<PAGE>   1

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                               -------------------
                                    FORM 10-Q
                               -------------------

<TABLE>
  <S>   <C>
 (MARK ONE)

   [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE  SECURITIES
        EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2000

          OR

   [ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
        EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM        TO
                                                            ------     ------
</TABLE>

                        COMMISSION FILE NUMBER: 333-53791

                                  SIMCALA, INC.
             (Exact Name of Registrant as Specified in Its Charter

            DELAWARE                             34-1780941
     (State of Incorporation)        (I.R.S. Employer Identification No.)

                              1960 OHIO FERRO ROAD
                            MT. MEIGS, ALABAMA 36057
                    (Address of principal executive offices)

                                 (334) 215-7560
              (Registrant's Telephone Number, Including Area Code)

         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 (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]

         The number of shares of the registrant's Common Stock outstanding as of
August 4, 2000 was 10,889.

================================================================================


                                       1
<PAGE>   2


PART I - FINANCIAL INFORMATION
ITEM 1.  FINANCIAL STATEMENTS

                                  SIMCALA, INC.
                            CONDENSED BALANCE SHEETS


<TABLE>
<CAPTION>
                                                                                  JUNE 30,         DECEMBER 31,
ASSETS                                                                              2000               1999
-----------------------------------------------------------------------------------------------------------------
                                                                                (unaudited)
<S>                                                                            <C>                <C>

Current Assets
       Cash and cash equivalents                                               $    6,285,678     $    9,819,378
       Restricted Cash                                                              6,555,997          6,370,775
       Accounts receivable                                                          5,427,574          5,016,002
       Inventories                                                                  4,104,010          2,561,105
       Other current assets                                                           413,697            284,172
-----------------------------------------------------------------------------------------------------------------
Total current assets                                                               22,786,956         24,051,432

Property, Plant and Equipment, net of accumulated
       depreciation of $9,443,256 and $7,259,635, at
       June 30, 2000 and December 31, 1999, respectively                           50,258,835         50,480,712
Intangible Assets, net of accumulated amortization of
       $4,615,724 and $3,583,705, at June 30, 2000
       and December 31, 1999, respectively                                         35,645,608         36,677,627
-----------------------------------------------------------------------------------------------------------------
Total Assets                                                                   $  108,691,399     $  111,209,771
=================================================================================================================

LIABILITIES AND SHAREHOLDER'S EQUITY
-----------------------------------------------------------------------------------------------------------------
Current Liabilities
         Accounts payable                                                      $    4,193,890     $    4,195,134
         Accrued expenses                                                             934,164            729,198
         Accrued interest payable                                                   1,546,166          1,566,331
         Current maturities of long-term debt and capital leases                       29,104             41,689
-----------------------------------------------------------------------------------------------------------------
Total current liabilities                                                           6,703,324          6,532,352

Long Term Debt and Capital Leases - Net of Current Portion                         81,012,159         81,019,955
Deferred Income Taxes                                                              10,364,444         10,925,499
-----------------------------------------------------------------------------------------------------------------
Total Liabilities                                                                  98,079,927         98,477,806
-----------------------------------------------------------------------------------------------------------------

Shareholder's Equity
Preferred Stock (Series B preferred stock, 3,000 shares authorized,
       none issued and outstanding, $1.00 par value)                                       --                 --
Common stock, 20,000 shares authorized - 10,889 shares
       issued and outstanding, par value $.01 per share                                   109                109
Additional paid-in capital                                                         18,806,891         18,806,891
Retained deficit                                                                   (8,195,528)        (6,075,035)
-----------------------------------------------------------------------------------------------------------------
Total shareholder's equity                                                         10,611,472         12,731,965
-----------------------------------------------------------------------------------------------------------------
Total Liabilities and Shareholder's Equity                                     $  108,691,399     $  111,209,771
=================================================================================================================
</TABLE>


See Notes to Condensed Financial Statements.


                                       2
<PAGE>   3

                                  SIMCALA, INC.
                         CONDENSED STATEMENTS OF INCOME
                    FOR THE THREE MONTH PERIOD ENDED JUNE 30
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                         Company                 Company
                                                                    Three months ended      Three months ended
                                                                      June 30, 2000           June 30, 1999
                                                                       (unaudited)              (unaudited)
--------------------------------------------------------------------------------------------------------------
<S>                                                                 <C>                     <C>
Net Sales                                                           $  12,338,151           $  13,309,499
Cost of Goods Sold                                                     11,549,536              13,175,781
--------------------------------------------------------------------------------------------------------------
        Gross Profit                                                      788,615                 133,718
Selling and Administrative Expenses                                       668,987                 595,584
--------------------------------------------------------------------------------------------------------------
        Operating (Loss) Income                                           119,628                (461,866)
Interest Expense                                                        1,893,421               1,914,096
Other Income, Net                                                        (233,802)               (241,401)
--------------------------------------------------------------------------------------------------------------
        Loss before Income Taxes                                       (1,539,991)             (2,134,561)
Income Tax Benefit                                                       (348,398)               (593,077)
--------------------------------------------------------------------------------------------------------------
        Net Loss                                                    $  (1,191,593)          $  (1,541,484)
==============================================================================================================
</TABLE>


See Notes to Condensed Financial Statements.


                                       3
<PAGE>   4

                                  SIMCALA, INC.
                         CONDENSED STATEMENTS OF INCOME
                     FOR THE SIX MONTH PERIOD ENDED JUNE 30
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                         Company                 Company
                                                                     Six months ended        Six months ended
                                                                      June 30, 2000           June 30, 1999
                                                                       (unaudited)             (unaudited)
-------------------------------------------------------------------------------------------------------------
<S>                                                                  <C>                     <C>
Net Sales                                                            $  24,547,429           $  28,220,630
Cost of Goods Sold                                                      22,629,360              26,528,456
-------------------------------------------------------------------------------------------------------------
        Gross Profit                                                     1,918,069               1,692,174
Selling and Administrative Expenses                                      1,286,733               1,283,300
-------------------------------------------------------------------------------------------------------------
        Operating  Income                                                  631,336                 408,874
Interest Expense                                                         3,801,651               3,851,935
Other Income, Net                                                         (488,767)               (436,603)
-------------------------------------------------------------------------------------------------------------
        Loss before Income Taxes                                        (2,681,548)             (3,006,458)
Income Tax Benefit                                                        (561,055)               (716,047)
-------------------------------------------------------------------------------------------------------------
        Net Loss                                                     $  (2,120,493)          $  (2,290,411)
=============================================================================================================
</TABLE>


See Notes to Condensed Financial Statements.


                                       4
<PAGE>   5

                                  SIMCALA, INC.
                        CONDENSED STATEMENTS OF CASH FLOW

<TABLE>
<CAPTION>
                                                                                            Company                 Company
                                                                                        Six Months Ended        Six Months Ended
                                                                                          June 30, 2000           June 30, 1999
Cash Flows from Operating Activities:                                                      (unaudited)             (unaudited)
--------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                     <C>                     <C>
  Net loss                                                                                $  (2,120,493)          $  (2,290,411)
  Adjustments to reconcile net loss to net cash
    provided by operating activities:
      Depreciation and amortization                                                           3,215,640               3,149,152
      Deferred income taxes                                                                    (561,055)               (716,047)
   Change in certain assets and liabilities:
        (Increase) decrease in accounts receivable                                             (411,572)                112,910
        (Increase) decrease in inventories                                                   (1,542,905)              1,841,653
        Decrease (increase) in other assets                                                    (129,525)               (193,345)
        Increase in accounts payable and accrued expenses                                       170,972                 465,544
--------------------------------------------------------------------------------------------------------------------------------
Net cash (used in) provided by operating activities                                          (1,378,938)              2,369,456

--------------------------------------------------------------------------------------------------------------------------------
Cash Flows from Investing Activities                                                         (1,961,744)               (985,235)
     - Purchase of property, plant and equipment

Cash Flows from Financing Activities
--------------------------------------------------------------------------------------------------------------------------------
  Payments on non-interest-bearing debt                                                          (7,796)                (15,274)
  Net borrowings of long-term debt                                                                   --                      --
--------------------------------------------------------------------------------------------------------------------------------
Net cash (used in) financing activities                                                          (7,796)                (15,274)

Change in Cash and Cash Equivalents and Restricted Cash                                      (3,348,478)              1,368,947
Cash and Equivalents and Restricted Cash at Beginning of Period                              16,190,153              14,652,789
--------------------------------------------------------------------------------------------------------------------------------
Cash and Equivalents and Restricted Cash at End of Period                                 $  12,841,675           $  16,021,736
================================================================================================================================


SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
  Cash paid for:
    Interest                                                                              $   3,893,622           $   3,883,133
                                                                                          =============           =============

    Income taxes                                                                          $          --           $          --
                                                                                          =============           =============
</TABLE>


See Notes to Condensed Financial Statements.


                                       5
<PAGE>   6

                                  SIMCALA, INC.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)

NOTE 1 - BASICS OF PRESENTATION

The accompanying condensed financial statements of SIMCALA, Inc. ("SIMCALA" or
the "Company") have been prepared in accordance with the instructions for Form
10-Q and therefore, do not include all information on footnotes that generally
accepted accounting principles require for complete financial statements. The
unaudited condensed financial statements should be read in conjunction with the
audited financial statements and related notes included in the Company's Annual
Report on Form 10-K for the year ended December 31, 1999. In the opinion of
management, the unaudited condensed financial statements contain all necessary
adjustments (which include only normal, recurring adjustments) for a fair
presentation of the interim period presented. Operating results for the
six-months ended June 30, 2000, are not necessarily indicative of operating
results for the year ended December 31, 2000.


NOTE 2 - ORGANIZATION AND OPERATIONS

On March 31, 1998, SIMCALA Holdings, Inc. ("Holdings"), through its wholly owned
subsidiary, SAC Acquisition Corp. ("SAC") purchased all of the outstanding
common stock of SIMCALA, Inc. (the "Acquisition"). On such date, SAC was merged
into SIMCALA. Holdings and SAC conducted no significant business other than in
connection with the Acquisition. The term "Predecessor" refers to the Company
prior to the Acquisition.

The Company is a producer of silicon metal for sale to the aluminum and
silicones industries. The Company sells to customers in the metal industry who
are located primarily throughout the United States. Credit is extended based on
an evaluation of the customer's financial condition. During the six months ended
June 30, 2000 and the six months ended June 30, 1999, three customers accounted
for 53%, 26%, and 8% and 36%, 32%, and 10% of net sales, respectively. At June
30, 2000 and December 31, 1999, three customers accounted for 53%, 24%, and 7%
and 43%, 27% and 5%, respectively, of outstanding receivables. The Company
maintains credit insurance for all customer accounts receivable.

The Acquisition of the Predecessor for approximately $65.3 million in cash,
including $6.1 million in expenses directly related to the Acquisition and
assumption of approximately $22 million in liabilities, has been accounted for
as a purchase. The Acquisition was financed through the issuance of Senior Notes
in the amount of $75 million and equity contributed of $22 million. The uses of
cash associated with the Acquisition were as follows (in thousands of dollars):

<TABLE>
  <S>                                                    <C>
  The Acquisition                                        $ 65,291
  Repayment of indebtedness                                 9,159
  Transaction fees and expenses                             6,051
  General corporate purposes                               16,499
                                                         --------

                                                         $ 97,000
                                                         ========
</TABLE>

Accordingly, the purchase price has been allocated to the identifiable assets
and liabilities based on fair values at the acquisition date. The excess of the
purchase price over the fair value of the identifiable net assets in the amount
of $34.5 million has been classified as goodwill. Additionally, the effect of
the carryover basis of senior management of $3.2 million has been considered in
the allocation of the purchase price. The carryover basis adjustment results
from the application of Emerging Issues Task Force ("EITF") Consensus No. 88-16,
Basis in


                                       6
<PAGE>   7

Leveraged Buyout Transactions, and is allocated to property, plant, and
equipment and goodwill based upon the March 31, 1998 balances.

The Acquisition was financed through the issuance of senior notes in the amount
of $75,000,000 and equity contributed of $22,000,000. Senior Management had an
8% ownership interest in the Predecessor, and as a result of the Acquisition,
has a 9% ownership interest in the Company. The sale of the Predecessor's stock
of which 92% was not owned by Senior Management, constituted a change in control
of the Predecessor.


NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

For a summary of the Company's accounting policies, please refer to the
Company's Form 10-K for the year ended December 31, 1999.

NOTE 4 - INVENTORIES

As of June 30, 2000 and December 31, 1999, inventories consisted of the
following:

<TABLE>
<CAPTION>
                                        June 30,          December 31,
                                          2000               1999
                                      (unaudited)
                                      ------------        ------------
<S>                                   <C>                 <C>
Raw Materials                         $    691,532        $  1,143,075
Finished Goods                           3,116,478           1,122,030
Supplies                                   296,000             296,000
                                      ------------        ------------
                                      $  4,104,010        $  2,561,105
                                      ============        ============
</TABLE>


                                       7
<PAGE>   8


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS.

GENERAL

The following is a discussion of the Company's results of operations. The
discussion is based upon the three-month and six-month periods ended June 30,
2000 in comparison to the three-month and six-month periods ended June 30, 1999.

The table below sets forth certain statement of operations information as a
percentage of net sales during six months ended June 30, 2000 and June 30, 1999
and the quarters ended June 30, 2000 and June 30, 1999:

<TABLE>
<CAPTION>
                                                       Six months      Six months      Three months   Three months
                                                         ended           ended           ended           ended
                                                        June 30,        June 30,        June 30,        June 30,
                                                          2000            1999            2000            1999
                                                       ----------      ----------      ------------   ------------

<S>                                                     <C>            <C>             <C>            <C>
Net sales                                                  100.0%          100.0%          100.0%          100.0%
Cost of goods sold                                          92.2            94.0            93.6            99.0
                                                           -----           -----           -----           -----

Gross profit                                                 7.8             6.0             6.4             1.0
Selling and administrative expenses                          5.2             4.6             5.4             4.5
                                                           -----           -----           -----           -----

Operating income (loss)                                      2.6             1.4             1.0            (3.5)
Interest expense                                            15.5            13.7            15.3            14.4
Other income, net                                           (2.0)           (1.6)           (1.9)           (1.8)
                                                           -----           -----           -----           -----

Loss before income taxes                                   (10.9)          (10.7)          (12.4)          (16.1)
Income tax benefit                                          (2.3)           (2.5)           (2.8)           (4.5)
                                                           -----           -----           -----           -----

Net loss                                                    (8.6)%          (8.2)%          (9.6)%         (11.6)%
                                                           =====           =====           =====           =====
</TABLE>


                                       8
<PAGE>   9

THREE MONTHS ENDED JUNE 30, 2000 COMPARED TO THREE MONTHS ENDED JUNE 30, 1999

NET SALES

Net sales decreased by $0.9 million in the three months ended June 30, 2000, or
7.3%, to $12.4 million from $13.3 million for the comparable period in 1999.
This decrease was due to a reduction in average selling prices for all aluminum
grades of silicon metal partially offset by more tons sold. Production of
silicon metal in the second quarter of 2000 was 9,185 metric tons, compared with
8,259 metric tons produced in the second quarter of 1999.

GROSS PROFIT

Gross profit increased by $0.7 million, or 575.9%, to $0.8 million in the three
months ended June 30, 2000 as compared to $0.1 million in the comparable period
in 1999. The gross profit margin increased to 6.4% in the three months ended
June 30, 2000 from 1.0% in the comparable period in 1999. These increases were
principally due to lower product costs resulting from improved production
processes and increased volume. These cost improvements were partially offset by
decreased selling prices for all aluminum grades of silicon metal.

Average selling price per metric ton decreased to $1,439 in the three months
ended June 30, 2000 from $1,478 in the comparable period in 1999. This was due
to the excess supply conditions in the secondary aluminum market which have
existed for most of 2000. Average production cost per metric ton decreased to
$1,185 in the three months ended June 30, 2000 from $1,310 in the comparable
period in 1999. This decrease resulted primarily from increased production
volumes which allowed for greater absorption of fixed costs. The higher
production volumes resulted from improved furnace performance in the quarter
ended June 30, 2000.

SELLING AND ADMINISTRATIVE EXPENSES

Selling and administrative expenses increased $0.1 million, or 12.3%, to $0.7
million in the three months ended June 30, 2000 as compared to $0.6 million in
the comparable period in 1999. The increase was primarily due higher medical
insurance costs.

OPERATING INCOME

Income from operations increased $0.6 million to $0.1 million in the three
months ended June 30, 2000 from a loss of $0.5 million in the comparable period
of 1999. At the same time, the operating margin increased to 1.0% from (3.5)%
for the comparable period in the prior year. The increase was primarily due to a
slight reduction of selling prices for all grades of silicon metal which was
offset by increased production volume and the resulting lower production cost
per metric ton.

INTEREST EXPENSE

Interest expense decreased $0.021 million, or 1.1%, to $1.893 million in the
three months ended June 30, 2000 from $1.914 million in the comparable period in
1999. The change in interest expense is insignificant.

OTHER INCOME - NET

Other income - net decreased $0.008 million, or 3.1%, to $0.233 million in the
three months ended June 30, 2000 from $0.241 million in the comparable period in
1999. The change in other income is insignificant.

INCOME TAXES

The income tax benefit recorded decreased $0.3 million, or 41.3%, to $0.3
million in three months ended June 30, 2000 when compared to the comparable
period in 1999. The decrease resulted from the factors above, which created a
smaller pre-tax loss.


                                       9
<PAGE>   10

NET LOSS

As a result of the above factors, the net loss for the three months ended June
30, 2000 was $1.2 million compared to a net loss of $1.5 million for the
comparable period in 1999.

SIX MONTHS ENDED JUNE 30, 2000 COMPARED TO SIX MONTHS ENDED JUNE 30, 1999

NET SALES

Net sales decreased by $3.7 million, or 13.0%, to $24.5 million in the six
months ended June 30, 2000, from $28.2 million in the comparable period in 1999.
This decrease was due principally to a reduction in average selling prices for
all aluminum grades of silicon metal offset partially by higher sales volumes.
Production of silicon metal in the six months ended June 30, 2000 was 19,199
metric tons, compared with 17,427 metric tons produced in the comparable period
in 1999.

GROSS PROFIT

Gross profit increased by $0.2 million, or 13.4%, to $1.9 million in six months
ended June 30, 2000 as compared to $1.7 million in the comparable period in
1999. The gross profit margin increased to 7.8% in the six months ended June 30,
2000 from 6.0% in the same period in 1999. These increases were due to lower
production cost and offset partially by decreased selling prices for all
aluminum grades of silicon metal.

Average selling price per metric ton decreased to $1,419 in the six months ended
June 30, 2000 from $1,484 in the comparable period in 1999. This was due to the
excess supply conditions in the secondary aluminum market which existed for most
of 2000. Average production cost per metric ton decreased to $1,144 in the six
months ended June 30, 2000 from $1,237 in the comparable period in 1999. This
decrease resulted primarily from increased production volumes which allowed for
greater absorption of fixed costs. The higher production volumes resulted from
improved furnace performance.

SELLING AND ADMINISTRATIVE EXPENSES

Selling and administrative expenses were materially unchanged in the six months
ended June 30, 2000 as compared to the comparable period in 1999.


                                       10
<PAGE>   11

OPERATING INCOME

Income from operations increased $0.2 million, or 54.4%, to $0.6 million in the
six months ended June 30, 2000 from $0.4 million in the comparable period in
1999. At the same time, the operating margin increased to 2.6% from 1.4% for the
comparable period in the prior year. These increases were primarily due to
increased production volume and the resulting lower production cost per metric
ton which was offset partially by a slight reduction of selling prices for all
grades of silicon metal. .

INTEREST EXPENSE

Interest expense decreased $0.050 million, or 1.3%, to $3.802 million in the six
months ended June 30, 2000 from $3.852 million in the comparable period in 1999.

OTHER INCOME - NET

Other income - net increased $0.052 million, or 11.9%, to $0.489 million in the
six months ended June 30, 2000 from $0.4 million in the comparable period in
1999. The increase in other income was primarily due to higher interest rates
and the resulting increase in interest income on cash balances in the current
year.

 INCOME TAXES

The income tax benefit recorded decreased $0.1 million, or 21.6%, to $0.6
million in six months ended June 30, 2000 from $0.7 million in the comparable
period in 1999. The decrease resulted from factors above, which created a
smaller pre-tax loss.

NET LOSS

As a result of the above factors, the net loss for the six months ended June 30,
2000 was $2.1 million compared to a net loss of $2.3 million for the comparable
period in 1999.


LIQUIDITY AND CAPITAL RESOURCES

The Company's primary sources of liquidity are cash flow from operations,
borrowings under its secured credit facility and a portion of the net proceeds
from the offering of its 9 5/8% Senior Notes due 2006 (the "Notes"). The
Company's principal uses of liquidity are to fund operations, meet debt service
requirements and finance the Company's planned capital expenditures, including
the possible construction of a fourth smelting furnace, engineering work for
which has already begun.

The Company's cash flows from its operations are influenced by selling prices of
its products and raw materials costs, and are subject to moderate fluctuation
due to market supply factors driven by imports. The Company's silicon metal
business experiences price fluctuations principally due to the competitive
nature of one of its markets, the secondary aluminum market. Historically, the
Company's microsilica business has been affected by the developing nature of the
markets for this product.

The Company's cash flows from its operations are also influenced by the cost of
labor. The Company is in the process of renegotiating its labor agreement with
the United Steelworkers of America (the "USWA"), which represents approximately
120 of the Company's employees. The USWA leadership called for a strike
commencing at 12:00 p.m. on August 8, 2000. Cash flows going forward, as well as
revenues, may be affected by the Company's ability to negotiate successfully
with its unionized employees or obtain alternate sources of labor.

Cash and cash equivalents were $6.3 million and $9.8 million at June 30, 2000
and December 31, 1999, respectively, and restricted cash was $6.6 million and
$6.4 million as of June 30, 2000 and December 31, 1999, respectively. The
decrease in total cash and equivalents resulted primarily from an increase in
accounts receivable


                                       11
<PAGE>   12

and inventories in the six months ended June 30, 2000. The increase in
restricted cash in the first six months of 2000 resulted principally from
interest earned on that cash.

Depreciation and amortization for the second quarter of 2000 was unchanged from
the same period in 1999.

In the first six months of 2000 and 1999, net cash provided by (used in)
operating activities was $(1.4 million) and $2.4 million, respectively. The
decrease in the first six months of 2000 resulted primarily from an increase in
accounts receivable and inventories in 2000. In the first six months of 2000 and
1999, net cash used in investing activities was $2.0 million and $1.0 million,
respectively. The changes primarily reflect different levels of capital spending
during the corresponding periods of each year. In the first six months of 2000
and 1999, net cash used in financing activities was insignificant.

In connection with the Acquisition, the Company replaced its existing credit
facility with a new credit facility (the "Credit Facility") providing
availability for revolving borrowings and letters of credit in an aggregate
principal amount of up to $15.0 million (of which $6.1 million is reserved for
support of a letter of credit issued in connection with the industrial revenue
bond financing of the Company). As of June 30, 2000 and December 31, 1999, no
borrowings were outstanding under the Credit Facility.

Ongoing interest payments on the Notes represent significant liquidity
requirements for the Company. With respect to the $75.0 million borrowed under
the Notes, the Company will be required to make semiannual interest payments of
approximately $3.6 million over the life of the Notes.

With respect to ongoing capital spending, the Company expects to spend
approximately $2.5 million to $3.0 million annually to maintain properly its
furnaces and other production facilities. In addition, the Company is
considering the addition of a fourth smelting furnace using proceeds of the
Notes, together with internally generated or borrowed cash. The Company
estimates that construction of the furnace, if undertaken, will cost
approximately $25.0 million.

The agreement governing the Credit Facility (the "Credit Agreement") imposes
restrictions on the Company's ability to make capital expenditures, and both the
Credit Agreement and the indenture governing the Notes (the "Indenture") limit
the Company's ability to incur additional indebtedness. Such restrictions,
together with the highly leveraged nature of the Company, could limit the
Company's ability to respond to market conditions, to meet its capital spending
program, to provide for unanticipated capital investments or to take advantage
of business opportunities. The covenants contained in the Credit Agreement also,
among other things, restrict the ability of the Company and its subsidiaries to
dispose of assets, incur guarantee obligations, repay the Notes, pay dividends,
create liens on assets, enter into sale and leaseback transactions, make
investments, loans or advances, make acquisitions, engage in acquisitions or
consolidations, make capital expenditures or engage in certain transactions with
affiliates, and otherwise restrict corporate activities. At June 30, 2000, the
Company was in compliance with all loan covenants, as amended. The covenants
contained in the Indenture governing the Notes also impose restrictions on the
operation of the Company's business.

FORWARD-LOOKING STATEMENTS

Certain of the matters discussed in this document, particularly regarding
anticipating future financial performance, business prospects, growth and
operating strategies, the effects of the Acquisition on the Company and similar
matters, and those preceded by, followed by or that otherwise include the words
"may," "would," "could," "will," "believes," "expects," "anticipates," "plans,"
"intends," "estimates," or similar expressions or variations thereof may
constitute "forward-looking statements" for purposes of the Securities Act of
1933, as amended (the "Securities Act"), and the Securities Exchange Act of
1934, as amended. For those statements, the Company claims the protection of the
safe harbor for forward-looking statements contained in the Private Securities
Litigation Reform Act of 1995. Those forward-looking statements involve a number
of risks and uncertainties. A variety of factors, including without limitation
changes in the prevailing prices for the Company's products; the Company's
continued ability to achieve operating efficiencies and the ability of the
Company to negotiate successfully with its unionized employees or obtain
alternate sources of labor, those factors discussed in "Management's Discussion
and Analysis of Financial Condition and Results of Operations" herein and in
Item 7


                                       12
<PAGE>   13

of the Company's Annual Report on Form 10-K, and in other filings by the Company
with the Securities and Exchange Commission, may affect the future results of
the Company and could cause those results to differ materially from those
expressed in the forward-looking statements.


ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.


The fair value of the Company's long-term debt and capital leases is affected by
changes in interest rates. Based upon current market conditions, the fair value
and hypothetical increase in fair value of long-term debt and capital leases,
including current portion, is not expected to be materially different from that
as of December 31, 1999.


                                       13
<PAGE>   14

PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.

         Not applicable

ITEM 2.  CHANGES IN SECURITIES.

         Not applicable

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES.

         Not applicable

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

         In May of 1999, the sole stockholder of the Company executed a written
         consent in lieu of an annual meeting, naming Edward A. Wahlen, Jr.,
         William A. Davies, James A. O'Donnell, and C. Edward Boardwine as
         Directors of the Company.

ITEM 5.  OTHER INFORMATION.

         On August 7, 2000, the 1995-2000 Basic Labor Agreement and Seniority
         Rules and Regulations dated August 8, 1995, between the United
         Steelworkers of America (AFL-CIO) (the "USWA") and Simcala, Inc.
         ("Simcala" or the "Company") expired after more than three months of
         negotiations over a new labor agreement. The USWA leadership called for
         a strike commencing at 12:00 p.m. on August 8, 2000. The USWA
         represents approximately 120 Simcala employees.

         Substantially all of the employees represented by the USWA have decided
         to strike, and Simcala is unable to predict the strike's duration. The
         Company is mitigating the effects of the strike by using managers and
         supervisors to replace temporarily the striking employees. In addition,
         the Company is encouraging the USWA employees to continue to work
         despite the absence of a new labor agreement, under the same general
         conditions as to wages and benefits only. The Company also may hire
         replacement workers if the strike continues for an extended time.
         Despite these efforts, the strike may adversely impact the Company's
         ability to maintain its current level of production. Management does
         not expect that revenues and earnings will be adversely affected by the
         strike or that the Company may lose customers because of the strike.
         Management cannot, however, predict the exact financial impact of the
         strike, which will depend in part upon its duration. Additionally, if
         Simcala and the USWA reach a new labor agreement, management
         anticipates that employee expense will increase. Management believes
         its current financial resources are adequate to support the Company's
         operations during the strike.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

         (a)      Exhibits

                  27 Financial Data Schedule (for SEC use only)

         (b)      Reports on Form 8-K


                                       14
<PAGE>   15

                                    SIGNATURE

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.


                                SIMCALA, Inc.


Date:  August 11, 2000           /s/  R. Myles Cowan
                                --------------------------------------------
                                R. Myles Cowan
                                Vice President and Chief Financial Officer
                                (Principal Accounting and Financial Officer)


                                       15