##### Table of Contents



United States
Securities and Exchange Commission
 Washington, D.C. 20549
 Form 10-Q
 þ
    
    Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 For the quarterly period ended March 31, 2005, or
 o
    
    Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 For the transition period from            to           .
 Commission File No. 0-13787
 INTERMET Corporation
  Georgia
    
    58-1563873(State or other jurisdiction of
    
    (IRS Employerincorporation or organization)
    
    Identification No.)
 5445 Corporate Drive, Suite 200, Troy, Michigan
    
    48098-2683(Address of principal executive offices)
    
    (Zip code)
 
 o þ
 þ o




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TABLE OF CONTENTS
 Part I -
    
    Financial InformationItem 1.
    
    Interim Condensed Consolidated Financial Statements (Unaudited)Notes to Interim Condensed Consolidated Financial Statements (Unaudited)Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of OperationsItem 3.
    
    Quantitative and Qualitative Disclosures about Market RisksItem 4.
    
    Controls and ProceduresPart II-
    
    Other InformationItem 1.
    
    Legal ProceedingsItem 4.
    
    Submission of Matters to a Vote of Securities HoldersItem 6.
    
    Exhibits and Reports on Form 8-KSignaturesCertificationsExhibit IndexCertification of Chief Executive Officer pursuant to Section 302Certification of Chief Financial Officer pursuant to Section 302Certification of Periodic Financial Report by the CEO and CFO to Section 906
  2




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##### Table of Contents



Item 1. Financial Statements
   Three Months EndedMarch 31,
    
    March 31,2005
    
    2004(Unaudited)(in thousands of dollars,except per share data)Net sales
    
    $
    234,490
    
    
    $
    210,646Cost of sales
    
    
    221,145
    
    
    
    197,156Gross profit
    
    
    13,345
    
    
    
    13,490Selling, general and administrative expenses
    
    
    12,001
    
    
    
    10,723Reorganization charges
    
    
    8,200
    
    
    
    Restructuring and impairment charges
    
    
    1,402
    
    
    
    Operating (loss) profit
    
    
    (8,258
    )
    
    
    2,767Other expense:Interest expense, net
    
    
    5,443
    
    
    
    9,202Other expense (income), net
    
    
    (349
    )
    
    
    (591
    )5,094
    
    
    
    8,611Loss from continuing operations before income taxes
    
    
    (13,352
    )
    
    
    (5,844
    )Income tax expense
    
    
    (3,247
    )
    
    
    (1,297
    )Loss from continuing operations
    
    
    (16,599
    )
    
    
    (7,141
    )Loss from discontinued operations, net of tax
    
    
    (391
    )
    
    
    (712
    )Net loss
    
    ($
    16,990
    )
    
    ($
    7,853
    )Net loss per common share:Basic and diluted:Loss from continuing operations
    
    ($
    0.65
    )
    
    
    ($0.28
    )Loss from discontinued operations, net of tax
    
    
    (0.02
    )
    
    
    (0.03
    )Net loss per share  basic and diluted
    
    ($
    0.67
    )
    
    ($
    0.31
    )Dividends declared per common share
    
    ($
    0.00
    
    
    $
    0.04Weighted average shares outstanding:Basic
    
    
    25,665
    
    
    
    25,595Diluted
    
    
    25,665
    
    
    
    25,595
 See accompanying notes.
 3




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##### Table of Contents



Three Months EndedMarch 31,
    
    March 31,2005
    
    2004(Unaudited)(in thousands of dollars)Net loss
    
    ($
    16,990
    )
    
    ($
    7,853
    )Other comprehensive (loss) income, net of tax:Foreign currency translation adjustment
    
    
    (4,384
    )
    
    
    (2,384
    )(4,384
    )
    
    
    (2,384
    )Total comprehensive loss
    
    ($
    21,374
    )
    
    ($
    10,237
    )
 See accompanying notes.
 4




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##### Table of Contents



March 31,
    
    December 31,2005
    
    2004(Unaudited)(in thousands of dollars)ASSETSCurrent assets:Cash and cash equivalents
    
    $
    14,326
    
    
    $
    11,239Accounts receivable:Trade, less allowance of $9,991 in 2005 and $9,560 in 2004
    
    
    106,874
    
    
    
    108,932Other
    
    
    8,327
    
    
    
    5,593115,201
    
    
    
    114,525Inventories
    
    
    76,160
    
    
    
    71,527Other current assets
    
    
    12,286
    
    
    
    11,410Total current assets
    
    
    217,973
    
    
    
    208,701Property, plant and equipment, net
    
    
    264,882
    
    
    
    278,080Other non-current assets
    
    
    23,087
    
    
    
    26,042Total assets
    
    $
    505,942
    
    
    $
    512,823LIABILITIES AND SHAREHOLDERS DEFICITCurrent liabilities:Accounts payable
    
    $
    29,409
    
    
    $
    29,969Accrued liabilities
    
    
    66,260
    
    
    
    61,830Current portion of retirement benefits
    
    
    11,085
    
    
    
    11,855Short-term lines of credit
    
    
    23,939
    
    
    
    15,975Long-term debt due within one year
    
    
    170,366
    
    
    
    168,180Total current liabilities
    
    
    301,059
    
    
    
    287,809Liabilities subject to compromise
    
    
    250,598
    
    
    
    250,464Non-current liabilities:Long-term debt due after one year
    
    
    3,198
    
    
    
    4,055Retirement benefits
    
    
    72,479
    
    
    
    70,982Other non-current liabilities
    
    
    8,637
    
    
    
    8,168Total non-current liabilities
    
    
    84,314
    
    
    
    83,205Shareholders deficit:Common stock
    
    
    2,606
    
    
    
    2,606Capital in excess of par value
    
    
    57,276
    
    
    
    57,276Retained deficit
    
    
    (183,244
    )
    
    
    (166,254
    )Accumulated other comprehensive loss
    
    
    (6,476
    )
    
    
    (2,092
    )Unearned restricted stock
    
    
    (191
    )
    
    
    (191
    )Total shareholders deficit
    
    
    (130,029
    )
    
    
    (108,655
    )Total liabilities and shareholders deficit
    
    $
    505,942
    
    
    $
    512,823
 See accompanying notes.
 5




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##### Table of Contents



Three Months EndedMarch 31,
    
    March 31,2005
    
    2004(Unaudited)(in thousands of dollars)OPERATING ACTIVITIES:Loss from continuing operations
    
    ($
    16,599
    )
    
    $
    (7,141
    )Adjustments to reconcile loss from continuing operations to
cash (used in) provided by operating activities:Depreciation and amortization
    
    
    11,188
    
    
    
    12,353Restructuring and impairment charges
    
    
    1,402
    
    
    
    Amortization of debt discount and issuance costs
    
    
    957
    
    
    
    1,717Loss on disposal of property, plant and equipment
    
    
    658
    
    
    
    Change in operating assets and liabilities:Accounts receivable
    
    
    (2,453
    )
    
    
    (24,238
    )Inventories
    
    
    (7,273
    )
    
    
    3,333Accounts payable and current liabilities
    
    
    5,230
    
    
    
    20,573Other assets and liabilities
    
    
    2,439
    
    
    
    (3,638
    )Net cash (used in) provided by continuing operating activities
    
    
    (4,451
    )
    
    
    2,959Net cash (used in) provided by discontinued operations
    
    
    (269
    )
    
    
    900Net cash (used in) provided by operating activities
    
    
    (4,720
    )
    
    
    3,859INVESTING ACTIVITIES:Additions to property, plant and equipment
    
    
    (3,135
    )
    
    
    (6,926
    )Proceeds from sale of property, plant and equipment
    
    
    1,118
    
    
    
    Net cash used in investing activities
    
    
    (2,017
    )
    
    
    (6,926
    )FINANCING ACTIVITIES:Net increase (decrease) in lines of credit
    
    
    1,327
    
    
    
    (18,267
    )Proceeds from term loan
    
    
    
    
    
    
    120,000Proceeds from debtor-in-possession facility
    
    
    9,400
    
    
    
    Repayment of term loan and other debts
    
    
    (405
    )
    
    
    (975
    )Funding of restricted cash
    
    
    
    
    
    
    (35,690
    )Payments of debt issuance costs
    
    
    
    
    
    
    (2,422
    )Dividends paid
    
    
    
    
    
    
    (1,024
    )Issuance of common stock
    
    
    
    
    
    
    13Net cash provided by financing activities
    
    
    10,322
    
    
    
    61,635Effect of exchange rate changes on cash and cash equivalents
    
    
    (498
    )
    
    
    (797
    )Net increase in cash and cash equivalents
    
    
    3,087
    
    
    
    57,771Cash and cash equivalents at beginning of period
    
    
    11,239
    
    
    
    1,035Cash and cash equivalents at end of period
    
    $
    14,326
    
    
    $
    58,806
 See accompanying notes.
 6




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##### Table of Contents



1. Basis of Presentation
   INTERMET Corporation, et al.
  7




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##### Table of Contents



1. Basis of Presentation (continued)
 Restricted Cash
  Stock-Based Compensation
  Three Months EndedMarch 31,
    
    March 31,2005
    
    2004(in thousands of dollars,except per share data)Net loss, as reported
    
    ($
    16,990
    )
    
    ($
    7,853
    )Less: Total stock-based employee
compensation expense determined under
fair value method for all awards, net of
related tax effects
    
    
    (166
    )
    
    
    (151
    )Pro forma net loss
    
    ($
    17,156
    )
    
    ($
    8,004
    )Loss per share  basic and diluted:As reported
    
    ($
    0.67
    )
    
    ($
    0.31
    )Pro forma
    
    ($
    0.67
    )
    
    ($
    0.31
    )
 8




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##### Table of Contents



2. Balance Sheet Details
 Inventories
  March 31,
    
    December 31,2005
    
    2004Finished goods
    
    $
    24,008
    
    
    $
    24,123Work in process
    
    
    10,654
    
    
    
    9,751Raw materials
    
    
    16,305
    
    
    
    11,947Supplies and patterns
    
    
    25,193
    
    
    
    25,706Total inventories
    
    $
    76,160
    
    
    $
    71,527
 Property, Plant and Equipment, Net
  March 31,
    
    December 31,2005
    
    2004Land
    
    $
    6,616
    
    
    $
    6,716Buildings and improvements
    
    
    140,060
    
    
    
    141,361Machinery and equipment
    
    
    550,984
    
    
    
    549,759Construction in progress
    
    
    7,715
    
    
    
    22,695Property, plant and equipment, at cost
    
    
    705,375
    
    
    
    720,531Less: Accumulated depreciation
    
    
    440,493
    
    
    
    442,451Property, plant and equipment, net
    
    $
    264,882
    
    
    $
    278,080
 3 Voluntary Reorganization under Chapter 11 and Administration
 In re: INTERMET Corporation, et
al.
  9




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3 Voluntary Reorganization under Chapter 11 and Administration (continued)
      Liabilities Subject to Compromise
  10




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3 Voluntary Reorganization Under Chapter 11 and Administration (continued)
  March 31,
    
    December 31,2005
    
    2004Senior notes payable
    
    $
    177,000
    
    
    $
    177,000Accounts payable
    
    
    62,965
    
    
    
    64,192Interest payable
    
    
    5,000
    
    
    
    5,000Other accrued liabilities
    
    
    5,633
    
    
    
    4,272Subtotal
    
    
    250,598
    
    
    
    250,464Intercompany payables to affiliates
    
    
    186,744
    
    
    
    197,547Total liabilities subject to compromise
    
    $
    437,342
    
    
    $
    448,011
  Debtors Financial Statements
  11




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3 Voluntary Reorganization Under Chapter 11 and Administration (continued)
 Debtors Condensed Consolidated Statements of Operations
 Three MonthsEndedMarch 31,2005Net sales
    
    $
    177,377Cost of sales
    
    
    171,068Gross profit
    
    
    6,309Operating expenses:Selling, general and administrative
    
    
    8,223Management fee income from non-Debtors
    
    
    (218
    )Reorganization charges
    
    
    8,200Restructuring and impairment charges
    
    
    1,402Total operating expenses
    
    
    17,607Operating loss
    
    
    (11,298
    )Other expenses (income):Interest expense, net
    
    
    2,750Other income, net
    
    
    (322
    )Net other expenses
    
    
    2,428Loss from continuing operations before income taxes and equity income of
non-Debtor subsidiaries
    
    
    (13,726
    )Income tax expense
    
    
    (433
    )Loss from continuing operations before equity loss of non-Debtor subsidiaries
    
    
    (14,159
    )Equity loss from continuing operations of non-Debtor subsidiaries
    
    
    (2,440
    )Loss from continuing operations
    
    
    (16,599
    )Loss from discontinued operations, net of tax
    
    
    (391
    )Net loss
    
    
    ($16,990
    )
 12




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##### Table of Contents



3. Voluntary Reorganization under Chapter 11 and Administration (continued)
 Debtors Condensed Consolidated Balance Sheet
 March 31,
    
    December 31,2005
    
    2004ASSETSCurrent assets:Cash and cash equivalents
    
    $
    2,093
    
    
    $
    1,729Accounts receivable, net
    
    
    80,455
    
    
    
    78,454Accounts receivable, non-Debtors
    
    
    68,890
    
    
    
    68,897Inventories
    
    
    51,183
    
    
    
    45,856Other current assets
    
    
    11,473
    
    
    
    10,757Total current assets
    
    
    214,094
    
    
    
    205,693Property, plant and equipment, net
    
    
    192,408
    
    
    
    201,215Investment in non-Debtors
    
    
    60,750
    
    
    
    69,399Loan receivable from non-Debtors
    
    
    148,536
    
    
    
    154,821Other noncurrent assets
    
    
    16,291
    
    
    
    19,167Total noncurrent assets
    
    
    417,985
    
    
    
    444,602Total assets
    
    $
    632,079
    
    
    $
    650,295LIABILITIES AND SHAREHOLDERS DEFICITCurrent liabilities:Accounts payable
    
    $
    9,521
    
    
    $
    9,877Accounts payable, non-Debtors
    
    
    7
    
    
    
    (3
    )Other accrued liabilities
    
    
    62,938
    
    
    
    61,861Short-term lines of credit
    
    
    12,400
    
    
    
    3,000Long-term debt due within one year
    
    
    166,318
    
    
    
    163,585Total current liabilities
    
    
    251,184
    
    
    
    238,320Liabilities subject to compromise
    
    
    437,342
    
    
    
    448,011Noncurrent liabilities:Retirement benefits
    
    
    72,479
    
    
    
    70,982Deferred income tax liabilities
    
    
    (2,781
    )
    
    
    (2,781
    )Other noncurrent liabilities
    
    
    3,884
    
    
    
    4,418Total noncurrent liabilities
    
    
    73,582
    
    
    
    72,619Shareholders deficit
    
    
    (130,029
    )
    
    
    (108,655
    )Total liabilities and shareholders deficit
    
    $
    632,079
    
    
    $
    650,295
 13




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##### Table of Contents



3. Voluntary Reorganization under Chapter 11 and Administration (continued)
 Debtors Condensed Consolidated Statement of Cash Flows
 Three MonthsEndedMarch 31,2005Cash used in operating activities
    
    ($
    11,049
    )INVESTING ACTIVITIES:Additions to property, plant and equipment
    
    
    (1,550
    )Proceeds from sale of property, plant and equipment
    
    
    1,118Cash used in investing activities
    
    
    (432
    )FINANCING ACTIVITIES:Net increase in revolving credit facility
    
    
    2,137Proceeds from debtor-in-possession facility
    
    
    9,400Net increase in other debts
    
    
    308Cash provided by financing activities
    
    
    11,845Effect of foreign currency exchange rate changes
    
    
    Net increase in cash and cash equivalents
    
    
    364Cash and cash equivalents at beginning of year
    
    
    1,729Cash and cash equivalents at end of year
    
    $
    2,093
 4. Acquisition
  14




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4. Acquisition (continued)
   5. Discontinued Operations
 Frisby
  Radford
    15




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5. Discontinued Operations (continued)
  Impairment
    
    Write-
    
    Employee
    
    Employeeof
    
    down of
    
    Termination
    
    Postretirementfixed assets
    
    inventory
    
    Benefits
    
    Benefits
    
    Other
    
    TotalInitial charge in second
quarter of 2003
    
    $
    7,554
    
    
    $
    2,351
    
    
    $
    1,336
    
    
    $
    301
    
    
    $
    50
    
    
    $
    11,592Additional charge
    
    
    
    
    
    
    
    
    
    
    138
    
    
    
    
    
    
    
    
    
    
    
    138Noncash charges
    
    
    (7,554
    )
    
    
    (2,351
    )
    
    
    
    
    
    
    (301
    )
    
    
    
    
    
    
    (10,206
    )Reduction of
post-retirement obligations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,997
    )
    
    
    
    
    
    
    (1,997
    )Noncash credit
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,997
    
    
    
    
    
    
    
    1,997Cash payments
    
    
    
    
    
    
    
    
    
    
    (920
    )
    
    
    
    
    
    
    (50
    )
    
    
    (970
    )Balance at December 31, 2003
    
    
    
    
    
    
    
    
    
    
    554
    
    
    
    
    
    
    
    
    
    
    
    554Additional charge
    
    
    
    
    
    
    120
    
    
    
    35
    
    
    
    
    
    
    
    
    
    
    
    155Noncash charge
    
    
    
    
    
    
    (120
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (120
    )Cash payments
    
    
    
    
    
    
    
    
    
    
    (473
    )
    
    
    
    
    
    
    
    
    
    
    (473
    )Balance at December 31, 2004
    
    $
    
    
    
    $
    
    
    
    $
    116
    
    
    $
    
    
    
    $
    
    
    
    $
    116Cash payments
    
    
    
    
    
    
    
    
    
    
    (10
    )
    
    
    
    
    
    
    
    
    
    
    (10
    )Balance at March 31, 2005
    
    $
    
    
    
    $
    
    
    
    $
    106
    
    
    $
    
    
    
    $
    
    
    
    $
    106
  March 31,
    
    December 31,2005
    
    2004Accounts receivable
    
    $
    18
    
    
    $
    56Property, plant and equipment, net
    
    
    440
    
    
    
    440Total assets
    
    $
    458
    
    
    $
    496Accrued liabilities
    
    $
    1,068
    
    
    $
    1,062Retirement benefits
    
    
    2,561
    
    
    
    2,439Other non-current liabilities
    
    
    1,994
    
    
    
    2,039Total liabilities
    
    $
    5,623
    
    
    $
    5,540
 16




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5. Discontinued Operations (continued)
  Three Months EndedMarch 31,
    
    March 31,2005
    
    2004Sales
    
    $
    
    
    
    $
    175Cost of sales
    
    
    381
    
    
    
    866Gross loss
    
    
    (381
    )
    
    
    (691
    )Expenses
    
    
    10
    
    
    
    21Loss before income taxes
    
    
    (391
    )
    
    
    (712
    )Income tax benefit
    
    
    
    
    
    
    (Loss) income from discontinued operation, net of
tax
    
    ($
    391
    )
    
    ($
    712
    )
   6. Restructuring and Impairment Charges
 Decatur Closure
  17




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6. Restructuring and Impairment Charges (continued)
 Racine Closure
  Columbus Machining Closure
  Havana Plant Closure
   18




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##### Table of Contents



6. Restructuring and Impairment Charges (continued)
  7. Short-term Lines of Credit
    19




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##### Table of Contents



8. Debt
  March 31,
    
    December 31,2005
    
    2004INTERMET:Revolving credit facility
    
    $
    45,798
    
    
    $
    43,661Term loan
    
    
    120,157
    
    
    
    119,708Domestic subsidiaries:Capitalized leases
    
    
    364
    
    
    
    504Foreign subsidiaries:Bank term note
    
    
    5,230
    
    
    
    5,890Capitalized leases
    
    
    2,015
    
    
    
    2,472Total
    
    
    173,564
    
    
    
    172,235Less: Long-term debt due within one year
    
    
    170,366
    
    
    
    168,180Long-term debt due after one year
    
    $
    3,198
    
    
    $
    4,055
  March 31,
    
    December 31,2005
    
    2004Senior notes
    
    $
    175,000
    
    
    $
    175,000Industrial development bonds
    
    
    2,000
    
    
    
    2,000Total debt included in liabilities subject
to compromise
    
    $
    177,000
    
    
    $
    177,000
 Bank Credit Agreement
  20




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8. Debt (continued)
    Senior Notes
  Columbus Foundry Revenue Bonds
  21




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##### Table of Contents



8. Debt (continued)
 Lynchburg Foundry Company Revenue Bonds
  Tool Products, Inc. Revenue Bonds
   Twelve-month period ending:March 31, 2006
    
    $
    170,366March 31, 2007
    
    
    2,225March 31, 2008
    
    
    648March 31, 2009
    
    
    325Thereafter
    
    
    $
    173,564
  22




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9. Supplemental Condensed Consolidating Financial Information
      23




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##### Table of Contents



9. Supplemental Condensed Consolidating Financial Information (continued)
 Three Months Ended March 31, 2005CombinedCombined
    
    Non-Guarantor
    
    GuarantorParent
    
    Subsidiaries
    
    Subsidiaries
    
    Eliminations
    
    Consolidated(in thousands of dollars)INCOME STATEMENT DATANet sales
    
    $
    
    
    
    $
    181,860
    
    
    $
    57,113
    
    
    ($
    4,483
    )
    
    $
    234,490Cost of sales
    
    
    
    
    
    
    175,382
    
    
    
    50,077
    
    
    
    (4,314
    )
    
    
    221,145Gross profit
    
    
    
    
    
    
    6,478
    
    
    
    7,036
    
    
    
    (169
    )
    
    
    13,345Selling, general and administrative expenses
    
    
    1,498
    
    
    
    6,675
    
    
    
    3,997
    
    
    
    (169
    )
    
    
    12,001Reorganization Charges
    
    
    8,200
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8,200Restructuring and impairment charges
    
    
    
    
    
    
    1,402
    
    
    
    
    
    
    
    
    
    
    
    1,402Operating (loss) profit
    
    
    (9,698
    )
    
    
    (1,599
    )
    
    
    3,039
    
    
    
    
    
    
    
    (8,258
    )Other (income) expenses, net:Interest expense, net
    
    
    2,174
    
    
    
    3,017
    
    
    
    252
    
    
    
    
    
    
    
    5,443Other (income) expense, net
    
    
    (141
    )
    
    
    (179
    )
    
    
    (29
    )
    
    
    
    
    
    
    (349
    )(Loss) income from continuing operations before
income taxes
    
    
    (11,731
    )
    
    
    (4,437
    )
    
    
    2,816
    
    
    
    
    
    
    
    (13,352
    )Income tax expense
    
    
    61
    
    
    
    372
    
    
    
    2,814
    
    
    
    
    
    
    
    3,247(Loss) income from continuing operations
    
    
    (11,792
    )
    
    
    (4,809
    )
    
    
    2
    
    
    
    
    
    
    
    (16,599
    )Loss from discontinued operations, net of tax
    
    
    
    
    
    
    (391
    )
    
    
    
    
    
    
    
    
    
    
    (391
    )Equity in net income (loss) of subsidiaries
    
    
    (5,198
    )
    
    
    2
    
    
    
    
    
    
    
    5,196
    
    
    
    Net (loss) income
    
    ($
    16,990
    )
    
    ($
    5,198
    )
    
    $
    2
    
    
    $
    5,196
    
    
    ($
    16,990
    )
 24




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##### Table of Contents



9. Supplemental Condensed Consolidating Financial Information (continued)
 Three Months Ended March 31, 2004CombinedCombined
    
    Non-Guarantor
    
    GuarantorParent
    
    Subsidiaries
    
    Subsidiaries
    
    Eliminations
    
    Consolidated(in thousands of dollars)INCOME STATEMENT DATANet sales
    
    $
    
    
    
    $
    171,163
    
    
    $
    42,452
    
    
    ($
    2,969
    )
    
    $
    210,646Cost of sales
    
    
    
    
    
    
    164,533
    
    
    
    35,592
    
    
    
    (2,969
    )
    
    
    197,156Gross profit
    
    
    
    
    
    
    6,630
    
    
    
    6,860
    
    
    
    
    
    
    
    13,490Selling, general and administrative
expenses
    
    
    1,503
    
    
    
    5,814
    
    
    
    3,406
    
    
    
    
    
    
    
    10,723Operating (loss) profit
    
    
    (1,503
    )
    
    
    816
    
    
    
    3,454
    
    
    
    
    
    
    
    2,767Other (income) expenses, net:Interest expense, net
    
    
    6,282
    
    
    
    2,489
    
    
    
    431
    
    
    
    
    
    
    
    9,202Other income, net
    
    
    (197
    )
    
    
    (144
    )
    
    
    (250
    )
    
    
    
    
    
    
    (591
    )(Loss) income from continuing operations
before income taxes
    
    
    (7,588
    )
    
    
    (1,529
    )
    
    
    3,273
    
    
    
    
    
    
    
    (5,844
    )Income tax benefit (expense)
    
    
    (271
    )
    
    
    (185
    )
    
    
    (841
    )
    
    
    
    
    
    
    (1,297
    )(Loss) income from continuing operations
    
    
    (7,859
    )
    
    
    (1,714
    )
    
    
    2,432
    
    
    
    
    
    
    
    (7,141
    )Loss from discontinued operations, net of
tax
    
    
    
    
    
    
    (712
    )
    
    
    
    
    
    
    
    
    
    
    (712
    )Equity in net income of subsidiaries
    
    
    6
    
    
    
    2,432
    
    
    
    
    
    
    
    (2,438
    )
    
    
    Net (loss) income
    
    ($
    7,853
    )
    
    $
    6
    
    
    $
    2,432
    
    
    ($
    2,438
    )
    
    ($
    7,853
    )
 25




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##### Table of Contents



9. Supplemental Condensed Consolidating Financial Information (continued)
 As of March 31, 2005Combined
    
    Combined Non-Guarantor
    
    GuarantorParent
    
    Subsidiaries
    
    Subsidiaries
    
    Eliminations
    
    Consolidated(in thousands of dollars)BALANCE SHEET DATAASSETSCurrent assets:Cash and cash equivalents
    
    $
    2,116
    
    
    ($
    23
    )
    
    $
    12,233
    
    
    $
    
    
    
    $
    14,326Accounts receivable, net
    
    
    753
    
    
    
    79,702
    
    
    
    34,746
    
    
    
    
    
    
    
    115,201Inventories
    
    
    
    
    
    
    51,242
    
    
    
    24,977
    
    
    
    (59
    )
    
    
    76,160Other current assets
    
    
    7,046
    
    
    
    6,658
    
    
    
    813
    
    
    
    (2,231
    )
    
    
    12,286Total current assets
    
    
    9,915
    
    
    
    137,579
    
    
    
    72,769
    
    
    
    (2,290
    )
    
    
    217,973Other assets:Property, plant and equipment, net
    
    
    4,558
    
    
    
    187,000
    
    
    
    72,474
    
    
    
    850
    
    
    
    264,882Other non-current assets
    
    
    11,623
    
    
    
    5,478
    
    
    
    6,794
    
    
    
    (808
    )
    
    
    23,087Intercompany, net
    
    
    (54,654
    )
    
    
    82,345
    
    
    
    (31,446
    )
    
    
    3,755
    
    
    
    Investments in subsidiaries
    
    
    292,673
    
    
    
    60,046
    
    
    
    
    
    
    
    (352,719
    )
    
    
    Total assets
    
    $
    264,115
    
    
    $
    472,448
    
    
    $
    120,591
    
    
    ($
    351,212
    )
    
    $
    505,942LIABILITIES AND SHAREHOLDERS EQUITY (DEFICIT)Current liabilities:Accounts payable
    
    $
    1,836
    
    
    $
    7,751
    
    
    $
    19,822
    
    
    $
    
    
    
    $
    29,409Accrued liabilities
    
    
    20,673
    
    
    
    42,209
    
    
    
    14,405
    
    
    
    58
    
    
    
    77,345Short-term lines of credit
    
    
    12,400
    
    
    
    
    
    
    
    11,539
    
    
    
    
    
    
    
    23,939Long-term debt due within
one year
    
    
    165,955
    
    
    
    363
    
    
    
    4,048
    
    
    
    
    
    
    
    170,366Total current liabilities
    
    
    200,864
    
    
    
    50,323
    
    
    
    49,814
    
    
    
    58
    
    
    
    301,059Liabilities subject to compromise
    
    
    187,973
    
    
    
    62,625
    
    
    
    
    
    
    
    
    
    
    
    250,598Non-current liabilitiesLong-term debt due after one
year
    
    
    
    
    
    
    
    
    
    
    3,198
    
    
    
    
    
    
    
    3,198Retirement benefits
    
    
    4,687
    
    
    
    67,792
    
    
    
    
    
    
    
    
    
    
    
    72,479Other non-current liabilities
    
    
    620
    
    
    
    484
    
    
    
    7,533
    
    
    
    
    
    
    
    8,637Total non-current liabilities
    
    
    5,307
    
    
    
    68,276
    
    
    
    10,731
    
    
    
    
    
    
    
    84,314Shareholders equity (deficit)
    
    
    (130,029
    )
    
    
    291,224
    
    
    
    60,046
    
    
    
    (351,270
    )
    
    
    (130,029
    )Total liabilities and shareholders equity (deficit)
    
    $
    264,115
    
    
    $
    472,448
    
    
    $
    120,591
    
    
    ($
    351,212
    )
    
    $
    505,942
 26




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##### Table of Contents



9. Supplemental Condensed Consolidating Financial Information (continued)
 As of December 31, 2004Combined
    
    Combined Non-Guarantor
    
    GuarantorParent
    
    Subsidiaries
    
    Subsidiaries
    
    Eliminations
    
    Consolidated(in thousands of dollars)BALANCE SHEET DATAASSETSCurrent assets:Cash and cash equivalents
    
    $
    1,477
    
    
    $
    252
    
    
    $
    9,510
    
    
    $
    
    
    
    $
    11,239Accounts receivable, net
    
    
    654
    
    
    
    77,806
    
    
    
    36,065
    
    
    
    
    
    
    
    114,525Inventories
    
    
    
    
    
    
    45,915
    
    
    
    25,671
    
    
    
    (59
    )
    
    
    71,527Other current assets
    
    
    6,812
    
    
    
    6,175
    
    
    
    654
    
    
    
    (2,231
    )
    
    
    11,410Total current assets
    
    
    8,943
    
    
    
    130,148
    
    
    
    71,900
    
    
    
    (2,290
    )
    
    
    208,701Non-current assets:Property, plant and equipment, net
    
    
    8,738
    
    
    
    191,618
    
    
    
    76,865
    
    
    
    859
    
    
    
    278,080Other non-current assets
    
    
    13,853
    
    
    
    10,881
    
    
    
    2,116
    
    
    
    (808
    )
    
    
    26,042Intercompany, net
    
    
    (50,741
    )
    
    
    78,189
    
    
    
    (31,210
    )
    
    
    3,762
    
    
    
    Investments in subsidiaries
    
    
    291,505
    
    
    
    64,426
    
    
    
    
    
    
    
    (355,931
    )
    
    
    Total assets
    
    $
    272,298
    
    
    $
    475,262
    
    
    $
    119,671
    
    
    ($
    354,408
    )
    
    $
    512,823LIABILITIES AND SHAREHOLDERS EQUITY (DEFICIT)Current liabilities:Accounts payable
    
    $
    1,986
    
    
    $
    7,958
    
    
    $
    20,025
    
    
    $
    
    
    
    $
    29,969Accrued liabilities
    
    
    20,392
    
    
    
    41,123
    
    
    
    12,112
    
    
    
    58
    
    
    
    73,685Short-term lines of credit
    
    
    3,000
    
    
    
    
    
    
    
    12,975
    
    
    
    
    
    
    
    15,975Long-term debt due within one year
    
    
    163,369
    
    
    
    504
    
    
    
    4,307
    
    
    
    
    
    
    
    168,180Total current liabilities
    
    
    188,747
    
    
    
    49,585
    
    
    
    49,419
    
    
    
    58
    
    
    
    287,809Liabilities subject to compromise
    
    
    186,820
    
    
    
    63,644
    
    
    
    
    
    
    
    
    
    
    
    250,464Non-current liabilitiesLong-term debt due after one year
    
    
    
    
    
    
    
    
    
    
    4,055
    
    
    
    
    
    
    
    4,055Retirement benefits
    
    
    4,786
    
    
    
    66,196
    
    
    
    
    
    
    
    
    
    
    
    70,982Other non-current liabilities
    
    
    600
    
    
    
    5,795
    
    
    
    1,773
    
    
    
    
    
    
    
    8,168Total non-current liabilities
    
    
    5,386
    
    
    
    71,991
    
    
    
    5,828
    
    
    
    
    
    
    
    83,205Shareholders equity (deficit)
    
    
    (108,655
    )
    
    
    290,042
    
    
    
    64,424
    
    
    
    (354,466
    )
    
    
    (108,655
    )Total liabilities and shareholders equity (deficit)
    
    $
    272,298
    
    
    $
    475,262
    
    
    $
    119,671
    
    
    ($
    354,408
    )
    
    $
    512,823
 27




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##### Table of Contents



9. Supplemental Condensed Consolidating Financial Information (continued)
 Three Months Ended March 31, 2005Combined
    
    CombinedGuarantor
    
    Non-GuarantorParent
    
    Subsidiaries
    
    Subsidiaries
    
    Eliminations
    
    Consolidated(in thousands of dollars)CASH FLOW DATACash (used in) provided by continuing
operating activities
    
    ($
    10,964
    )
    
    $
    184
    
    
    $
    6,329
    
    
    $
    
    
    
    ($
    8,835
    )Cash used in discontinued operations
    
    
    
    
    
    
    (269
    )
    
    
    
    
    
    
    
    
    
    
    (269
    )Net cash (used in) provided by operating
activities
    
    
    (10,964
    )
    
    
    (85
    )
    
    
    6,329
    
    
    
    
    
    
    
    (9,104
    )Investing activities:Additions to property, plant and equipment
    
    
    (382
    )
    
    
    (1,168
    )
    
    
    (1,585
    )
    
    
    
    
    
    
    (3,135
    )Proceeds from sale of property, plant and
equipment
    
    
    
    
    
    
    1,118
    
    
    
    
    
    
    
    
    
    
    
    1,118Net cash used in investing activities
    
    
    (382
    )
    
    
    (50
    )
    
    
    (1,585
    )
    
    
    
    
    
    
    (2,017
    )Financing activities:Net (decrease) increase in lines of credit
    
    
    2,137
    
    
    
    
    
    
    
    (810
    )
    
    
    
    
    
    
    1,327Proceeds from debtor-in-possession
facility
    
    
    9,400
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9,400Proceeds from (repayment of) other debts
    
    
    448
    
    
    
    (140
    )
    
    
    (713
    )
    
    
    
    
    
    
    (405
    )Net cash provided by (used in) financing
activities
    
    
    11,985
    
    
    
    (140
    )
    
    
    (1,523
    )
    
    
    
    
    
    
    10,322Effect of exchange rate changes on cash and
cash equivalents
    
    
    
    
    
    
    
    
    
    
    (498
    )
    
    
    
    
    
    
    3,886Net increase (decrease) in cash and cash
equivalents
    
    $
    639
    
    
    ($
    275
    )
    
    $
    2,723
    
    
    $
    
    
    
    $
    3,087
 28




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##### Table of Contents



9. Supplemental Condensed Consolidating Financial Information (continued)
 Three Months Ended March 31, 2004Combined
    
    CombinedGuarantor
    
    Non-GuarantorParent
    
    Subsidiaries
    
    Subsidiaries
    
    Eliminations
    
    Consolidated(in thousands of dollars)CASH FLOW DATACash (used in) provided by continuing
operating activities
    
    ($
    4,556
    )
    
    $
    4,570
    
    
    $
    2,945
    
    
    $
    
    
    
    $
    2,959Cash provided by discontinued operations
    
    
    
    
    
    
    900
    
    
    
    
    
    
    
    
    
    
    
    900Net cash (used in) provided by operating
activities
    
    
    (4,556
    )
    
    
    5,470
    
    
    
    2,945
    
    
    
    
    
    
    
    3,859Investing activities:Additions to property, plant and
equipment
    
    
    (489
    )
    
    
    (4,898
    )
    
    
    (1,539
    )
    
    
    
    
    
    
    (6,926
    )Net cash used in investing activities
    
    
    (489
    )
    
    
    (4,898
    )
    
    
    (1,539
    )
    
    
    
    
    
    
    (6,926
    )Financing activities:Net decrease in revolving credit facility
    
    
    (17,000
    )
    
    
    
    
    
    
    (1,267
    )
    
    
    
    
    
    
    (18,267
    )Proceeds from term loan
    
    
    120,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    120,000Repayment of other debts
    
    
    (300
    )
    
    
    (617
    )
    
    
    (58
    )
    
    
    
    
    
    
    (975
    )Funding of restricted cash
    
    
    (35,690
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (35,690
    )Payment of debt issuance costs
    
    
    (2,422
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,422
    )Dividends paid
    
    
    (1,024
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,024
    )Issuance of common stock
    
    
    13
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    13Net cash provided by (used in) financing
activities
    
    
    63,577
    
    
    
    (617
    )
    
    
    (1,325
    )
    
    
    
    
    
    
    61,635Effect of exchange rate changes on cash and
cash equivalents
    
    
    
    
    
    
    
    
    
    
    (797
    )
    
    
    
    
    
    
    (797
    )Net increase (decrease) in cash and cash
equivalents
    
    $
    58,532
    
    
    ($
    45
    )
    
    ($
    716
    )
    
    $
    
    
    
    $
    57,771
 29




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##### Table of Contents



10. Commitments and Contingencies
       30




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##### Table of Contents



11. Retirement Benefits
   OtherPension Benefits
    
    Postretirement BenefitsThree Months Ended March 31,2005
    
    2004
    
    2005
    
    2004Service cost
    
    $
    631
    
    
    $
    587
    
    
    $
    113
    
    
    $
    112Interest cost
    
    
    1,586
    
    
    
    1,558
    
    
    
    553
    
    
    
    608Expected return on plan assets
    
    
    (1,492
    )
    
    
    (1,421
    )
    
    
    
    
    
    
    Amortization of prior service
cost
    
    
    210
    
    
    
    229
    
    
    
    (93
    )
    
    
    (91
    )Amortization of loss (gain)
    
    
    647
    
    
    
    537
    
    
    
    40
    
    
    
    38Net periodic benefit cost
    
    $
    1,582
    
    
    $
    1,490
    
    
    $
    613
    
    
    $
    667
   12. Income Taxes
  31




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##### Table of Contents



13. Reporting for Business Segments
  Ferrous
    
    Light
    
    CorporateMetals
    
    Metals
    
    and Other
    
    Consolidated(in thousands of dollars)Three-month period ended March 31, 2005:Net sales
    
    $
    162,680
    
    
    $
    71,810
    
    
    $
    
    
    
    $
    234,490Operating loss
    
    $
    4,406
    
    
    ($
    1,278
    )
    
    ($
    11,386
    )
    
    ($
    8,258
    )Interest expense, net
    
    
    (252
    )
    
    
    (10
    )
    
    
    (5,181
    )
    
    
    (5,443
    )Other income (expense), net
    
    
    209
    
    
    
    
    
    
    
    140
    
    
    
    349Income tax (expense) benefit
    
    
    (2,914
    )
    
    
    (270
    )
    
    
    (63
    )
    
    
    (3,247
    )Loss from discontinued operations, net of tax
    
    
    (391
    )
    
    
    
    
    
    
    
    
    
    
    (391
    )Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    ($
    16,990
    )As of March 31, 2005:Total assets
    
    $
    323,086
    
    
    $
    152,738
    
    
    $
    30,118
    
    
    $
    505,942Three-month period ended March 31, 2004:Net sales
    
    $
    141,150
    
    
    $
    69,496
    
    
    $
    
    
    
    $
    210,646Operating profit (loss)
    
    $
    3,318
    
    
    $
    1,989
    
    
    ($
    2,540
    )
    
    $
    2,767Interest expense, net
    
    
    (424
    )
    
    
    (22
    )
    
    
    (8,756
    )
    
    
    (9,202
    )Other income, net
    
    
    394
    
    
    
    10
    
    
    
    187
    
    
    
    591Income tax (expense) benefit
    
    
    (919
    )
    
    
    (107
    )
    
    
    (271
    )
    
    
    (1,297
    )Loss from discontinued operations, net of tax
    
    
    (712
    )
    
    
    
    
    
    
    
    
    
    
    (712
    )Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    ($
    7,853
    )As of December 31, 2004:Total assets
    
    $
    378,720
    
    
    $
    104,031
    
    
    $
    30,072
    
    
    $
    512,823
 32




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##### Table of Contents



14. Loss per Share
  Three Months EndedMarch 31,
    
    March 31,2005
    
    2004(in thousands of dollars, exceptper share data)Numerator:Net loss
    
    ($
    16,990
    )
    
    ($
    7,853
    )Denominator:Denominator for basic and diluted
loss per share  weighted average
shares
    
    
    25,665
    
    
    
    25,595Basic and fully diluted loss per share
    
    ($
    0.67
    )
    
    ($
    0.31
    )
  15. Derivative Financial Instruments
   16. Subsequent Events
    33




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##### Table of Contents



Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
 Managements Discussion and Analysis of Financial Condition and Results of Operations and the
Quantitative and Qualitative Disclosures about Market Risks contain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995. When used in these
sections, the words anticipate, believe, estimate and expect and similar expressions are
generally intended to identify forward-looking statements. Readers are cautioned that any
forward-looking statements, including statements regarding the intent, belief or current
expectations of INTERMET or its management, are not guarantees of future performance and involve
risks and uncertainties. We undertake no obligation to publicly update or revise any
forward-looking statements. The following factors are important and should be considered carefully
in connection with any evaluation of INTERMETs business, financial condition, results of
operations and prospects. The following factors could cause our actual results to differ materially
from those reflected in any forward-looking statements we may make from time to time. The factors
identified here do not represent an exhaustive list of potential risks involved in our business and
we undertake no obligation to publicly update or revise the following risk factors:
 
    
    On September 29, 2004, we and seventeen of our wholly-owned domestic
subsidiaries filed voluntary bankruptcy petitions for reorganization
under Chapter 11 of the United States Bankruptcy Code, and we are
currently operating as debtors-in-possession under the supervision of
the bankruptcy court. Although we are working to obtain confirmation
of a plan of reorganization, we need to secure adequate equity and/or
debt financing to do so to fund payments under a plan and to provide
adequate liquidity for our post-bankruptcy operations. Our inability
to timely exit bankruptcy could materially and adversely impact our
business if it affects our ability to obtain new product awards or
renewals of existing product awards from our customers.
    
    In connection with our September, 2004 bankruptcy filing we entered
into a debtor-in-possession revolving credit facility in October, 2004
which expires October 2005. This facility contains a number of
financial covenants and other requirements. We rely on this facility
to fund our operations and provide necessary liquidity during the
pendency of our Chapter 11 proceeding. Our business would be
materially and adversely impacted if we were unable to borrow under
this facility due to our failure to meet the covenants and other
conditions required for continued borrowings under this facility.
    
    Sales to the automotive industry accounted for substantially all of
our sales in 2004. In addition, our automotive sales are highly
concentrated among a few major customers, and our products are
generally sold for specific vehicle programs. Therefore, the loss of
any significant customer or vehicle program could have a material
adverse effect on our business. Additionally, sales of our products
are dependent on unit sales of the applicable vehicle models and any
reduction in sales or failure to meet sales estimates of vehicle
models could also have a material adverse effect on our business.
    
    As is typical in the automotive supply industry, we have no long-term
contracts with our customers for most of the products that we supply.
While our customers provide annual estimates of their requirements and
update those estimates from time to time throughout the year, most of
our sales are made on a short-term purchase order basis, which
generally can be terminated by the customer.
    
    If one or more of our customers were to initiate bankruptcy or
insolvency proceedings, it could render a material portion of our
accounts receivable uncollectible or substantially impaired, which
could have a material adverse effect on our financial condition.
    
    A challenge that we and other automotive industry suppliers face is
the pressure from our customers to reduce the prices we charge for our
products. To the extent this trend continues, it puts pressure on our
margins and profitability, and could have a material and adverse
effect on our financial condition.
 34




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##### Table of Contents




    
    The automotive industry is cyclical and dependent on consumer
spending. General economic factors that adversely affect automotive
sales could adversely impact our business. In addition, our business
is seasonal due to lower sales in the third and fourth quarters due to
the pass-through effect of plant closings by OEMs for holidays,
vacations and model changeovers. Nevertheless, a substantial
percentage of our costs are generally not seasonal due to our need for
continued expenditures for capital equipment, product development and
ongoing production improvements and support, as well as other factors,
making it difficult for us to significantly reduce operating expenses
in a particular period even if our net sales forecasts for that period
are less than other periods.
    
    Our product lines are subject to change as OEMs introduce new or
redesigned products and vehicles. We compete for new business both at
the beginning of the development phase of new vehicles, which
generally begins two to five years prior to the marketing and public
sale of models based upon such vehicles, and upon redesign of existing
vehicles. Our sales would be adversely affected if we fail to obtain
business for new vehicles, or fail to retain or increase business on
redesigned existing vehicles.
    
    The substantial increases in scrap steel and other raw material costs
that we have experienced were the primary factors leading to our
bankruptcy filing in September of 2004. Energy costs have also risen.
If raw material and energy costs continue to increase, and we are
unable to pass a substantial portion of those costs on to our
customers on a timely basis, it could have a material adverse effect
on our financial condition.
    
    We are substantially leveraged and must generate enough cash to make
required interest and other payments under our debtor-in-possession
revolving credit facility. In the event we do not generate enough
cash, a default would occur under the facility unless the lenders
agreed to an amendment or a waiver. Any default would have a material
adverse effect on our business. Additionally, our debt under the
facility accrues interest at a rate that varies with prevailing market
rates. Therefore, increases in market interest rates would increase
our interest payment obligations under the facility and could have a
material adverse effect on our financial condition.
    
    A substantial percentage of our hourly employees, as well as those of
our OEM and Tier 1 customers, are represented by labor unions and work
pursuant to collective bargaining agreements. Our failure, or the
failure of any of our significant customers, to reach agreement with a
labor union on a timely basis, resulting in either a work stoppage or
strike, could have a material adverse effect on our business.
    
    We operate production facilities in Germany and Portugal, in addition
to our production facilities in the United States, that expose us to
the risks associated with non-U.S. operations, including: (i)
fluctuations in currency exchange rates; (ii) compliance with the law
and other regulatory requirements of non-U.S. jurisdictions; (iii)
overlapping and potentially inconsistent tax structures; and (iv)
possible restrictions or limitations imposed on the repatriation of
funds. Any of these risks could lave a material adverse effect on our
business or financial condition.
    
    We are subject to U.S. and non-U.S. environmental laws and regulations
governing the emission, discharge, generation, handling, storage,
transportation, treatment and disposal of hazardous and waste
materials and the clean-up of contaminated property. Although we have
made and continue to make expenditures to comply with environmental
laws and regulations, future compliance with these laws may have a
material adverse effect on our business or financial condition.
Additionally, if an improper release of hazardous materials occurs on
or from our property or from any offsite disposal site that receives
or has received such materials from us or any of our predecessors, or
if contamination is discovered at any of our or our predecessors
current or former properties, we could be held liable for such release
or for the cost to remediate contaminated property, and such liability
could have a material adverse effect on our financial condition.
 35




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##### Table of Contents



Material Changes in Results of Operations  Three months ended March 31, 2005
        Material Changes in Financial Condition, Liquidity and Capital Resources
   36




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##### Table of Contents



Critical Accounting Policies and Use of Estimates
  
 Item 3. Quantitative and Qualitative Disclosures about Market Risks
   
 Item 4. Controls and Procedures
    37




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##### Table of Contents



Item 1. Legal Proceedings
       Item 2. Changes in Securities and Use of Proceeds
  Item 3. Defaults upon Senior Securities
  
 Item 4. Submission of Matters to a Vote of Securities Holders
  Item 5. Other Information
  38




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##### Table of Contents



Item 6. Exhibits
  ExhibitNumber
    
    Description of Exhibit31.1
    
    Certification of Chief Executive Officer Pursuant to
Section 302 of the Sarbanes-Oxley Act of 200231.2
    
    Certification of Chief Financial Officer Pursuant to
Section 302 of the Sarbanes-Oxley Act of 200232
    
    Certification of Periodic Financial Report by the Chief
Executive Officer and Chief Financial Officer Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
 39




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##### Table of Contents



INTERMET
    
    CorporationBy:
    
    /s/ Robert E. BeltsRobert E. BeltsVice President of Finance and Chief Financial OfficerDate:
    
    August 15, 2005
 40




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##### Table of Contents



EXHIBIT INDEX
  ExhibitNumber
    
    Description of Exhibit31.1
    
    Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 200231.2
    
    Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 200232
    
    Certification of Periodic Financial Report by the Chief Executive Officer and Chief Financial
Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002