DEFA14A 1 ddefa14a.htm SOLICITING MATERIALS Soliciting Materials

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934

 

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¨  Preliminary Proxy Statement

 

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¨  Definitive Proxy Statement

 

¨  Definitive Additional Materials

 

x  Soliciting Materials Pursuant to §240.14a-12

 

Ryerson Inc.


(Exact Name of Registrant as Specified in Its Charter)

 

 

 


(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

 

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Filed by: Ryerson Inc.

Pursuant to Rule 14a-12

under the Securities Exchange Act of 1934

Subject Company: Ryerson Inc.

Commission File No. 001-09117

On August 8, 2007, representatives of Ryerson Inc. will deliver a presentation to Institutional Shareholder Services (“ISS”). A copy of material that will be used in the presentation to ISS is set forth below.


Investor Presentation
Regarding Upcoming Events
Election of Directors: August 23, 2007
Stockholder Vote on Sale to Platinum Equity:
Anticipated in Fourth Quarter of 2007
August 7, 2007


2
Safe Harbor Provision
During this presentation, we will make forward-looking statements
subject to known and unknown risks and uncertainties that could cause
actual results to differ materially from those expressed or implied by
such statements. Such risks and uncertainties include, but are not
limited to, the volatility in metals demand and prices, the cyclicality of
the various industries the company serves, and other risks described in
reports filed with the SEC. We assume no obligation to update the
information provided in this presentation.


3
Proxy Solicitation
Important Information
In connection with its proposed merger with an affiliate of Platinum Equity, LLC, Ryerson plans to
file with the Securities and Exchange Commission (the “SEC”) a preliminary proxy statement and a
definitive proxy statement. The definitive proxy statement will be mailed to stockholders of Ryerson.
Stockholders of Ryerson are urged to read the proxy statement relating to the merger and other
relevant materials when they become available because they will contain important information
about the merger and Ryerson.
Security holders may obtain a free copy of the proxy statement and any other relevant documents
(when available) that Ryerson files with the SEC at the SEC’s web site at http://www.sec.gov. The
definitive proxy statement and these other documents may be accessed at www.ryerson.com or
obtained free from Ryerson by directing a request to Ryerson Inc., ATTN: Investor Relations, 2621
West 15th Place, Chicago, IL 60608.
Certain Information Regarding Participants
Ryerson, its directors and executive officers may be deemed to be participants in the solicitation of
the Company’s security holders in connection with the proposed merger.  Security holders may
obtain information regarding the names, affiliations and interests of such individuals in the
Company’s proxy statement in connection with its 2007 annual meeting of stockholders, which was
filed with the SEC on July 31, 2007. To the extent holdings of the Company’s equity securities have
changed since the amounts reflected in such proxy statement, such changes have been reflected
on Statements of Change in Ownership on Form 4 filed with the SEC.


4
Use of non-GAAP
Financial Information
The Company uses the LIFO method of inventory accounting in the
U.S., which results in a better matching of costs and revenues than
the FIFO method. To supplement its consolidated condensed financial
statements presented on a GAAP basis, the company has provided
certain non-GAAP financial measures, in some cases adjusted to
reflect
the
effects
of
valuing
inventory
on
a
FIFO
basis.
While
FIFO
is
an acceptable inventory valuation method under U.S. GAAP, the
presentation of FIFO basis financial information is considered non-
GAAP financial information as the company applies LIFO inventory
valuation for its financial reporting purposes.  A reconciliation of the
adjustments from GAAP financial measures to non-GAAP financial
measures is contained in the addendum to this presentation and may
be
accessed
at
www.ryerson.com.
This
non-GAAP
financial
information
is
not
meant
to
be
considered
in
isolation
or
as
a
substitute for financial measures prepared in accordance with GAAP.
Ryerson believes that providing these non-GAAP financial measures
in addition to the related GAAP measures better enables investors to
understand the company’s operating performance and also facilitates
comparisons
of
Ryerson’s
operating
performance
with
the
performance of other companies in the industry, many of which value
inventories on a FIFO basis (in whole or part).


5
Background
Ryerson is party to a sale agreement with Platinum Equity,
anticipated to go to a stockholder vote in 4Q2007
The current Board, after an exhaustive and public auction
process, strongly supports this sale over any other option
available, including remaining independent
There is an election of Directors scheduled prior to the
stockholder vote on the merger
Harbinger seeks to gain control of a new board, effectively
changing control of the Board and the company for no premium
There is uncertainty regarding Harbinger’s position on the sale.
A Harbinger controlled Board could change its recommendation
allowing termination (by buyer or seller) of the deal and denying
stockholders the right to vote on the deal


6
Agenda
Overview of Metal Service Center Industry and Ryerson
Ryerson: Performance has been strong vs. competition
Harbinger: Operating criticisms are unfounded
Annual Election of Directors
Ryerson: Well governed by its independent directors and achieves
high
ISS governance ratings
Harbinger: Has not put forth their own strategic plan (supports
Ryerson’s), operating plan or management team and presents
unqualified directors
On a change in control, current financings accelerate; there is no
Harbinger plan to refinance in an uncertain credit market
Sale of Ryerson to Platinum Equity
Right time to sell given current financial performance and cyclical nature
of industry
Board’s process was thorough and unbiased in achieving the highest
available price
Price is a good and fair deal for stockholders compared to other
options


7
Role of the Metals Service Center Industry
~30%
OEM’S
Appliances
Transportation
Construction equipment
Office equipment
Agricultural equipment
Fabricators
Domestic  
steel, ~80%
End users
Metals Service Center Industry
~70%
Imported
steel, ~20%
Market Size: $120 Billion (Purch. Mag.)
Products: Carbon, Stainless, Aluminum
Forms: Flat products, Plates, Bars, Tubing
Processes: Fabrication, Cutting to length,
slitting, burning, tolling
Fragmented
>3,000 North America participants
Integrated
metal mills
Mini mills
Ryerson is a market leader
2006 sales of $5.9 billion
1H07 sales of $3.3 billion
97 facilities/66 market areas  


8
Post 1999
Strategic Actions Taken to
Improve Ryerson’s Performance
Cost Reductions
Reduced headcount and capacity by 1/3—closed or downsized 26 facilities
Centralized and streamlined back room
Radically flattened and streamlined organization
Froze pension plan
Outsourced logistics
Sourcing
Strategic sourcing to consolidate and leverage buy with most capable mills
Organizational Structure and Management Processes
Simplified many basic business practices
Implemented on-line account profitability system
Brought talented and experienced outsiders into key positions
Realigned incentive compensation system
Substantially upgraded all online information systems
Selected SAP as a new IT platform and began conversion process
Growth
Multiple acquisitions to build stronger competitive positions
Focus on operational efficiencies and building a platform for growth


9
1999 –
2004: (Pre-Integris Acquisition)
Results of Restructuring Improve
Ryerson Performance
1999
2004
Square footage
Employees (year end)
Tons shipped per employee
Number of suppliers
Annualized fixed-cost savings
8.1mm
3,574
824
52
$85mm
11.5mm
5,054
663
150+


10
2005: Acquisition and Integration of  Integris 
Further Improves Financial Performance and
Competitive Position
Closed January 4, 2005 for $644MM
Paid 6.3x LTM EBITDA for highly strategic acquisition
Immediately accretive
2004 sales of $2.0 Billion
By far the largest of a series of acquisitions focused on
improving competitive positions in key product lines
Annualized cost savings of $60MM by Y/E 2007
$50MM achieved by June 30, 2007
Strengthened resulting management team-best of the best from
both companies in all positions
Coupled with prior restructuring, creates a company with strong
competitive positions and superior financial performance


11
Ryerson’s Strategic Programs have
Demonstrated Strong Sales Growth…
$2,783
$5,909
$3,281
$-
$1,000
$2,000
$3,000
$4,000
$5,000
$6,000
$7,000
1997-1999
2006
2007- 6 mons
Sales
Poor competitive positions
High overhead Structure
Outdated IT infrastructure
Restructured
Strong product positions
State of the art IT infrastructure
Track record of results


12
Through
Implementation
of
its
Strategic
Programs,
Ryerson
Became
One
of
the
Leading
Public
Metal
Service
Center
Companies…
$0.6
$0.8
$0.9
$0.9
$1.0
$1.2
$1.3
$1.8
$1.8
$2.7
$3.0
$5.9
$5.7
$0.0
$1.0
$2.0
$3.0
$4.0
$5.0
$6.0
$7.0
2006 Revenue


13
…And Has Steadily Improved Financial
Returns Relative to Competitors
Initiatives
$85mm Restructuring
$50mm of annualized
synergies from
Integris acquisition
Source: Company reports
Notes:   
1    Calculated as tax-effected FIFO EBIT/average invested capital
2    Includes A.M. Castle, Central Steel & Wire, Earle M. Jorgensen, Gibraltar Industries, Olympic Steel, Metals USA, Novamerican, PNA Group, Reliance Steel & Aluminum,
Russel Metals, Samuel Manu-Tech, Shiloh Industries, Steel Technologies and Worthington Industries
Consolidated over 20 locations
Centralized shared services (credit, IT, accounting,
purchasing, HR)
Increased local accountability for customer service
Strategic sourcing
Created backbone for future acquisitions—J&F
Steel (2004), Integris Metals (2005) and Lancaster
Steel (2006)
Supplier leverage
Reduced overhead
Consolidated 5 service
centers
After
Tax
Return
on
Invested
Capital
1
(LIFO
companies
adjusted
to
FIFO)
Sale of Inland Steel
Acquired Thypin Steel,
Washington Specialty Metals
and Cardinal Metals
(7.0)
(4.0)
(1.0)
2.0
5.0
8.0
11.0
14.0
17.0
20.0
23.0
26.0
1998
1999
2000
2001
2002
2003
2004
2005
2006
1H
2007
RYI
Peers²
Post-
Restructuring
Pre-
Restructuring
10.0
15.1
12.2
6.3
12.0
11.9
9.7
13.1
15.8
11.9
0.0
3.0
6.0
9.0
12.0
15.0
18.0
10-Year
5-Year
3-Year
1-Year
Average
RYI
Peers²
1H 2007


14
…And Financial Performance 1H07
Beats 75% of Public Competitors
After Tax  ROIC 2006
1H 2007
Source: Company Reports
Note: Calculations are adjusted to FIFO when  necessary. Reference set of companies based on Harbingers reference set, per 13D Filing
5.8
9.6
11.2
11.9
12.1
12.2
12.8
14.0
17.6
18.4
20.9
0
2
4
6
8
10
12
14
16
18
20
22
SHLO
ROCK
MUSA
SMT
WOR
RYI
TONS
ZEUS
RUS
CAS
RS
4.4
5.5
8.2
8.4
8.8
10.3
10.5
11.1
12.0
16.4
20.2
0
2
4
6
8
10
12
14
16
18
20
22
SHLO
ROCK
WOR
TONS
SMT
MUSA
ZEUS
RUS
RYI
RS
CAS


15
Improving Performance Has Also Been
Reflected in Ryerson’s Stock Price
Peers
include:
A.M.
Castle,
Gibraltar,
Novamerican
Olympic,
Reliance,
Russel,
Samuel
Manu-Tech,
Shiloh
Industries,
Steel
Technologies
and
Worthington:
market
cup
weighted
0
50
100
150
200
250
300
350
Dec-03
Jul-04
Feb-05
Aug-05
Mar-06
Sep-06
Ryerson
Peers
S&P 500
$34.50
Transaction w/Platinum Price = $34.50
Price = $25.09
Dec-06


16
Harbinger’s Critique of Ryerson’s
Operating Performance is Flawed
Harbinger claims
Ryerson underperforms its competitors on 3 specific financial measures: gross margin %, EBITDA %
and inventory turns, however…
The facts are:
Gross margin % is not a good comparable measure: competitors have different product and customer
mix:
Product Mix –
a ton of stainless steel or aluminum sells for a multiple of a ton of  carbon flat roll
steel;  the mark-up gross margin percentage is lower, but the gross profit dollars per ton is much
higher for  stainless and aluminum
Customer
Type
-
Program
account
versus
transactional
Ryerson
has
a
higher
proportion
of
large
OEM
program
account
customers
larger
orders,
more
gross
profit
dollars,
but
lower
percentage margin 
Toll
processing
-
the
processor
is
paid
a
“toll”
to
process
the
material.
Low
sales
dollar,
but
no
material cost, and thus high gross margin percentage
EBITDA % is not a good comparable measure;
Ignores asset intensity and working capital management that differ across competitors
Harbinger
did
not
adjust
to
a
comparable
inventory
accounting
method
for
peers
-
LIFO
vs. FIFO generate very different results, particularly in a period of rapidly changing
prices
FIFO ROIC% adjusts for all these differences
Return on Invested Capital with comparable inventory accounting
is the best measure of financial performance.  On this measure,
Ryerson outperforms most of the peers selected by Harbinger


17
Additionally, Harbinger’s Criticism of
Inventory Management is Not Supported
by the MSCI’s Inventory Turn Data…
Note:
1      Calculated as cost of goods sold (adjusted for LIFO impact) divided by average inventory over the period (adjusted for LIFO
reserve)
for
Ryerson;
MSCI
inventory
turns
calculated
as
shipments
divided
by
average
inventory
over
period;
see
addendum for detailed assumptions and reconciliation to GAAP results
3.2
3.4
3.6
3.8
4.0
4.2
4.4
4.6
4.8
5.0
1997
1998
1999
2000
2001
2002
2003
2004
2005
2006
YTD
(6 months)
Ryerson
Metal Service Center Institute
3.8
Average
3.7


18
…And Ryerson has been Improving
its Inventory Management Faster Than
MSCI Comparables Since Mid 2006
Days Sales in Inventory
88
110
121
88
86
85
105
122
100
96
50
60
70
80
90
100
110
120
130
6/30/2006
9/30/2006
12/31/2006
3/31/2007
6/30/2007
Ryerson
MSCI
Note: Calculated using Inventory level (in tons)
as of date indicated above divided by average
daily shipments (annualized shipments / 365)


19
Agenda: Annual Election of Directors
Overview of Metal Service Center Industry and Ryerson
Ryerson: Performance has been strong vs. competition
Harbinger: Operating criticisms are unfounded
Annual Election of Directors
Ryerson: Well governed by its independent directors and achieves
high ISS governance ratings
Harbinger: Has not put forth their own strategic plan (supports
Ryerson’s), operating plan or management team and presents
unqualified directors
On a change in control, current financings accelerate; there is no
Harbinger plan to refinance in an uncertain credit market
Sale of Ryerson to Platinum Equity
Right time to sell given current financial performance and cyclical nature
of industry
Board’s process was thorough and unbiased in achieving the highest
available price
Price is a good and fair deal for stockholders compared to other
options


20
Ryerson is Well-Governed by its
Independent Directors
Five of the ten independent board members were newly elected in
the last four years: Longer tenure directors understand historical
perspective, shorter tenure brings new insights, questions and
debate
Directors are accomplished executives with significant public board
and executive management experience
Board members have a variety of backgrounds in core areas
relevant to operations, including complex multi-location service
businesses, finance, marketing, technology, M&A and International
Board closely monitors implementation of strategy and operational
results
Compensation and Audit committees comprised solely of
independents


21
Ryerson is Well-Governed by its
Independent Directors (cont’d)
Lead Director works closely with management to set
Board agendas
Independent directors meet in executive session at
every meeting without management
Board is actively involved in guiding the direction of the
company: Integris acquisition, international expansion,
leadership development, etc. 
On ISS Governance Rating, Ryerson outperformed
96.6% of the companies in the S&P 500 and 94.3%
of
the companies in the materials group
Individual directors’
biographies follow


22
JAMESON A. BAXTER
Director since 1999
President of Baxter Associates, Inc., since 1986.
Vice President and Principal of
Regency Group, Inc.,
1989 to 1992
Vice President of The First Boston Corporation,
1975 to 1986
Director of The Putnam Funds; Chairman of 
Contract Committee and member of the Marketing
Committee, Brokerage Committee, Board Policy and
Nominating Committee, and Executive Committee.
Previously served on Boards of Directors of Banta
Corporation
and Avondale Financial Corp.
RICHARD G. CLINE
Director since 1996
Chairman of Hawthorne Investors, Inc., since 2000
Chairman of Hussmann International, Inc.,1998 to 2000.
Chairman of the Board and Chief Executive Officer of
NICOR,
Inc.,
1986
to
1995.
Chairman, President and Chief Executive Officer of Jewel
Companies,
Inc.,
1984
to
1986.
Director
of
PepsiAmericas,
Inc.;
Chair
of
the
Management
Resources and Compensation Committee; member of
Affiliated Transactions Committee and Governance,
Finance and Nominating Committee.
Chairman and a trustee of Northern Institutional Funds,
and Northern Multi-Manager Funds.
Past Chairman of the Federal Reserve Bank of Chicago.
Previously served on Boards of Directors of Jewel
Companies,
Inc.,
Whitman
Corporation
and
Kmart
Corporation.
RUSSELL M. FLAUM
Director since 2004
Executive Vice President of Illinois Tool Works, Inc.,
overseeing the $3 billion Global Industrial Packaging
Systems business, since 1992; Vice President of
Marketing, 1986 to 1992.
President
of
Signode
Corporation,
1990
to
1992.
Previously served on Board of Directors of Quanex
Corporation.
JAMES A. HENDERSON
Director since 1996
Lead Director
Chairman and Chief Executive Officer of Cummins Inc.,
1995 to 1999; Executive Vice President, President and
Chief
Operating
Officer,
1975
to
1995.
Lead Director of AT&T Inc.; Chair of the Human
Resources Committee and member of the
Finance/Pension Committee and the Executive Committee.
Director of Nanophase Technologies Corporation; Chair
of Nominating Committee and member of the
Compensation and Governance Committee.
Previously served on Boards of Directors of International
Paper Co., Rohm and Haas Company, SBC
Communications Inc., Championship Auto Racing
Teams,
Inc.,
Ameritech
Corporation
and
Cummins
Engine Company, Inc.


23
GREGORY P. JOSEFOWICZ
Director since 1999
Chairman, President and Chief Executive Officer of
Borders
Group,
Inc.,
2002
to
2006;
President
and
Chief
Executive Officer, 1999 to 2002.
President of Albertsons, Inc.,
Midwest Region 1999 to
2002.
Chief Executive Officer of the Jewel-Osco division of
American
Stores
Company,
1997
to
1999.
Director of PetSmart, Inc.; member of Compensation
Committee and Corporate Governance Committee.
Director of Winn-Dixie Stores, Inc.; member of Audit
Committee.
Previously served on Boards of Directors of Spartan
Stores
Inc.
and
Borders
Group,
Inc.
JAMES R. KACKLEY
Director since 2007
Private investor.
Public accountant for Arthur Andersen, 1963 to 1999.
Audit partner, 1974 to 1999.
Chief Financial Officer for Andersen Worldwide.
Adjunct professor at the Kellstadt School of
Management at DePaul University.
Director of PepsiAmericas, Inc.; member of the
Compensation and Audit Committees, and Audit
Committee financial expert.
Director of Herman Miller, Inc.; Chairman of Audit
Committee and Audit Committee financial expert.
DENNIS J. KELLER
Director since 2005
Non-executive
Chairman
of
the
Board
of
DeVry
Inc.,
since
2006; Executive Chairman of the Board, 1987 to 2006;
Chief Executive Officer, 1987 to 2002 (DeVry was
purchased by Keller from Bell & Howell in 1987); Co-Chief
Executive Officer,  2002 to 2004.
Co-founder of Keller Graduate School of Management
1973;
Chairman
of
the
Board
and
Chief
Executive
Officer
from 1973 to 1987.
Director of Nicor Inc.; Chair of the Compensation
Committee.
MARTHA MILLER DE LOMBERA
Director since 2004
Vice President and General Manager—Latin American
North Market Development Organization of the Procter &
Gamble
Company;
various
executive
positions,
1976
to
2001.
Director of Wal-Mart de Mexico, S.A. de C.V.
Director
of
Nationwide
Financial
Services,
Inc.;
member
of Finance Committee.
Director
of
Sally
Beauty
Holdings,
Inc.;
member
Compensation
Committee
and
Nominating
and
Governance Committee.


24
NEIL S. NOVICH
Director since 1996
Chairman, President and Chief Executive Officer of the
Company since 1999.
Former Head, Distribution and Logistics Practice, Bain &
Company.
Director of W.W. Grainger, Inc.; Member of Board Affairs
and Nominating Committee and  Compensation
Committee.
JERRY K. PEARLMAN
Director since 1996
Chairman of Zenith Electronics Corporation; Chief
Executive Officer, 1983 -
1995.
Director
of
Nanophase
Technologies
Corporation;
Chairman of Compensation and Governance Committee
and member of Audit and Finance Committee.
Director of Smurfit Stone Container Corporation;
Chairman of Audit Committee and member of
Compensation Committee.
Previously served on Board of Directors of  Royal
Packaging Industries Van Leer, N.V and First Chicago
Corporation.
ANRÉ
D. WILLIAMS
Director since 2004
President—Global Commercial Card, American Express
Company;
Executive
Vice
President—U.S.
Commercial
Card,  2003 to 2007; Senior Vice President—U.S. Middle
Market,  2000 to 2003,Vice President/General Manager—
Western Region, Corporate Services, 1999 to 2000, Vice
President—Acquisition
and
Advertising,
1996
to
1999;
and
Director—New Product Development from 1994 to 1996.


25
The Board has Ensured that Management
Incentive Compensation is Aligned with
Stockholders
Short-
and long-term incentive plans:
Annual incentive tied to OROOA (operating return on operating assets);
no payout if minimum thresholds are not met
Corporate staff: Tied to corporate performance
Target set by Compensation committee based on business plan and
industry conditions
Long-term incentive
Paid in performance shares, not options
Tied to 4-year return on net assets (no payout if minimum thresholds are
not met)
Compensation committee sets target above median performance of
cyclical industries
Designed to pay for performance and create long-term value
Incentive pay represents nearly one-half of executives’
total target
compensation
Stock ownership guidelines in place


26
Giving Harbinger Control
Will Not
Provide Adequate Governance for
Stockholders
Harbinger’s
criticism
of
Ryerson’s
“under
performance”
is 
rebutted when results are measured with appropriate metric
(ROIC%) and accounting. Additionally, the accusation of below
industry inventory management is inconsistent with the MSCI
data
Electing Harbinger’s nominees hands over control to a single
stockholder without providing stockholders any control premium
Neither Harbinger nor its nominees have proposed any 
strategic direction or plans of any kind.  In fact, Harbinger stated
“Ryerson’s long-term strategy to simultaneously improve cost
structure and productivity and expand its customer base while
remaining a leader in a consolidating industry is the right one*
Additionally, no plan for day-to-day management and no
financing plan has been disclosed (financings accelerate on a
change in control)
*Press Release of January 2, 2007


27
Harbinger Has Stated No Strategic Plan for
Day-to-Day Management, Even While Asking
to be Given Control of the Company…
…In fact, Harbinger’s Proxy States:
The HCP Nominees stand committed to pursuing and implementing
strategies for enhancing stockholder value and restoring public confidence
and
support
in
the
Company.
However,
there
can
be
no
assurance
that
the
actions
the
HCP
Nominees
intend
to
take
will
be
implemented
if
they
are
elected
or
the
HCP
Nominees
will
improve
the
Company’s
business
or
prospects
or
otherwise
enhance
stockholder
value.
Your
vote to elect the HCP Nominees does not constitute a vote in favor of any
value-enhancing
plans
of
the
HCP
Funds
for
the
Company.
Neither
the
HCP
Funds
nor,
to
the
knowledge
of
the
HCP
Funds,
any
other
person
on
behalf
of
the
HCP
Funds
has
made
or
undertaken
any
analysis
or
reports
as
to
whether
stockholder
value
will
be
maximized
as
a
result
of
the
solicitation
described
in
this
proxy
statement
or
obtained
reports
from
consultants
or
other
outside
parties
as
to
whether
the proposals presented herein would have an effect on stockholder value.
There
can
be
no
assurance
that
stockholder
value
will
be
maximized
as
a
result
of
this
solicitation
or
the
election
of
the
HCP
Funds
Nominees.
Source: Harbinger Proxy, filed August 7, 2007, page 18


28
Background on Harbinger’s Nominees
Nominees
Background
Keith Butler
Interlocking
director with Davis at Atlas Air*
Eugene Davis
Extensive previous experience on Harbinger Boards
Serves on seven public company boards and numerous
private company boards
Interlocking
director with Butler at Atlas Air
*
Former interlocking
director with Morris and Dienst
at
MUSA
Daniel Dienst
Interlocking
director with Davis and Morris at MUSA
Interlocking
directorship with Morris at Metal Management
Richard Kochersperger
No experience as a public company director
No metals industry experience
Larry Liebovich
No experience as public company independent director
Direct industry experience with very small independent
competitor
purchased
by
Reliance.
Liebovich
did
not
hold
any
senior positions at Reliance
Gerald Morris
Former interlocking
director with Dienst
& Davis
Interlocking directorship with Dienst
at Metal Management
Allen Ritchie
No experience as public company independent director
*Harbinger is largest stockholder of Atlas Air


29
Harbinger Suggests That Their Nominees Will
Improve the Sale Transaction Process.  Let’s
Look at Their Record —
CEO holds meetings with several private equity funds including Apollo (pg. 14)
Apollo approaches CEO to express interest in pursuing a transaction with MUSA (pg. 14)
Board enters confidentiality agreement with Apollo (pg. 14)
Board
decides
not
to
conduct
an
auction
(pg. 15)
Apollo indicates transaction predicated on CEO remaining with surviving company (pg. 16)
CEO begins negotiating employment agreement with Apollo (pg. 17)
Apollo informs MUSA Board that CEO employment agreement is executed (pg. 21)
Board approves transaction (pg. 21)
Compensation Committee of MUSA recommends $500,000 bonus to Dienst on
completion of transaction (pg. 21)
Company agrees not to “initiate, solicit, encourage or facilitate any inquiries with respect
to,
or
the
making
of,
an
acquisition
proposal”
(pg. 73)
Result: MUSA sold to Apollo for 4X EBITDA with no auction process or go shop
Nov. 04
Jan. 05
Feb. 05
March 1, 05
March 15, 05
Wk of April 11
May 14
May 18
May 18
Metals USA Directorship of Davis, Dienst and Morris: 
Sale to Apollo in November 2005*
*Proxy filed September, 2005
Merger
Agreement


30
Harbinger claims its nominees have more relevant industry experience.
Three (Dienst, Davis, Morris) were directors of Metals USA (MUSA), from
October 2002 through November 2005, a Ryerson competitor and one
of
the peers selected by Harbinger
These nominees joined the MUSA board following its bankruptcy filing and
stayed through MUSA’s re-emergence as a public company and its
eventual purchase by Apollo. However, the charts on the next page show
that the performance of MUSA under Dienst, Davis and Morris lagged
Ryerson and continues to lag today: 
On a ROIC % basis, MUSA lagged Ryerson throughout the period
Ryerson inventory turns exceed MUSA throughout the period
Additionally, the MUSA board and Dienst, Davis and Morris approved the
sale of MUSA to Apollo for a price multiple of 4x EBITDA, one of
the
lowest price multiples for a comparable sale transaction in the service
center industry and well below the average
Though Harbinger is highly critical of Ryerson’s board oversight in this
area, these
Harbinger nominees have a poor track record 
Giving Harbinger Control
Will Not
Provide Adequate Governance for
Stockholders (cont’d)


31
Ryerson/MUSA Relative Performance
ROIC
1
Inventory Turns
2
Source:   Company reports
Notes:     Ryerson adjusted for LIFO
1
Calculated
as
EBIT
plus
earnings
from
equity
in
affiliates,
divided
by
the
average
invested
capital
(total
debt
+
minority
interest
+
preferred
stock
+
shareholders’
equity)
over the period
2    Calculated as COGS adjusted to exclude LIFO gain or loss divided by the average at current value over the period
(5)
0
5
10
15
20
25
30
2002
2003
2004
2005
2006
1H2007
Ryerson
Metals USA
Average = 10.3
Average = 9.1
2.5
3.0
3.5
4.0
4.5
5.0
2002
2003
2004
2005
2006
1H2007
Ryerson
Metals USA
Average = 3.7
Average = 3.4


32
Reject Harbinger Slate
Harbinger has stated no plan as to what they would to do 
Operating plan
Strategic plan
Financing plan
Shareholders have a right to know what Harbinger would do differently if they gain
control of the Board
They have not stated their position on the Platinum merger agreement. Stockholders
have a right to know their position before they vote on the Board
A vote for Harbinger’s slate surrenders control without Harbinger paying a control
premium, having bought approximately 10% of the stock at prices ranging from $20.07
to $23.53
We
believe
Harbinger’s
nominees
are
not
qualified
lack
necessary
experience
with
large, complex public companies with international investments and poor performance
of MUSA and a questionable sale process to Apollo
Ryerson’s results prove the strategy and the current Board’s oversight is working
Ryerson’s stockholders have been rewarded with above market returns
We ask for your support for the Company’s
nominees in the upcoming stockholder vote


33
Agenda: Sale of Ryerson to Platinum
Equity
Overview of Metal Service Center Industry and Ryerson
Ryerson: Performance has been strong vs. competition
Harbinger: Operating criticisms are unfounded
Annual Election of Directors
Ryerson: Well governed by its independent directors and
achieves high ISS governance ratings
Harbinger: Has not put forth their own strategic plan (supports
Ryerson’s), operating plan or management team and presents
unqualified directors
On a change in control, current financings accelerate; there is no
Harbinger plan to refinance in an uncertain credit market
Sale of Ryerson to Platinum Equity
Right time to sell given current financial performance and
cyclical nature of industry
Board’s process was thorough and unbiased in achieving
the highest available price
Price is a good and fair deal for stockholders vs. compared
to other options


34
Events Leading up to Decision to
Review Strategic Alternatives
Ryerson’s financial performance has improved continuously over time
relative to competitors; in 1H07 outperforms 8 out of 10 public competitors
Harbinger, as a major stockholder, sought a change in control of
the
company at the Board level; this change in control would not reflect any
premium for other stockholders
Ryerson’s stock price rose rapidly after Harbinger’s filing due to increased
market
focus
leading
the
Board
to
consider
whether
Ryerson’s
future
value
could
be
delivered
to
stockholders
today
through
alternatives
such
as
a
stock buy-back, sale, partial sale, or leverage recap
A review of options such as stock buybacks, leverage recaps and partial
sales led the Board to conclude that these provide no substantial additional
value to stockholders and would likely over-leverage the Company,
particularly in a recession
Based
on
this
set
of
circumstances
the
Board
elected
to
evaluate
the
company’s strategic plan vs. a complete sale considering a variety of
factors:
Was this the right time to sell?
What is the best price that could be achieved?
Is this price a better value for stockholders than simply implementing the
strategic plan?


35
1/1/2003
12/2/2003
11/2/2004
10/3/2005
9/4/2006
8/6/2007
5.00
10.00
15.00
20.00
25.00
30.00
35.00
40.00
45.00
50.00
Key Events vs. Ryerson Stock Price
Source:  FactSet, Company reports, Factiva
12/13/06
Harbinger files 13-D
re 9.7% holding
1/2/07
Harbinger proposes
slate of 7 directors
2/14/07
Ryerson announces Q4 ‘06 and
FY2006 results, and exploration of
strategic alternatives
5/2/07
Ryerson reports
Q1 results
4/07
Rumors circulate
regarding potential sale
and possible price
7/24/07
Ryerson
announces sale
to Platinum
Equity
(2005 Average Price = 16.84)
(2006 Average Price = 25.39)
(2004 Average Price = 14.25)
Platinum Offer = $34.50/share
8/1/07
Ryerson reports
record Q2 ’07
results
(2003 Average Price = 8.03)


36
The Board Followed a Deliberate and
Exhaustive Process to Determine the
Best Outcome for Stockholders
I.
Review the company’s current strategic plan
Historical performance
Impact of cyclicality and future performance under
various scenarios
Execution risks
II.
Determine whether this is a good time to sell
Position in industry cycle
Portion of operational improvements already achieved
III.
Conduct a thorough, unbiased and public auction
to attain the highest available price
IV.
Compare the best sale price attainable with the
value embedded in the company's strategic plan


37
Historical Financial and Business
Performance
Historical
Fiscal
Year
Ended
December
31,
1,2
LTM
(US$mm, unless otherwise noted)
1998A
1999A
2000A
2001A
2002A
2003A
2004A
2005A
2006A
6/30/07
Tons
Shipped
(000s)
3,108
3,333
3,339
2,817
2,610
2,553
2,821
3,499
3,292
3,190
Revenue
2,783
2,764
2,862
2,244
2,097
2,189
3,302
5,781
5,909
6,234
Gross
Profit
626
632
570
352
367
358
489
883
854
917
Operating Expenses
503
501
502
374
353
337
383
658
671
669
EBIT (Excl. One-Time Items)
4
90
99
36
(54)
(12)
10
98
209
167
208
Reported Net Income
544
56
(30)
(60)
(97)
(14)
56
98
72
83
Depreciation & Amortization
33
32
32
32
25
24
21
39
40
40
LIFO
Adjustment
(41)
(8)
(22)
(31)
29
22
274
(62)
189
206
ROIC
(%)
5
3.6
6.1
0.9
(6.5)
1.7
3.1
25.7
6.9
12.2
14.3
EPS (Diluted)
6
0.99
1.56
(1.03)
(2.47)
(3.86)
(0.56)
2.18
3.78
2.50
2.81
Inventory
501
543
568
410
494
501
607
834
1,129
791
LIFO Reserve
71
63
41
10
39
61
335
273
504
561
Inventory Turns (x)
—Tons
Basis
-
-
-
-
-
-
3.8
4.3
3.2
3.3
Notes:  
1   Acquisition of Integris
Metals closed on January 4, 2005
2   Summary of acquisitions:
1997
-
Cardinal
Metals,
Omni
Metals,
Thypin
Steel;
1999
-
Washington
Specialty
Metals;
2004
-
J&F
Steel;
2005
-
Integris
Metals;
2006
-
Lancaster Steel
3   Adjusted for embedded D&A; detailed in Appendix A
4   One-time items detailed in Appendix A
5
Calculated
as
tax-effected
FIFO
EBIT
/
average
invested
capital
(adjusted
for
tax-affected
LIFO
reserve)
6   As-reported
3
3
EBITDA (Excl. One-Time Items)
4
FIFO EBITDA (Excl. One-Time Items)
4
123
131
67
(22)
13
34
119
249
248
207
56
82
123
45
(53)
43
392
187
396
454


38
Ryerson’s Long-Term Strategic Plan
Growth through acquisitions and joint ventures
Expand acquisition pipeline in specific geographies and product lines
Fully integrate acquisitions to achieve backroom savings and other operating
efficiencies
Expand international JVs in Mexico, India and China to follow customers
offshore
Gain market share organically
Provide unique capabilities to multi-location / multi-national manufacturers
through a specialized sales account team
Move downstream into high value parts and assemblies
Add accounts through targeted marketing programs
Continue focus on improving operating efficiencies
Complete conversion of all service centers to SAP and achieve targeted
savings
Consistently achieve 5 inventory turns
Continue to implement Six Sigma program to offset inflation
Expand global metals trading to reduce purchased material costs
Improve performance at service centers lagging overall company performance


39
Overview of Projected Cases
     Case I
Projections per Ryerson’s long term strategic plan, but without a recession
Gain market share organically
Additional Growth via acquisitions and new international investments and joint
ventures
Continue improving operations
     Case II
Same as projections per Case I, but excludes any growth from acquisitions or new
international investments and joint ventures
     Case III
Assumes economic downturn begins in 2008 and continues through 2010 with
recovery in 2011
Does not include any growth from acquisitions or new international investments
Expenses are managed more aggressively in conjunction with lower sales volume
Management prepared three financial Cases as follows:


40
Projections: Weighted Average
Scenario
EPS
4.30
5.15                5.80
6.52 
7.28
Weighted Average Scenario Based on probability of 33% each for Case I, Case II and Case III
'07-11
($mm except as noted)
2007F
2008F
2009F
2010F
2011F
CAGR
Tons (000s)
3,336
3,327
3,474
3,618
3,898
4.0%
Revenue
6,903
6,371
6,580
6,908
7,711
2.8%
EBITDA
323
302
320
346
410
6.1%
EBIT
283
262
280
306
370
6.9%
Net Income
137
145
161
181
226
13.3%
Fiscal Year Ending December 31,


41
The Board Followed a Deliberate and
Exhaustive Process to Determine the
Best Outcome for Stockholders
I.
Review the company’s current strategic plan
Historical performance
Impact of cyclicality and future performance under
various scenarios
Execution risks
II.
Determine whether this is a good time to sell
Position in industry cycle
Portion of operational improvements already
achieved
III.
Conduct a thorough, unbiased and public auction
to attain the highest available price
IV.
Compare the best sale price attainable with the
value embedded in the company's strategic plan


42
Risks to Strategic Plan -
External
Industry is slow growth and cyclical
Current volume at historic peaks
Industrial economy recession likely in
any 5 –
7 year period
Pricing at peak levels
Pricing drops rapidly in a recession
Nickel pricing at all-time high in Q2 at
almost $55,000/tonne vs. average of
$25,000 in 2005 –
has already fallen to
$35,000 more recently
150
250
350
450
550
650
750
850
Hot Rolled
Cold Rolled
Carbon Plate
1,000
1,600
2,200
2,800
3,400
4,000
4,600
5,200
5,800
6,400
0.4
0.6
0.8
1.0
1.2
1.4
Stainless
Aluminum
150
250
350
450
550
650
750
850
Hot Rolled
Cold Rolled
Carbon Plate
1,000
1,600
2,200
2,800
3,400
4,000
4,600
5,200
5,800
6,400
0.4
0.6
0.8
1.0
1.2
1.4
Stainless
Aluminum
Source: Purchasing Magazine, Bloomberg
Notes:
1     Spot prices include raw materials' surcharges starting in 1st Quarter 2001
2     Prices represent quarterly averages
Metals Pricing
Stainless & Aluminum
Hot Rolled, Cold Rolled & Carbon Plate
Industry
Shipments
30000
40000
50000
60000
1996
1997
1998
1999
2000
2001
2002
2003
2004
2005
2006
Cagr = 2.0%
MSCI Shipments


43
Timing is Appropriate to Consider a
Sale
Industry volume has shown recent declines
Metal pricing at or near peak and softening
Many of the benefits of strategic initiatives
have already been realized
Ryerson already performing better than most
public competitors
Right time to sell at a fair price


44
The Board Followed a Deliberate and
Exhaustive Process to Determine the
Best Outcome for Stockholders
I.
Review the company’s current strategic plan
Historical performance
Impact of cyclicality and future performance under
various scenarios
Execution risks
II.
Determine whether this is a good time to sell
Position in industry cycle
Portion of operational improvements already achieved
III.
Conduct a thorough, unbiased and public
auction to attain the highest available price
IV.
Compare the best sale price attainable with the
value embedded in the company's strategic plan


45
Strategic Process Highlights
Board met 30 times between January 10 and July 24
Executive sessions excluding management
Separate discussions with legal (Skadden Arps) and financial advisors
(UBS)
Board conducted broad and public auction process
55 parties contacted (23 mills, 6 service centers, 26 Private Equity)
20 executed Confidentiality Agreements
8 indications of interest
3 conditional bids (including Platinum)
2 additional parties expressed interest in July
Interested parties had extensive access to management,
comprehensive due diligence material and site visits
Management conducted presentations to six interested parties. 
Extensive access provided to Company data
Board restricted management discussions concerning employment
and compensation with bidders
Board has met regularly since July 24 to actively monitor go shop
period


46
Extensive negotiation process conducted by
UBS at the Board’s direction
Negotiated with Platinum as well as other bidders
Independent Directors controlled discussions
regarding management continuity
Extensive effort by UBS to receive the highest offer
possible
Platinum provided the highest price at $34.50 per
share
Offer includes a “go shop”
through August 18, 2007
and a “no shop”
period both with modest breakup
fees
Platinum offer not contingent on further due
diligence, financing or Ryerson management
employment
Strategic
Process
Highlights
(cont’d)


47
Board determined that it was in best interests of
stockholders to accept Platinum offer of $34.50 vs.
remaining an independent company or any other
alternative
UBS presented its financial analysis to the Board and
delivered a fairness opinion with respect to the $34.50 per
share to be received by the holders of Ryerson's common
stock
Platinum offer at $34.50
15% premium to 2/13 ($30.01) price, the day prior to Board
announcing process
45% premium to 12/13 ($23.77) price, the day that Harbinger
filed its 13D
36% premium over the 2006 average price of $25.39
22% higher than the average price for any quarter in Ryerson
history (prior to start of the strategic initiative process)
Definitive Merger Agreement signed July 24, 2007
Strategic Process Highlights (cont’d)


48
This Was The Best Price Available
Active and public auction process prior to
definitive agreement
Platinum agreement is not contingent on:
Due Diligence
Ryerson management –
there are no contracts
with management
Financing
Go shop and no shop provisions encourage
superior bids
At the Board’s direction, UBS is actively taking
advantage of these provisions


49
The Board Followed a Deliberate and
Exhaustive Process to Determine the
Best Outcome for Stockholders
I.
Review the company’s current strategic plan
Historical performance
Impact of cyclicality and future performance under
various scenarios
Execution risks
II.
Determine whether is was a good time to sell
Position in industry operational cycle
Portion of improvements already achieved
III.
Conduct a thorough, unbiased and public auction
to attain the highest available price
IV.
Compare the best sale price attainable with the
value embedded in the company's strategic
plan


50
Historical Trading Multiples Analysis—
EV/LTM EBITDA
Selected
Companies
1
Source:  FactSet (not pro forma for any acquisitions)
Notes:
1      Selected companies include A.M. Castle, Novamerican, Olympic, Reliance, and Russel; calculated using the median multiple across peers; excludes Novamerican post
announcement of acquisition by Symmetry Holdings
2
LTM as of 6/30/07
3
LTM as of 3/31/07
0.0
1.0
2.0
3.0
4.0
5.0
6.0
7.0
8.0
9.0
Jan-05
Jul-05
Jan-06
Jul-06
Jan-07
Jul-07
Average = 5.4x
Offer Value = 7.7x EBITDA²
Offer value = 9.0x EBITDA³


51
Implied Multiples of Selected Precedent
Transactions
Source: Based on reported financials adjusted for one-time items
1.
Annualized 1H2005 results
2.
Adjusted for impact of company-owned life insurance plan
3.
Normalized financials are average of prior 5 years
4.
Annualized 1H2006 results
3.5
4.0
4.9
5.2
5.7
6.0
6.2
6.2
6.3
7.4
7.7
9.0
0.0
1.0
2.0
3.0
4.0
5.0
6.0
7.0
8.0
9.0
10.0
Mean 5.5
Median 5.9


52
Comparison of Offer to Potential
Future Value of Stock
Current offer compares well to potential future value even
before factoring any execution risk adjustment
Equal Weighted Case
Comparison of PV of Estimated Future Share Price to $34.50 Offer
$0.00
$5.00
$10.00
$15.00
$20.00
$25.00
$30.00
$35.00
$40.00
$45.00
$50.00
2009 EBITDA basis
2011 EBITDA basis
PV per Share @ 5x EBITDA
PV per Share @ 5.5x EBITDA
PV per Share @ 6x EBITDA
PV per Share @ 6.5x EBITDA
PV per Share @ 7.0x EBITDA
Platinum Offer
PV per share price calculated by
future EBITDA x multiple, less debt,
discounted @ 15% on a diluted share
basis


53
EV/EBIT
EV/EBITDA
CY
CY
LTM
5-Year
Average
CY
CY
LTM
7.5
7.1
7.0 to 8.6
10.0
8.6
10.0
8.5
8.4
8.2
7.4 to 9.5
10.2
7.5
10.1
7.4
8.4
8.4
7.5 to 9.5
11.0
11.0
10.9
10.9
5.7
5.6
4.8 to 6.7
7.2
7.2
7.2
7.2
6.5
6.2
5.6 to 7.9
7.8
7.3
7.7
7.3
7.0
6.8
5.9 to 8.6
7.9
6.5
7.8
6.5
7.5
7.7
6.4 to 8.2
9.1
9.1
9.0
9.0
Selected
Companies
6
Mean…………………….…….
Median………………….……..
Range………………………....
Ryerson at July 23, 2007 Closing
Price ($34.96)
4
IBES…………….........……….
Weighted Average
Scenario
5………………………………..
Ryerson at merger consideration
price ($34.50)
IBES………………………….…
Weighted Average
Scenario
5………………………………….
2008E
2007E
EV/LTM
EBITDA
3
2008E
2007E
1.
LTM multiples for all companies are presented as of 3/31/07, based on publicly reported information and adjusted for one-time items.
2.
Share prices as of 7/23/07.
3.
Excludes
multiples
greater
than
10.0x
and
lower
than
3.0x,
which
excludes
20.5%
of
data
points;
including
outliers,
peers
average
multiple
is
6.6x,
Ryerson is 10.2x
4.
Diluted share count per company management as of 5/31/07.
5.
Weighted Average Scenario based on probability weights of 33% each for Case I, Case II, and Case III, as directed by Ryerson management
6.
Reliance, Russel, A.M. Castle and Olympic
Selected Publicly Traded Companies in the
North American Service Center Industry 1, 2


54
Discounted Cash Flow Analysis
Based on publicly available balance sheet as of      
March 31, 2007
Included cash flows during Q2-Q4 2007 and 2008-2011
based on Weighted Average Scenario
Assumes discount rates in the range of 11.5% -
14.5%
for enterprise value
Assumes terminal value multiple in the range of 5.5x –
7.0x
Implied
equity
value
per
share
range
of
$27
-
$41
before consideration of execution risk


55
Ryerson’s Long-Term Strategic Plan
Growth through acquisitions and joint ventures
Expand acquisition pipeline in specific geographies and product lines
Fully integrate acquisitions to achieve backroom savings and other operating
efficiencies
Expand international JVs in Mexico, India and China to follow customers
offshore
Gain market share organically
Provide unique capabilities to multi-location / multi-national manufacturers
through a specialized sales account team
Move downstream into high value parts and assemblies
Add accounts through targeted marketing programs
Continue focus on improving operating efficiencies
Complete conversion of all service centers to SAP and achieve targeted
savings
Consistently achieve 5 inventory turns
Continue to implement Six Sigma program to offset inflation
Expand global metals trading to reduce purchased material costs
Improve performance at service centers lagging overall company performance


56
Summary
Ryerson Performance
Ryerson:  Performance has been strong vs. competition
Harbinger: Operating criticisms are unfounded
Ryerson Governance
Ryerson:  Well governed by its independent directors and
achieves high ISS governance ratings
Harbinger: Has not put forth their own strategic plan
(supports Ryerson’s), operating plan or management team
and presents unqualified directors
On a change in control, current financings accelerate; there
is no Harbinger plan to refinance in an uncertain credit
market
Sale of Ryerson to Platinum Equity
Right time to sell given current financial performance and
cyclical native of industry
Board’s process was thorough and unbiased in achieving the
highest available price
Price is a good and fair deal for stockholders vs. comparison
to other options
Harbinger has not stated its position on the Platinum merger


57
Ryerson
is
Asking
for
Your
Support
VOTE FOR the Board that proposes to sell to Platinum
Equity
Right time to sell
Best deal available
Good and fair deal for stockholders
VOTE FOR the Ryerson Board
Board has governed Ryerson well
Harbinger has not demonstrated any valid reason they should be in
control of the Board
Harbinger refuses to take a position on the merger; stockholders
have a right to know Harbinger’s position before they vote on the
Board
Change in board puts Platinum deal at risk
A Harbinger controlled Board could change the recommendation
which would allow either party to terminate, denying stockholders
the right to vote on the deal. Why substitute Harbinger’s judgments
for all stockholders’
judgment?
If Harbinger supports the deal, there is no reason to change the
Board. If Harbinger does not support the deal, they have not
provided a strategic plan to run the company


Company Confidential
End


59
Addendums


60
Reconciliation of Certain Non-GAAP Items
LTM
($mm)
1997 (1)
1998 (1)
1999
2000
2001
2002
2003
2004
2005
2006
1H 2007
6/30/2007
Operating Profit
133.1
     
96.0
       
97.0
       
(4.1)
        
(76.0)
      
(7.9)
        
3.4
         
99.7
       
232.9
     
183.9
     
139.3
     
202.7
     
Adjustments
+ Gain on Sale of Asset
(8.9)
        
(5.9)
        
(1.8)
        
-
           
(1.3)
        
(10.9)
      
-
           
(5.6)
        
(6.6)
        
(21.6)
      
(2.2)
        
(2.2)
        
+ Pension Curtailment Gain
(8.9)
        
-
           
-
           
(4.4)
        
-
           
-
           
-
           
-
           
(21.0)
      
-
           
-
           
-
           
+Restructuring & Plant Closure Costs
-
           
-
           
3.6
         
27.8
       
19.4
       
2.7
         
6.2
         
3.6
         
4.0
         
4.5
         
3.4
         
7.2
         
+Charge Related to Customer Bankruptcy
-
           
-
           
-
           
16.2
       
-
           
-
           
-
           
-
           
-
           
-
           
-
           
-
           
+ Gain on Sales of Company Interests
-
           
-
           
-
           
-
           
3.3
         
(4.1)
        
-
           
-
           
-
           
-
           
-
           
-
           
+ Write-Off
-
           
-
           
-
           
-
           
1.0
         
-
           
-
           
-
           
-
           
-
           
-
           
-
           
+ Adjustment to Sale of IEMC
-
           
-
           
-
           
-
           
-
           
8.5
         
-
           
-
           
-
           
-
           
-
           
-
           
EBIT
115.3
     
90.1
       
98.8
       
35.5
       
(53.6)
      
(11.7)
      
9.6
         
97.7
       
209.3
     
166.8
     
140.5
     
207.7
     
+ Depreciation & Amortization
27.7
       
33.2
       
32.1
       
31.8
       
31.8
       
25.0
       
23.9
       
21.1
       
39.2
       
40.0
       
19.7
       
40.0
       
EBITDA
143.0
     
123.3
     
130.9
     
67.3
       
(21.8)
      
13.3
       
33.5
       
118.8
     
248.5
     
206.8
     
160.2
     
247.7
     
+ LIFO expense (2)
(12.7)
      
(41.4)
      
(8.0)
        
(22.0)
      
(31.3)
      
29.4
       
22.1
       
273.5
     
(62.0)
      
189.3
     
57.0
       
206.0
     
FIFO EBITDA
130.3
     
81.9
       
122.9
     
45.3
       
(53.1)
      
42.7
       
55.6
       
392.3
     
186.5
     
396.1
     
217.2
     
453.7
     
- Depreciation & Amortization
27.7
       
33.2
       
32.1
       
31.8
       
31.8
       
25.0
       
23.9
       
21.1
       
39.2
       
40.0
       
19.7
       
40.0
       
FIFO EBIT
102.6
     
48.7
       
90.8
       
13.5
       
(84.9)
      
17.7
       
31.7
       
371.2
     
147.3
     
356.1
     
197.5
     
413.7
     
Source: Company reports, 2001-2005 results restated per 2005 10-K
Notes:
1  Excludes results of Inland Steel Company operations which were sold in 1998
2 1997-2005 LIFO expense assumed equal to change in LIFO reserve year-over-year


61
Reconciliation of Return on Invested Capital
($mm, unless otherwise noted)
1997 (1)
1998 (1)
1999
2000
2001
2002
2003
2004
2005
2006
1H2007
FIFO EBIT (2)
102.6
     
48.7
       
90.8
       
13.5
       
(84.9)
      
17.7
       
31.7
       
371.2
     
147.3
     
356.1
     
197.5
     
Tax-Effected FIFO EBIT (3)
66.7
       
31.7
       
59.0
       
8.8
         
(55.2)
      
11.5
       
20.6
       
241.3
     
95.7
       
231.5
     
128.4
     
Average Period Short-Term Debt
-
           
-
           
-
           
48.5
       
48.5
       
-
           
-
           
-
           
-
           
-
           
-
           
Average Period Current Portion of Long-Term Debt
4.2
         
3.2
         
-
           
71.3
       
71.3
       
-
           
-
           
-
           
Average Period Long-Term Debt
260.1
     
257.0
     
257.9
     
179.8
     
100.7
     
160.5
     
243.4
     
396.3
     
525.6
     
865.8
     
926.0
     
Average Period Minority Interest
58.7
       
58.7
       
29.4
       
-
           
-
           
-
           
-
           
-
           
-
           
-
           
-
           
Shareholders' Equity
    Shareholders' Equity
427.5
     
563.6
     
697.8
     
661.7
     
554.6
     
409.1
     
386.6
     
439.6
     
547.8
     
648.7
     
742.8
     
           LIFO Reserve
112.4
     
71.0
       
63.0
       
41.0
       
9.7
         
39.1
       
61.2
       
334.7
     
272.7
     
504.0
     
561.0
     
    + Tax-Effected LIFO Reserve (3)
73.1
       
46.2
       
41.0
       
26.7
       
6.3
         
25.4
       
39.8
       
217.6
     
177.3
     
327.6
     
364.7
     
FIFO Shareholders' Equity
500.6
     
609.8
     
738.8
     
688.4
     
560.9
     
434.5
     
426.4
     
657.2
     
725.1
     
976.3
     
1,107.5
  
Average Period FIFO Shareholders' Equity
473.1
     
555.2
     
674.3
     
713.6
     
624.6
     
497.7
     
430.4
     
541.8
     
691.1
     
851.5
     
1,035.8
  
Average Period FIFO Invested Capital
796.1
     
874.0
     
961.5
     
1,013.1
  
845.0
     
658.2
     
673.8
     
938.0
     
1,392.8
  
1,893.4
  
2,078.5
  
FIFO Return on Invested Capital (%)
8.4
         
3.6
         
6.1
         
0.9
         
(6.5)
        
1.7
         
3.1
         
25.7
       
6.9
         
12.2
       
12.0
       
Source: Company reports, 2001-2005 results restated per 2005 10-K
Notes:
1  Excludes results of Inland Steel Company operations which were sold in 1998
2 See reconciliation on prior page
3 Based on assumed 35% tax rate


62
Reconciliation of Gross Margin and
Inventory Turns
($mm, unless otherwise noted)
1997 (1)
1998 (1)
1999
2000
2001
2002
2003
2004
2005
2006
1H2007
Revenue
2,804.0
  
2,782.7
  
2,763.5
  
2,862.4
  
2,243.5
  
2,096.5
  
2,189.4
  
3,302.0
  
5,780.5
  
5,908.9
  
3,281.0
  
Cost of Goods Sold (2)
2,178.0
  
2,156.9
  
2,131.6
  
2,292.7
  
1,891.6
  
1,729.8
  
1,830.4
  
2,810.8
  
4,893.5
  
5,050.9
  
2,786.8
  
+ Depreciation & Amortization Embedded in COGS (3)
-
           
-
           
-
           
-
           
-
           
-
           
(12.0)
      
(10.6)
      
(19.6)
      
(20.0)
      
(9.8)
        
+ Charge from Change in Method of Applying LIFO
0
0
0
0
0
0
0
0
-9.6
0
0
+ LIFO (Expense)/Benefit (4)
12.7
       
41.4
       
8.0
         
22.0
       
31.3
       
(29.4)
      
(22.1)
      
(273.5)
    
62.0
       
(189.3)
    
(57.2)
      
Adjusted FIFO Cost of Goods Sold
2,190.7
  
2,198.3
  
2,139.6
  
2,314.7
  
1,922.9
  
1,700.4
  
1,796.3
  
2,526.7
  
4,926.3
  
4,841.6
  
2,719.8
  
FIFO Gross Profit
613.3
     
584.4
     
623.9
     
547.7
     
320.6
     
396.1
     
393.1
     
775.3
     
854.2
     
1,067.3
  
561.2
     
FIFO Gross Profit Margin (%)
21.9
       
21.0
       
22.6
       
19.1
       
14.3
       
18.9
       
18.0
       
23.5
       
14.8
       
18.1
       
17.1
       
Inventory:
  Inventory
425.7
     
500.6
     
543.1
     
567.9
     
409.5
     
493.9
     
501.1
     
606.9
     
834.3
     
1,128.6
  
790.8
     
  + LIFO Reserve
112.4
     
71.0
       
63.0
       
41.0
       
9.7
         
39.1
       
61.2
       
334.7
     
272.7
     
504.0
     
561.0
     
FIFO Inventory
538.1
     
571.6
     
606.1
     
608.9
     
419.2
     
533.0
     
562.3
     
941.6
     
1,107.0
  
1,632.6
  
1,351.8
  
FIFO Average Inventory
488.8
     
554.9
     
588.9
     
607.5
     
514.1
     
476.1
     
547.7
     
752.0
     
1,024.3
  
1,369.8
  
1,455.9
  
FIFO Inventory Turns (x) (5)
4.5
4.0
3.6
3.8
3.7
3.6
3.3
3.4
4.8
3.5
3.7
Source: Company reports, 2001-2005 results restated per 2005 10-K
Notes:
1  Excludes results of Inland Steel Company operations which were sold in 1998
2 2001 and 2002 COGS adjusted by $69.8mm and $61.8MM, respectively, due to 2005 restatement
3 Assumed to be 50% of reported D&A
4 1997-2005 LIFO expense equal to change in LIFO reserve year-over-year
5 Calculated as cost of goods sold (adjusted to exclude LIFO impact) divided by the average inventory over the period (adjusted for LIFO reserve)