CHICAGO, May 10, 2022 /PRNewswire/ — Ryerson Holding Corporation (NYSE: RYI) (the “Company” or “Ryerson”), today announced that its principal shareholder, a subsidiary of Platinum Equity LLC (the “Selling Shareholder”) has launched a secondary offering of 3,500,000 shares of its common stock ( the “Offer”) pursuant to a shelf registration statement filed with the Securities and Exchange Commission (the “SEC”). The Selling Shareholder will receive all of the net proceeds of this offering. The Company is not offering any ordinary shares under the Offer and will not receive any proceeds from the sale of the shares offered by the Selling Shareholder.
In addition, the Company announced that it has entered into a share repurchase agreement with the Selling Shareholder pursuant to which the Company intends to separately repurchase common shares of the Company for an aggregate purchase price of ‘approximately $47.7 million directly from the Selling Shareholder (the “Redemption of Shares”). The Company expects to fund the share buyback with available cash. The repurchase of shares should be carried out at the same time as the closing of the offer. Although the repurchase of shares is conditional, among other things, on the closing of the offer, the closing of the offer will not be conditional on the closing of the repurchase of shares.
JP Morgan is acting as sole underwriter for the Offer.
A shelf registration statement on Form S-3 (including a prospectus) relating to these securities has been filed with and declared effective by the SEC. The Offering is being made only by means of a prospectus supplement and the accompanying prospectus. You can obtain these documents for free by visiting EDGAR on the SEC’s website at www.sec.gov. When available, copies of the prospectus supplement and accompanying prospectus relating to the Offering may also be obtained by contacting: JP Morgan, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, by phone: 1-866-803-9204, or by email: [email protected].
This press release is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy, and there will be no sale of securities in any state or jurisdiction in which such an offer, solicitation or sale be unlawful prior to registration or qualification under the securities laws of such state or territory.
Ryerson is a leading processor and distributor of value-added industrial metals, with operations in United States, Canada, Mexicoand China. Founded in 1842, Ryerson has approximately 4,000 employees in approximately 100 locations.
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Certain statements made in this presentation and other written or oral statements made by or on behalf of the Company constitute “forward-looking statements” within the meaning of federal securities laws, including statements regarding our future performance, as well as management’s expectations, beliefs, intentions, plans, estimates, objectives or projections relating to the future. Such statements can be identified by the use of forward-looking terms such as “objectives”, “goals”, “preliminary”, “range”, “believes”, “expects”, “may”, “estimates”, “shall”, “should”, “plan” or “anticipate” or their negative form or other variations or comparable terminology, or through discussions of strategy. The Company cautions that these forward-looking statements are not guarantees of future performance and may involve significant risks and uncertainties, and that actual results may vary materially from those in the forward-looking statements due to a variety of factors. Among the factors that have a significant impact on our business are: the cyclical nature of our business; the highly competitive, volatile and fragmented metals industry in which we operate; fluctuating metal prices; our substantial indebtedness and commitments in the instruments governing such indebtedness; integration of acquired businesses; regulatory and other operational risks associated with our operations located inside and outside United States; the impacts and implications of adverse health events, including the COVID-19 pandemic; work stoppages; obligations under certain employee pension plans; ownership of a majority of our equity securities by a single group of investors; currency fluctuations; and consolidation in the metals industry. Forward-looking statements should therefore be considered in light of a variety of factors, including those set forth above and those set forth under “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended. December 31, 2021our quarterly report on Form 10-Q for the quarter ended March 31, 2022, and in our other filings with the Securities and Exchange Commission. Further, we caution you not to place undue reliance on such statements, which speak only as of the date on which they were made. The Company undertakes no obligation to publicly update or revise any forward-looking statements to reflect future events or circumstances, new information or otherwise.
SOURCERyerson Holding Corporation