Reliance Steel & Aluminum Co.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
October 12, 2006
RELIANCE STEEL & ALUMINUM CO.
(Exact name of registrant as specified in its charter)
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California
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001-13122
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95-1142616 |
(State or other jurisdiction of
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(Commission File Number)
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(I.R.S. Employer |
incorporation)
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Identification Number) |
350 S. Grand Ave., Suite 5100
Los Angeles, CA 90071
(Address of principal executive offices)
(213) 687-7700
(Registrants telephone number, including area code)
Not applicable.
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 8.01 Other Events.
On October 12, 2006, Reliance Steel & Aluminum Co. (the Company) announced that, pursuant to
an Offer to Purchase and Consent Solicitation Statement dated October 12, 2006, Earle M. Jorgensen
Company (EMJ), a wholly-owned subsidiary of the Company, commenced a tender offer to purchase for
cash any and all of its outstanding 93/4% Senior Secured Notes due 2012 (CUSIP No. 480829AE0)
(Notes) and a related consent solicitation to amend the Indenture dated May 22, 2002 with respect
to the Notes and certain other agreements relating to the Notes. The amendments to the Indenture
and other agreements would eliminate 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 events of default and the security interest that holders of the Notes have in
EMJs assets. The amendments must be approved by holders of more than a majority of the
outstanding principal balance of the Notes in order to become effective, and holders may not
consent to the amendments without tendering their Notes. Notes in the aggregate principal amount
of $249,995,000 are outstanding. The Company expects to enter into a new syndicated credit
facility in the amount of approximately $1 billion to fund the purchase of all or a portion of any
tendered Notes that are accepted for repurchase by EMJ.
A copy of the Companys press release dated October 12, 2006 is attached to this Current
Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference. The foregoing
description and the description in the press release are qualified in their entirety by reference
to the full text of the Offer to Purchase and Consent Solicitation
Statement, which is attached as Exhibit 99.2 and incorporated
herein by
reference.
Item 9.01 Financial Statements and Exhibits.
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(a) |
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Financial Statements of Businesses Acquired. |
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N/A |
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(b) |
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Pro Forma Financial Information. |
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N/A |
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(c) |
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Exhibits. |
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Exhibit No. |
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Description |
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99.1
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Press Release dated October 12, 2006. |
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99.2
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Offer to Purchase and Consent
Solicitation Statement dated October 12,
2006. |
SIGNATURES
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.
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RELIANCE STEEL & ALUMINUM CO.
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Dated: October 13, 2006 |
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/s/ Karla Lewis
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Karla Lewis |
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Executive Vice President and
Chief Financial Officer |
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RELIANCE STEEL & ALUMINUM CO.
FORM 8-K
INDEX TO EXHIBITS
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Exhibit No. |
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Description |
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99.1
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Press Release dated October 12, 2006. |
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99.2
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Offer to Purchase and Consent Solicitation Statement dated October 12, 2006. |