-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SFBdQfLVFUvsXTNWCkFJ/VXqjaNyV6zrjilqyuDq+3EyAtPu2JP99y15dw2tX79p GMkgKDuoFfIdlo25iSEweg== 0001157523-06-002179.txt : 20060302 0001157523-06-002179.hdr.sgml : 20060302 20060301214920 ACCESSION NUMBER: 0001157523-06-002179 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060228 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060302 DATE AS OF CHANGE: 20060301 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RELIANCE STEEL & ALUMINUM CO CENTRAL INDEX KEY: 0000861884 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-METALS SERVICE CENTERS & OFFICES [5051] IRS NUMBER: 951142616 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13122 FILM NUMBER: 06657731 BUSINESS ADDRESS: STREET 1: 350 S GRAND AVE STE 5100 CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 2136877700 MAIL ADDRESS: STREET 1: 350 S GRAND AVE STE 5100 CITY: LOS ANGELES STATE: CA ZIP: 90071 8-K 1 a5092627.txt RELIANCE STEEL & ALUMINUM CO. 8-K ================================================================================ 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): February 28, 2006 ----------------------- RELIANCE STEEL & ALUMINUM CO. (Exact name of registrant as specified in its charter) California 001-13122 95-1142616 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification Number) 350 S. Grand Ave., Suite 5100 Los Angeles, CA 90071 (Address of principal executive offices) (213) 687-7700 (Registrant's 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: |X| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ================================================================================ Item 8.01. Other Events. On February 28, 2006, Reliance Steel & Aluminum Co. ("Reliance") announced that its wholly-owned subsidiary Precision Strip, Inc. ("Precision Strip") has signed an agreement to purchase certain assets and business of Flat Rock Metal Processing L.L.C. ("Flat Rock") based in Flat Rock, Michigan. Flat Rock was founded in 2001 and is a privately held, toll processing company with facilities in Perrysburg, Ohio and Eldridge, Iowa. Upon completion of the acquisition, the two Flat Rock facilities will operate as Precision Strip locations that process and deliver carbon steel, aluminum and stainless steel products on a "toll" basis, processing the metal for a fee, without taking ownership of the metal. Precision Strip currently has facilities in Kenton, Middletown, Minster and Tipp City, Ohio; Anderson and Rockport, Indiana; Bowling Green, Kentucky and Talladega, Alabama. Precision Strip's customers include steel and aluminum mills as well as companies in the automotive, appliance, metal furniture and capital goods industries. The purchase price and othr terms and conditions were determined by negotiations between the parties and are confidential. The completion of the acquisition is subject to Precision's successful completion of due diligence. The owners of Flat Rock are not affiliated with Reliance or Precision. Item 9.01. Financial Statements and Exhibits. (a) Financial Statements of Businesses Acquired. -------------------------------------------- Not Applicable. (b) Pro Forma Financial Information. -------------------------------- Not Applicable. (c) Exhibits. --------- Exhibit No. Description ---------------- ------------------------------------------------ 99.1 Press Release dated February 28, 2006 (included herewith). 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. RELIANCE STEEL & ALUMINUM CO. Dated: March 1, 2006 By /s/ Karla Lewis ------------------------------------- Karla Lewis Executive Vice President and Chief Financial Officer RELIANCE STEEL & ALUMINUM CO. FORM 8-K INDEX TO EXHIBITS Exhibit No. Description - ------------ ------------------------------------------------------------------- 99.1 Press Release dated February 28, 2006 (included herewith). EX-99.1 2 a5092627ex99-1.txt EXHIBIT 99.1 Exhibit 99.1 Reliance Steel & Aluminum Co. Signs Agreement to Acquire Flat Rock Metal Processing L.L.C. LOS ANGELES--(BUSINESS WIRE)--Feb. 28, 2006--Reliance Steel & Aluminum Co. (NYSE:RS) announced today that its subsidiary, Precision Strip, Inc., has signed an agreement to acquire certain assets and business of Flat Rock Metal Processing L.L.C. based in Flat Rock, Michigan. Terms were not disclosed. The transaction is expected to be completed within 60 days, subject to the completion of due diligence. Flat Rock was founded in 2001 and is a privately held, toll processing company with facilities in Perrysburg, Ohio and Eldridge, Iowa. Upon completion of the acquisition, the two Flat Rock facilities will operate as Precision Strip locations that process and deliver carbon steel, aluminum and stainless steel products on a "toll" basis, processing the metal for a fee, without taking ownership of the metal. Precision Strip currently has facilities in Kenton, Middletown, Minster and Tipp City, Ohio; Anderson and Rockport, Indiana; Bowling Green, Kentucky and Talladega, Alabama. Precision Strip's customers include steel and aluminum mills as well as companies in the automotive, appliance, metal furniture and capital goods industries. Thomas A. Compton, President of Precision Strip, Inc., said, "This acquisition will expand our toll processing capabilities and strengthen our geographic presence in the Midwest. Additionally, it allows us to better serve and grow our existing customer base." 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 100 locations in 32 states and Belgium 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. Reliance and Earle M. Jorgensen Company filed an SEC Form S-4 Registration Statement and a preliminary proxy statement/prospectus on February 7, 2006, as amended. Investors and security holders are urged to read the proxy statement/prospectus that will be sent to Jorgensen stockholders regarding the proposed merger, when it becomes available, because it will contain important information. Investors and security holders may obtain a free copy of the proxy statement/prospectus, when it is available, and other documents filed by Reliance and Jorgensen with the Securities and Exchange Commission at the Commission's web site at www.sec.gov. The proxy statement/prospectus and these other documents may also be obtained, when available, free of charge from Reliance at www.rsac.com. Jorgensen stockholders should read the definitive proxy statement/prospectus carefully before making a decision concerning the merger. Reliance and Jorgensen, and their respective directors, executive officers and certain other of their employees, may be soliciting proxies from Jorgensen's stockholders in favor of the approval of the merger. Information regarding the persons who may, under SEC rules, be deemed to be participants in the solicitation of Jorgensen's stockholders in connection with the merger is set forth in Reliance's proxy statement for its 2005 annual meeting, filed with the SEC on April 15, 2005 and in Jorgensen's proxy statement for its 2005 annual meeting, filed with the SEC on July 21, 2005, and additional information will be set forth in the definitive proxy statement/prospectus referred to above when it is filed with the SEC. Reliance Steel & Aluminum Co.'s press releases and additional information are available on the Company's web site at www.rsac.com. The Company was named to the 2006 Forbes Platinum 400 List of America's Best Big Companies and was also named as one of "America's Most Admired Companies" listed in the diversified wholesaler's category in the March 7, 2005 issue of Fortune. This release may contain forward-looking statements relating to future financial results. Actual results may differ materially as a result of factors over which Reliance Steel & Aluminum Co. has no control. These risk factors and additional information are included in the Company's reports on file with the Securities and Exchange Commission. CONTACT: Reliance Steel & Aluminum Co. Kim P. Feazle Investor Relations 713-610-9937 213-576-2428 kfeazle@rsac.com investor@rsac.com -----END PRIVACY-ENHANCED MESSAGE-----