LTV Steel Company

LTV Steel Company, (1984-2002) was formed on June 29, 1984, by The LTV Corporation through a merger of Jones & Laughlin Steel Corporation (a subsidiary of The LTV Corporation) and Republic Steel Corporation. Jones & Laughlin Steel Corporation, Youngstown Sheet and Tube Company, and Republic Steel Corporation ceased to exist on March 21, 1984, when the merger was first announced, and LTV Steel Company became the new company's official name on December 19, 1984. LTV Steel Company, the second largest steel producer in the United States, moved its new headquarters to Cleveland, Ohio at this time. The company declared bankruptcy and its assets were purchased by W.L. Ross and Company in 2002 and became known as the International Steel Group (ISG). See the finding aid for the complete historical note.

From the description of LTV Steel Company records, 1899-2002. (Rhinelander District Library). WorldCat record id: 769136858

LTV Steel Company, (1984-2002) was formed on June 29, 1984, by The LTV Corporation through a merger of Jones & Laughlin Steel Corporation (a subsidiary of The LTV Corporation) and Republic Steel Corporation. Jones & Laughlin Steel Corporation, Youngstown Sheet and Tube Company, and Republic Steel Corporation ceased to exist on March 21, 1984, when the merger was first announced, and LTV Steel Company became the new company's official name on December 19, 1984. LTV Steel Company, the second largest steel producer in the United States, moved its new headquarters to Cleveland, Ohio at this time. E. Bradley Jones (b.1927) was named its Chief Executive Officer and Chairman and as a Group Vice President of The LTV Corporation.

The LTV Corporation grew out of a series of mergers and acquisitions by Oklahoma native, James J. Ling, (1922-2004) who was generally credited with building the first conglomerate. In 1947 he founded his own Dallas, Texas electrical contracting business, Ling Electrical Construction and Engineering. After incorporating and taking his company public in 1955, Ling found innovative ways to market his stock, including door-to-door solicitation.Ling was an expert at corporate organization and finance, and he expanded his business by acquiring L. M. Electronic in 1956 and Altec Electronics in 1959. After merging in 1960 with Temco aircraft and acquiring defense contractor Chance Vought in 1961, Ling's new firm came to be known as Ling-Temco-Vought, Inc.

From 1961 to 1969, Ling acquired or was involved in thirty-three additional corporations. In 1964, Ling started a holding company that established three public companies, LTV Aerospace, LTV Ling Altec, and LTV Electrosystems, from his existing operations. This action increased the value of Ling-Temco-Vought assets, allowing Ling further diversification through a merger with The Okonite Company in 1965, Wilson Company, Inc. (parent company of Wilson Foods, Wilson Sporting Goods, company and Wilson Pharmaceutical and Chemical Corporation) in 1967 and by acquiring Greatamerica Corporation in 1968. Ling-Temco-Vought, Inc. immediately diversified itself of all Greatamerica Corporation's holdings except for Braniff Airways, which was divested in 1971.Ling-Temco-Vought, Inc. purchased a majority interest in Jones & Laughlin Steel Corporation on June 24, 1968 for $425 million. In early 1969, the company transferred Jones & Laughlin Steel Corporation stock into Jones and Laughlin Industries, Inc. The acquisition of this stock prompted a federal antitrust investigation and lawsuit which was finally settled in 1970. The settlement required the divestiture of two subsidiaries, Braniff Airways and The Okonite Company. Poor operating of Jones & Laughlin Steel during 1969 and 1970 and debt service requirements in acquiring the company resulted in cash flow problems. These problems resulted in the sale of a majority of interest in Wilson Sporting Goods and Wilson Pharmaceutical and Chemical Corporation.

The board demoted James Ling in 1970 because of the financial difficulties and the antitrust lawsuit. He left the company and Paul Thayer, (b.1919) was named chief executive officer and chairman of the board in July, in order to streamline the company through disposition of some of its assets. A change in direction, management philosophy, and company name followed in April 1972. Ling-Temco-Vought, Inc., the holding company, becomes The LTV Corporation, an operating company directly involved with its subsidiaries that focused on steel, defense contracting, and energy related products. Roger G. Haynie was named its president, and by November 1974, The LTV Corporation increased it ownership of Jones & Laughlin Steel Corporation to one hundred percent, making it a wholly owned subsidiary. In 1975, Raymond Hay was named president and chief operating officer of The LTV Corporation. On December 5, 1978, The LTV Corporation merged with Lykes Corporation (parent company of Youngstown Sheet and Tube Company, Lykes Brothers Steamship Company and Continental Emsco). As a result of this merger, Jones & Laughlin Steel Corporation and Youngstown Sheet and Tube Company, both wholly owned subsidiaries of The LTV Corporation, were merged into Jones and Laughlin Steel, Incorporated on June 22, 1981. This merger made Jones and Laughlin Steel, Incorporated the third largest steelmaker in the United States.

On December 2, 1982, Paul Thayer left The LTV Corporation to become Secretary of Defense for the United States, and Raymond Hay, a former Xerox executive, was named chairman and chief executive officer of The LTV Corporation. From the mid 1970's, Jones and Laughlin Steel and its successors incurred substantial financial loses. During this period, The LTV Corporation financed the steel business in order to keep it functioning. The LTV Corporation decided in late 1983 to acquire Republic Steel Corporation and merge Jones and Laughlin Steel into it. Although Republic was experiencing poor financial performances, The LTV Corporation believed that by combining Jones and Laughlin Steel and Republic Steel Corporation, a profitable operation could be achieved through a rationalization of resources and a reduction of overhead. The reasoning behind the acquisition rested at least in part on the idea that the combined operation would minimize duplication of efforts and expenses. Moreover, it was believed that the steel industry would recover from its cyclical decline.

The LTV Corporation created LTV Specialty Steel in 1983 to purchase the assets of the stainless steel division of Jones and Laughlin Steel and the Midland Steel plants. On July 31, 1983, Jones and Laughlin Steel, Inc. sold its specialty steels to The LTV Corporation, which then sold its assets to Jones and Laughlin Specialty Steel, Incorporated. In September 1983, The LTV Corporation acquired A M General, then sold it to Vought, who then renamed it LTV Aerospace and Defense Company in December of 1983.

On February 15, 1984, the U. S. Department of Justice announced its intent to block the merger of The LTV Corporation and Republic Steel Corporation unless the two companies agreed to "abandon or significantly modify" the proposed transaction. The merger would violate a section of the Antitrust Act in three product areas of Republic and Jones and Laughlin: hot rolled carbon and alloy sheet; cold rolled carbon and alloy sheet; and stainless sheet and strip. The Justice Department stated that "...the merger would sharply increase concentration in critical parts of the steel industry where only a few domestic companies compete." An agreement was reached with the Department of Justice to allow the merger on March 21. The terms of the Consent Decree were that two large facilities (Republic Steel's - Gadsden, Alabama, carbon steel facility and Massillon, Ohio, Enduro Stainless Steel finishing facility) would be sold after the merger was approved by the shareholders of the both companies, on May 18. On March 19, 1984, LTV Steel Company was incorporated in Delaware. From June 29 to December 19, Jones and Laughlin Steel, Inc. and Republic Steel Corporation were traded under the name of LTV Steel Company. On December 19, 1984, Jones and Laughlin Steel, Inc. merged with Republic Steel Corporation and the named surviving corporation (Republic Steel Corporation) was changed to LTV Steel Company, Inc. The name LTV Steel Company was changed to Jones and Laughlin Steel Inc. (Jones and Laughlin Steel Inc. does not conduct any business and is a name saver only).

Upon completion of the merger, E. Bradley Jones was named chairman and chief executive officer of LTV Steel Company and a group vice-president and a member of the board of directors of The LTV Corporation. The corporation's headquarters were then relocated to Cleveland, Ohio. Following the acquisition, LTV Steel Company suffered continuing financial losses in its steel operating due in part to the domestic industry-wide recession, foreign competition, and severe reduction in selling prices. On May 9, 1984 Continental Emsco, a worldwide supplier of oil and gas drilling equipment, was renamed to LTV Energy Products Company, which was made up of several product oriented divisions. Jones and Laughlin Specialty Steels, Inc. changed its name to LTV Specialty Steels, Inc.

in October 1984. The LTV Corporation became a manufacturing company with interests in steel, leading steel technologies, and metal fabrication. LTV Steel Company, a wholly owned subsidiary, was a leading producer of high-quality, value-added, flat rolled and tubular steel and a major supplier to the transportation, appliance, electrical equipment and service center industries. E. Bradley Jones resigned on December 31, 1984 and in January 1985 David H. Hoag (1939-2004) was named president and chief executive officer of LTV Steel Company.In January 1985, LTV Steel and Sumitomo Metals Industries, Inc. of Japan formed a partnership that resulted in the formation of L-S Electrogalvanizing Company and L-S II in 1991. By May 1985, LTV Steel Company gave notice that most of its operations at Aliquippa Works (Pennsylvania) were to be idled indefinitely. LTV Steel Company reorganized into three stand alone companies (LTV Steel Tubular Products, LTV Steel Specialty Products, and LTV Steel Flat Rolled and Bar) as part of the divestiture program of $500 million as required by the Justice Department.

July 17, 1986 marked a major change for The LTV Corporation. As a result of continuing poor operating results in its steel and energy business, the enormous pension obligations of LTV Steel Company, and unavailability of external financing, The LTV Corporation and sixty-six of its direct and indirect subsidiaries filed petitions to reorganize under Chapter 11 of the Federal Bankruptcy Code. LTV Steel Company began to reduce its steelmaking capacity from twenty-four million tons per year to ten million tons.The bankruptcy reorganization lasted almost seven years and caused many things to change for LTV Steel Company and The LTV Corporation. Under court protection, The LTV Corporation sold its Aerospace and Defense Divisions, its Warren, Ohio steel plant, Republic Drainage Products Company, its Massillon, Ohio steel bar division, Sierra Research Division, and A M General. Indefinite idling of major portions of LTV Steel Company occurred.During the bankruptcy, on January 13, 1987, the Pension Benefit Guaranty Corporation (PBGC) terminated three LTV Steel Company pension plans and assumed their assets because the corporation did not have the resources to continue funding the plans and retirees covered by plans who needed protection. The PBGC tried restoring the pension plans to LTV a few months later, and LTV initiated court action to block the transfer. The court proceedings continued until June 1990, when the Supreme Court of the United States ruled that the PBGC could return the three steelworker plans back to LTV.

David H. Hoag continued to head LTV Steel Company during most of the years of bankruptcy. In January 1991, Hoag was named president and chief executive officer of The LTV Corporation, and J. Peter Kelly (b.1941) was named president of LTV Steel Company. Hoag was credited with leading The LTV Corporation's successful reorganization. During Hoag's tenure, a plan for reorganization was developed to make a core of profitable, low-cost superior quality facilities. A Management Executive Committee (MEC) was instituted which laid the cornerstone for the new company by drafting a mission statement supported by six organizational beliefs. The mission statement provided for LTV Steel Company to become a leader in the manufacture and sale of engineered steels for demanding applications through continual improvement of products and services to satisfy customer requirements one hundred percent of the time and to achieve sufficient return on investment to enable LTV Steel to prosper as a company.

The LTV Corporation emerged from bankruptcy on June 28, 1993 with two main divisions: LTV Steel Company and LTV Energy Products. LTV Steel Company was comprised of the Indiana Harbor Works in East Chicago, Indiana; the Cleveland Works located on the banks of the Cuyahoga River in Cleveland, Ohio; the Electrogalvanizing ventures; and LTV Steel Mining. Pension difficulties were significantly alleviated when an antitrust lawsuit against USX (Bessemer and Lake Erie Railroad) was settled in 1993 with LTV receiving about $375 million which went into the pension fund.

In November 1993 LTV Energy Products Company changed its name to Continental Emsco Company, which was sold in 1995. Beginning in 1993, The LTV Corporation funded the steel company's pension plans; modernized its steel facilities; and embarked on a course to double its steel company revenues base. In 1995, LTV Steel focused on the growth opportunities available in leading steel technologies and metal fabrication by forming another venture with Sumitomo Metals and British Steel to construct and operate a mini-mill (Trico Steel Company) in Decatur, Alabama. This caused strife with the United Steelworkers of America (USWA) because the mini-mills that already existed were non-union operations. In 1996, LTV Steel became a partner in the emerging scrap substitute industry with Cliff and Associates Ltd. In 1997, LTV Steel Company established its presence in the metal fabrication industry through the acquisition of VP Buildings, the nation's second largest manufacturer of pre-engineered metal buildings.

In February 1999, David Hoag retired and J. Peter Kelly was named president, chief executive officer, and chairman of The LTV Corporation. Kelly was credited with increasing the global competitiveness of LTV's steel business by improving productivity, reducing costs, streamlining administration, and achieving high levels of product quality and customer satisfaction.

During the late 1990's and through 2000, LTV Steel expanded through the purchase of Copperweld Corporation and Copperweld Canada. These interests were combined with the LTV Steel tube and pipe business to form LTV Copperweld. The LTV Steel Company also sold off assets that did not generate a profit, including the tin mill products business and ownership in Presque Isle Corporation. The company also announced the ceasing of operations at LTV Steel Mining. In January 2000, Richard J. Hipple (b.1953) was named president of LTV Steel Company. By November 2000, J. Peter Kelly resigned his positions at LTV Corporation and William H. Bricker, (1932-2006), was appointed president and board chairman. On December 29, 2000, The LTV Corporation filed for protection under Chapter 11 of the Federal Bankruptcy Code. The company cited the weakening U. S. economy, low steel prices, and unfairly priced imports as the reasons for the second bankruptcy.In February 2001, Richard J. Hipple resigned and John D. Turner (b.1946) was named executive vice-president and chief operating officer of The LTV Corporation. Turner was given overall management responsibility for LTV's integrated steel and metal fabrication operations. His primary responsibility was to provide new leadership in the restructuring efforts of The LTV Corporation. Under Turner's leadership, the bankruptcy court approved the sale of the tin mill products divisions in Aliquippa, Pennsylvania and Easwt Chicago, Indiana. In March 2001, the bankruptcy court approved LTV's debtor-in-possession financing of $700 million. This allowed the company to continue to operate during the restructuring phase.John Turner and William Bricker introduced a five-step restructuring plan entitled "Bridge to the Future" in April 2001. The plan included improvements in customer satisfaction, changes in the spending and investment of capital, reductions in administrative and benefit costs, and plans to obtain long-term financing. The company also began a series of meetings with the USWA to incorporate these restructuring changes into existing collective bargaining agreements.As union negotiations continued into June 2001, LTV Steel Company was no longer able to maintain its operations on the west bank of the Cuyahoga River in Cleveland, Ohio. The plant was shut down, and by July a modified labor agreement was approved and the restructuring plan gained momentum.

In August 2001, the City of Cleveland approved legislation to help The LTV Corporation financially. This legislation provided a $4.5 million loan, a seventy-five percent ten-year abatement of personal and real property taxes, and a twenty-five percent discount on water rates. By October 2001, the bankruptcy court approved the sale of LTV Steel Mining Company.Despite these efforts, it was clear by November 2001 that The LTV Corporation was failing, and a "hot idle" shut down was ordered for all its existing steel-producing facilities. The LTV Corporation approached the bankruptcy court for approval of an asset protection plan and auction process for the sale of the integrated steel facilities and court approval of the "hot idle" status of the Cleveland Works and Indiana Harbor Works. William H. Bricker resigned and John Turner continued as executive vice-president and chief operating officer.

In December 2001, the asset protection plan was implemented with the court authorizing the "hot idle" shutdown until February 28, 2002. The sale of LTV Steel Company assets, continued operation and sale of The Copperweld Corporation, and the sale of LTV's tubular products business were also approved. As steel prices continued to slide and the economy slowed, The LTV Corporation losses increased, making it more difficult to qualify for the $250 million government guaranteed loans necessary to keep the corporation financially solvent. Additionally, the debtor-in-possession lenders were taking a hard line on extending the current agreement. The LTV Corporation negotiated on two separate occasions with the International Union of the United Steel Workers of America but was unable to form an agreement on the labor cost reductions needed to make the company viable. After three years of continued losses, a year of Chapter 11 bankruptcy protection, and years of aggressive restructuring, LTV Steel Company and The LTV Corporation ran out of money and time. Glenn J. Moran was named chairman of the board and chief executive officer of The LTV Corporation and John Turner continued only as chairman and chief executive of The Copperweld Corporation in order to find a buyer for it.On February 27, 2002, W. L. Ross and Company purchased the steel assets of The LTV Corporation for $327 million, including $127 million cash and the balance in assumed environmental liabilities. Because it did not purchase The LTV Corporation, Ross avoided the pension obligations owed to LTV Corporation retirees, who now received a reduced benefit from a federal government agency. The deal also included relaxation of pollution rules and significant public subsidies.

In April 2002, W. L. Ross and Company established the International Steel Group, Incorporated (ISG) which took possession of the LTV steel assets. In April 2005 ISG merged with the Mittal Steel Company to form the largest steel company in the world. Mittal has invested heavily in the improvement of the hot-dipped galvanizing line and galvannealing capabilities of the former LTV Steel Company's Cleveland, Ohio facilities in order to serve the automotive industry. In partnership with the United Steelworkers of America, the Cleveland plant has become the most efficient steel-producing plant in the world.

click here to view the Encyclopedia of Cleveland History entry for LTV Steel

click here to view the Encyclopedia of Cleveland History entry for Mittal Steel USA

click here to view the Encyclopedia of Cleveland History entry for Republic Steel Corp

click here to view the Encyclopedia of Cleveland History entry for Jones and Laughlin Steel Corp

click here to view the Encyclopedia of Cleveland History entry for United Steelworkers of America

From the guide to the LTV Steel Company Records, 1899-2002, 1983-2002, (Western Reserve Historical Society)