive income and its components in a full set of general-purpose financial statements. The Company adopted SFAS No. 130 during the 1999 first quarter, but comprehensive income, and its required disclosure, is the same as that shown in the consolidated statements of earnings. SFAS No. 131 establishes disclosure standards regarding information about operating segments in interim and annual financial statements. The Company adopted SFAS No. 131 at the close of fiscal year 1999. The Company's business consists of one industry segment, which is the extracting of scrap metal from discarded automobiles and the manufacturing, fabricating and marketing of merchant steel bar products, reinforcing bars, open-web steel joists and billets. The industry segment consists of three classes of products - merchant steel products, fabricated bar joists and reinforcing bars and billets. Financial Information Relating to Classes of Products (Unaudited) Three Months Ended January 31, 2000 1999 Sales to unaffiliated customers: Merchant steel $ 56,338,414 $ 37,400,872 Bar joists and rebar 30,141,613 28,764,142 Billets 4,925,105 7,238,553 Total consolidated sales $ 91,405,132 $ 73,403,567 Note 6. On December 16, 1998, the Registrant acquired all of the outstanding common shares of Steel of West Virginia, Inc. ("SWVA"), a Huntington, West Virginia steel manufacturer, upon completion of its cash tender offer. The consideration given was approximately $117.1 million, including the assumption of approximately $52.3 million of indebtedness, which translates into $10.75 net per SWVA share, for approximately 6,028,000 shares on a fully-diluted basis. Upon merger, SWVA became a wholly-owned subsidiary of Roanoke Electric Steel Corporation, and each share of SWVA common stock not purchased in the offer (approximately 3.6% of SWVA's outstanding shares) was converted, subject to appraisal rights, into the right to receive $10.75 in cash, without interest. Funding for the acquisition was provided by a syndicate of four banks, including First Union National Bank, Agent. SWVA operates a mini-mill in Huntington, West Virginia, and steel fabrication facilities in Huntington and Memphis, Tennessee, while custom designing and manufacturing special steel products principally for use in the construction of truck trailers, industrial lift trucks, off-highway construction equipment (such as bulldozers and graders), manufactured housing, guardrail posts and mining equipment. The acquisition has been accounted for as a purchase. Accordingly, the results of operations and cash flows are reflected in the consolidated financial statements from the date of acquisition, and the acquired assets and liabilities are included in the accompanying October 31,1999 consolidated balance sheet at values based on a purchase price allocation, rendered through appraisals and other evaluations. The purchase price allocation is summarized below: December 16, 1998 Accounts and other receivables $ 17,811,730 Inventories 35,089,765 Prepaid expenses and other current assets 1,848,853 Property, plant and equipment 79,914,154 Goodwill 16,196,961 Other assets 304,356 Accounts and other payables (9,596,233) Accrued expenses and other current liabilities (7,194,079) Long-term debt (52,804,120) Other liabilities (13,650,314) Net purchase price $ 67,921,073 Unaudited pro forma consolidated results of operations for the three month period ended January 31, 1999, assuming the SWVA acquisition had occurred at the beginning of the period, is as follows: (Unaudited) Three Months Ended January 31, 1999 * Sales $ 85,562,678 Net earnings $ 2,458,178 Net earnings per share of common stock: Basic $ 0.22 Diluted $ 0.22 * Restated for change in method of accounting for certain inventories. The pro forma consolidated results of operations include adjustments to give effect to amortization of goodwill, interest expense on acquisition debt and certain other adjustments, together with related income tax effects. The unaudited pro forma information is not necessarily indicative of the results of operations that would have occurred had the purchase been made at the beginning of the period presented or the future results of the combined operations. Note 7. Supplemental cash flow information: (Unaudited) Three Months Ended January 31, 2000 1999 Cash paid during the period for: Interest $ 2,501,240 $ 1,045,230 Income taxes $ 591,530 $ 1,388,062 Detail of acquisition: Fair value of assets acquire $ 151,165,819 Liabilities assumed $ (83,244,746) Net cash paid for acquisition $ 67,921,073 INDEPENDENT ACCOUNTANTS' REPORT Board of Directors Roanoke Electric Steel Corporation We have reviewed the accompanying consolidated balance sheet of Roanoke Electric Steel Corporation (the "Corporation") and subsidiaries as of January 31, 2000, and the related consolidated statements of earnings and cash flows for the three-month periods ended January 31, 2000 and 1999. These financial statements are the responsibility of the Corporation's management. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and of making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with auditing standards generally accepted in the United States of America, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to such consolidated financial statements for them to be in conformity with accounting principles generally accepted in the United States of America. We have previously audited, in accordance with auditing standards generally accepted in the United States of America, the consolidated balance sheet of Roanoke Electric Steel Corporation and subsidiaries as of October 31, 1999, and the related consolidated statements of earnings, stockholders' equity, and cash flows for the year then ended (not presented herein); and in our report dated November 19, 1999, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated balance sheet as of October 31, 1999 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived. As discussed in Note 2 to the consolidated financial statements, the Company changed its method of accounting for certain inventories. Deloitte & Touche LLP Winston-Salem, North Carolina March 8, 2000 PART I - ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following is management's discussion and analysis of certain significant factors which have affected the Company's earnings during the periods included in the accompanying consolidated statements of earnings. A summary of the period to period changes in the principal items included in the consolidated statements of earnings is shown below: Comparison of Increases(Decreases) Three Months Ended January 31, 2000 and 1999* Amount Percent Sales 18,001,565 24.5 Cost of Sales 16,248,060 27.7 Administrative Expenses 506,447 8.5 Interest Expense 562,898 46.4 Profit Sharing Expense 115,463 8.2 Earnings before Income Taxes 568,697 9.3 Income Tax Expense 293,284 12.0 Net Earnings 275,413 7.5 * Restated for change in method of accounting for certain inventories. Sales for the quarter increased significantly, due mainly to the acquisition of Steel of West Virginia, Inc., ("SWVA") on December 16, 1998. Sales for the current year included SWVA's revenues for the entire quarter, whereas sales for last year included only the portion of SWVA's revenues from the date of acquisition. Increased tons shipped of fabricated products, together with improved selling prices for merchant bar products and billets, favorably impacted sales for the quarter. However, sales were negatively affected by a substantial decrease in tons shipped of billets, together with a decline in fabricated product selling prices and reduced bar product shipments. The increase in shipments of fabricated products was due both to continued strong construction activity and last year's construction delays caused by severe winter weather. The improvement in bar product selling prices was due mainly to rising scrap steel costs which allowed for a number of industry-wide price increases in recent months. Scrap price changes normally trigger changes in billet pricing; therefore, rising scrap prices during the quarter brought about higher billet selling prices. A dramatic change in market conditions for billets brought diminished demand and a 39% decline in tons shipped. The decline in fabricated product selling prices was caused by increased competition within the commercial construction industry, even though business conditions continued strong and backlogs remained high. More cautious buying patterns at steel service centers, due to rising prices, contributed to the decreased tons shipped of bar products. Cost of sales increased mainly due to the impact of SWVA costs, the increased fabricated product shipments and an increase in the cost of scrap steel, our main raw material. Gross profit as a percentage of sales declined from 20% to 18%, primarily as a result of the higher scrap costs, lower fabricated product selling prices and the effects of reduced raw steel production levels on costs. Volume increases more than offset the margin decline and contributed sufficient gross earnings to more than cover higher administrative, interest and profit sharing expenses. Administrative expenses increased mainly as a result of the inclusion of SWVA's expenses in 2000 results; however, other expenses such as insurance and executive and other compensation increased as well. Administrative expenses, as a percentage of sales, dropped from 8.1% in 1999 to 7.1% in 2000. Interest expense increased primarily due to substantially higher average borrowings, related to the SWVA acquisition, in spite of slightly lower interest rates and increased capitalized interest and interest income. Profit sharing expense is based on earnings before income taxes in accordance with the provisions of various plans. For the quarter, profit sharing expense increased as a result of the improvement in earnings. The effective income tax rate is higher in 2000 due to nondeductible amortization of the excess investment in SWVA net assets over book value. Working capital decreased $1,545,116 during the period to $115,696,042 mainly as a result of capital expenditures, dividends, debt maturities and repurchases of common stock amounting to $3,669,105, $1,098,219, $3,758,189 and $983,250, respectively, which exceeded working capital provided from operations. The current ratio of 3.1 to 1 and the quick ratio of 1.7 to 1 both indicate very strong liquidity and a healthy financial condition. In addition, cash, cash equivalents and investments total $40,730,294. Due to the new credit facilities in conjunction with the SWVA acquisition, current debt maturities are approximately $15,000,000 annually, which will affect working capital and future liquidity. Our unused $30,000,000 revolving credit facility combined with strong earnings and the cash and investments mentioned above should provide the liquidity and capital resources necessary to remain competitive, fund operations and meet required debt retirement. At January 31, 2000, there were commitments for the purchase of property, plant and equipment of approximately $8,000,000. These commitments will also affect working capital and future liquidity and will be financed from internally generated funds, the revolving credit facility and existing cash reserves. During the quarter, the ratio of debt to equity decreased to 1.5 to 1, and the percentage of long-term debt to total capitalization declined to 46.3%, due to current maturities of $3,758,189 reducing long-term debt to $120,150,031. Stockholders' equity increased to $139,154,444 mainly due to net earnings of $3,954,383 exceeding dividends of $1,098,219 and common stock repurchases of $983,250. From time to time, the Company may publish forward-looking statements relating to such matters as anticipated financial performance, business prospects, technological developments, new products, research and development activities and similar matters. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements. In order to comply with the terms of the safe harbor, the Company notes that a variety of factors could cause the Company's actual results and experience to differ materially from the anticipated results or other expectations expressed in the Company's forward-looking statements. The risks and uncertainties that may affect the operations, performance, development and results of the Company's business include economic and industry conditions, availability and prices of supplies, prices of steel products, competition, governmental regulations, interest rates, inflation, labor relations, environmental concerns, and others. The Company successfully completed its efforts to ensure Year 2000 readiness for all of its critical systems. As a result, the Company experienced no interruption in its operations during the transition to the Year 2000. The cost of the Company's Year 2000 efforts totaled approximately $590,000. PART I - ITEM 3 QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Quantitative and qualitative information about market risk was addressed in Form 10-K for fiscal year ended October 31,1999, as previously filed with the commission. There has been no material changes to that information required to be disclosed in this 1st quarter 10-Q filing. PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS. To the best of Registrant's information and belief no new legal proceedings were instituted against Registrant or any of its wholly-owned subsidiaries during the period covered by this report and there was no material development in or termination of the legal proceedings reported earlier by the Registrant on Form 10-K for fiscal year ended October 31, 1999, as previously filed with the Commission. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. a. Exhibits. (18) Letter Regarding Change in Accounting Principle (27) Financial Data Schedule b. Reports on Form 8-K. No reports on Form 8-K have been filed during the quarter for which this report is filed. Items 2, 3, 4 and 5 are omitted because the information required by these items is not applicable. 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 thereunto duly authorized. ROANOKE ELECTRIC STEEL CORPORATION Registrant Date 3/8/00 Donald G. Smith Donald G. Smith, Chairman, President, Treasurer and Chief Executive Officer (Principal Financial Officer) Date 3/8/00 John E. Morris John E. Morris, Vice President-Finance and Assistant Treasurer (Chief Accounting Officer) EXHIBIT INDEX Exhibit No. Exhibit Page (18) Letter Regarding Change in Accounting Principle 17 (27) Financial Data Schedule 18 EXHIBIT NO. 18 LETTER REGARDING CHANGE IN ACCOUNTING PRINCIPLE March 8, 2000 Roanoke Electric Steel Corporation P.O. Box 13948 Roanoke, Virginia 24038 Dear Sirs/Madams: At your request, we have read the description included in your Quarterly Report on Form 10-Q to the Securities and Exchange Commission for the quarter ended January 31, 2000, of the facts relating to the change in method of accounting for inventory from the last-in, first-out method to the first-in, first-out method at a wholly-owned subsidiary of Roanoke Electric Steel Corporation. We believe, on the basis of the facts so set forth and other information furnished to us by appropriate officials of the Company, that the accounting change described in your Form 10-Q is to an alternative accounting principle that is preferable under the circumstances. We have not audited any consolidated financial statements of Roanoke Electric Steel Corporation and its consolidated subsidiaries as of any date or for any period subsequent to October 31, 1999. Therefore, we are unable to express, and we do not express, an opinion on the facts set forth in the above-mentioned Form 10-Q, on the related information furnished to us by officials of the Company, or on the financial position, results of operations, or cash flows of Roanoke Electric Steel Corporation and its consolidated subsidiaries as of any date or for any period subsequent to October 31, 1999. Yours truly, Deloitte & Touche, LLP Winston-Salem, North Carolina EXHIBIT NO. 27 FINANCIAL DATA SCHEDULE