EXHIBIT 99.1
Published on
EXHIBIT 99.1
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350 South Grand Avenue, Suite 5100 Los Angeles, CALIFORNIA Phone: 213 687-7700 WWW.RSAC.COM FAX: 213 687-8792 |
Reliance Steel & Aluminum Co.
news release
FOR IMMEDIATE RELEASE
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CONTACT: | Kim P. Feazle | ||
| Investor Relations | ||||
| (713) 610-9937 | ||||
| (213) 576-2428 | ||||
| kfeazle@rsac.com |
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| investor@rsac.com |
RELIANCE STEEL & ALUMINUM CO. ANNOUNCES A NEW $1.1 BILLION CREDIT
FACILITY AND SETTLEMENT OF EARLE M. JORGENSEN COMPANY’S TENDER
OFFER FOR ITS 9.75% SENIOR SECURED NOTES DUE 2012
FACILITY AND SETTLEMENT OF EARLE M. JORGENSEN COMPANY’S TENDER
OFFER FOR ITS 9.75% SENIOR SECURED NOTES DUE 2012
Los Angeles, CA — November 10, 2006 — Reliance Steel & Aluminum Co. (NYSE:RS) announced
today that it has entered into a new $1.1 billion revolving credit facility. The five-year,
unsecured syndicated credit facility may be increased to up to $1.6 billion at the Company’s
request with approval from the lenders. The banking syndication with fifteen banks was led by Bank
of America. The Company used funds from the new credit facility to fund the repurchase by Earle M.
Jorgensen Company (“EMJ”) of its 9 3/4% senior secured notes due 2012 (the “Notes”) tendered pursuant
to its previously announced tender offer and consent solicitation, and for working capital and
general corporate purposes, including acquisitions, capital expenditures, debt repayments,
dividend payments and stock repurchases. The new credit facility replaces the Company’s existing
$700 million credit facility and its $100 million short-term credit facility. As of September 30,
2006, $600 million was drawn on the $700 million facility and $50 million was drawn on the $100
million facility.
On November 9, 2006, the Company used funds borrowed under the new credit facility to fund the
repurchase by EMJ of $249.7 million, or 99.9%, of the EMJ Notes. The tender offer expired on
November 8, 2006. EMJ accepted for payment all Notes validly tendered and not withdrawn pursuant to
the tender offer. The total amount paid to settle the purchase of the Notes, including the consent
payment and accrued and unpaid interest, was $277.8 million.
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Concurrent with the tender offer, EMJ solicited consents from holders of the Notes for certain
amendments that eliminated substantially all of the restrictive covenants contained in the
Indenture and the Notes (other than the covenants related to asset sales and change of control
offers), certain event of default provisions as well as provisions relating to the security
interest that Holders had in the assets of EMJ, and modified or eliminated certain other provisions
contained in the Indenture, the Notes and the related Security Agreement and Intercreditor
Agreement. EMJ received the requisite consents to adopt the proposed
amendments pursuant to the consent solicitation. EMJ and the Indenture trustee have executed a
supplemental indenture in respect of such amendments, which supplemental indenture became effective
when the tendered Notes were accepted for payment.
J.P. Morgan Securities Inc. was the sole Dealer Manager for the tender offer and the consent
solicitation. Global Bondholder Services Corporation was the Information Agent and the Depositary
for the tender offer and the consent solicitation.
Reliance Steel & Aluminum Co., headquartered in Los Angeles, California, is one of the largest
metals service center companies in the United States. Through a network of more than 160 locations
in 37 states and Belgium, Canada, China and South Korea, the Company provides value-added metals
processing services and distributes a full line of over 90,000 metal products. These products
include galvanized, hot-rolled and cold-finished steel; stainless steel; aluminum; brass; copper;
titanium and alloy steel sold to more than 95,000 customers in various industries. The Company was named to the
2006 Fortune 100 Fastest Growing Companies List and the Forbes Platinum 400 List of America’s Best
Big Companies.
This release may contain forward-looking statements. Actual results and facts may differ
materially
as a result of a variety of factors, many of which are outside of Reliance Steel & Aluminum Co.’s
and
Earle M. Jorgensen Company’s control. Risk factors and additional information are included in
Reliance
Steel & Aluminum Co.’s and Earle M. Jorgensen Company’s reports on file with the Securities and
Exchange Commission, including Reliance Steel & Aluminum Co.’s Annual Report on Form 10-K for the
year ended December 31, 2005, Earle M. Jorgensen Company’s Annual Report on Form 10-K for the year
ended March 31, 2006, and their respective Quarterly Reports on Form 10-Q for the quarters ended
March 31, June 30, 2006, and September 30, 2006.
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This announcement is not an offer to purchase, a solicitation for acceptance of an offer to
purchase, or a solicitation of consents with respect to any securities. The tender offer and the
consent solicitation were made solely pursuant to the Offer to Purchase and Consent Solicitation
Statement dated October 12, 2006 and related materials.
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