Ryerson Holding Corp 8-K, filed Oct 28, 2026
Ryerson Holding Corp (RYZ)
About this 8-K
Ryerson Holding Corp filed this 8-K on October 28, 2026.
Items reported
- Item 2.02: Financial results
- Item 8.01: Other events
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): |
(Exact name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction |
(Commission File Number) |
(IRS Employer |
||
|
|
|
|
|
|
||||
|
||||
(Address of Principal Executive Offices) |
|
(Zip Code) |
||
Registrant’s Telephone Number, Including Area Code: |
|
(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:
Securities registered pursuant to Section 12(b) of the Act:
|
|
Trading |
|
|
|
|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
The information contained within Item 2.02 of this Form 8-K and Exhibit 99.1 and Exhibit 99.2 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
On October 28, 2026, Ryerson Holding Corporation (the “Company” or "Ryerson") issued a press release announcing its financial results for the quarter ended September 30, 2026. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The Company also provided a presentation as a supplement to its press release. A copy of the presentation is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
Item 8.01 Other Events.
On October 28, 2026, the Board of Directors declared a quarterly cash dividend of $0.1875 per share of common stock, payable on December 17, 2026, to stockholders of record as of December 3, 2026. Future quarterly dividends, if any, will be subject to Board approval.
The Company sponsors the Ryerson Pension Plan. In addition, the Company's wholly-owned subsidiary, Central Steel and Wire Company, LLC, sponsors the Central Steel & Wire Company Retirement Plan.
Item 9.01 Financial Statements and Exhibits.
d) Exhibits
The following exhibits are being furnished or filed, as applicable, with this Current Report on Form 8-K:
|
|
|
Exhibit Number |
|
Exhibit Title or Description |
99.1 |
|
Ryerson Holding Corporation press release dated October 28, 2026. |
|
|
|
99.2 |
|
Ryerson Holding Corporation quarterly release presentation dated October 28, 2026. |
|
|
|
104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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 hereunto duly authorized.
|
|
|
RYERSON HOLDING CORPORATION |
|
|
|
|
Date: |
October 28, 2026 |
By: |
/s/ James. J. Claussen |
|
|
|
Executive Vice President and Chief Financial Officer |
Exhibit 99.1
Ryerson Reports Third Quarter 2026 Results
Exceeded shipment, sales, and earnings guidance and eclipsed first-year annual run-rate synergy target ahead of schedule
while generating market share gains, productivity gains, and higher book value per share
alongside excellent net working capital management
CHICAGO – October 28, 2026 – Ryerson Holding Corporation (NYSE: RYZ), a leading value-added processor and distributor of industrial metals, today reported results for the third quarter ended September 30, 2026.
Highlights:
A reconciliation of non-GAAP financial measures to the comparable GAAP measure is included below in this news release.
$ in millions, except tons (in thousands), average selling prices, and earnings per share |
|
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial Highlights: |
|
Q3 2026 |
|
Q2 2026 |
|
Q3 2025 |
|
QoQ |
|
YoY |
|
9MO 2026 |
|
9MO 2025 |
|
YoY |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
|
$2,177.8 |
|
$2,006.2 |
|
$1,161.5 |
|
8.6% |
|
87.5% |
|
$5,750.5 |
|
$3,466.5 |
|
65.9% |
Tons shipped |
|
814 |
|
804 |
|
485 |
|
1.2% |
|
67.8% |
|
2,274 |
|
1,486 |
|
53.0% |
Average selling price/ton |
|
$2,675 |
|
$2,495 |
|
$2,395 |
|
7.2% |
|
11.7% |
|
$2,529 |
|
$2,333 |
|
8.4% |
Gross margin |
|
17.2% |
|
17.7% |
|
17.2% |
|
-50 bps |
|
— |
|
17.7% |
|
17.7% |
|
— |
Gross margin, excl. LIFO(2) |
|
18.5% |
|
18.6% |
|
18.3% |
|
-10 bps |
|
20 bps |
|
18.7% |
|
18.6% |
|
10 bps |
Warehousing, delivery, selling, general, and administrative expenses |
|
$326.1 |
|
$320.9 |
|
$200.4 |
|
1.6% |
|
62.7% |
|
$912.2 |
|
$604.3 |
|
51.0% |
As a percentage of revenue |
|
15.0% |
|
16.0% |
|
17.3% |
|
-100 bps |
|
-230 bps |
|
15.9% |
|
17.4% |
|
-150 bps |
Net income (loss) attributable to Ryerson Holding Corporation |
|
$32.0 |
|
$15.5 |
|
$(14.8) |
|
106.5% |
|
316.2% |
|
$52.0 |
|
$(18.5) |
|
381.1% |
Diluted earnings (loss) per share |
|
$0.61 |
|
$0.30 |
|
$(0.46) |
|
$0.31 |
|
$1.07 |
|
$1.05 |
|
$(0.58) |
|
$1.63 |
Adjusted diluted earnings (loss) per share |
|
$0.61 |
|
$0.52 |
|
$(0.46) |
|
$0.09 |
|
$1.07 |
|
$1.48 |
|
$(0.55) |
|
$2.03 |
Adj. EBITDA, excl. LIFO |
|
$115.0 |
|
$101.0 |
|
$40.3 |
|
13.9% |
|
185.4% |
|
$283.4 |
|
$118.1 |
|
140.0% |
Adj. EBITDA, excl. LIFO margin |
|
5.3% |
|
5.0% |
|
3.5% |
|
30 bps |
|
180 bps |
|
4.9% |
|
3.4% |
|
150 bps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance Sheet and Cash Flow Highlights: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total debt |
|
$1,006.1 |
|
$955.2 |
|
$499.7 |
|
5.3% |
|
101.3% |
|
$1,006.1 |
|
$499.7 |
|
101.3% |
Cash and cash equivalents |
|
$40.5 |
|
$41.9 |
|
$29.8 |
|
(3.3)% |
|
35.9% |
|
$40.5 |
|
$29.8 |
|
35.9% |
Net debt(3) |
|
$965.6 |
|
$913.3 |
|
$469.9 |
|
5.7% |
|
105.5% |
|
$965.6 |
|
$469.9 |
|
105.5% |
Net debt / LTM Adj. EBITDA, excl. LIFO |
|
3.2x |
|
4.0x |
|
3.7x |
|
(0.8x) |
|
(0.5x) |
|
3.2x |
|
3.7x |
|
(0.5x) |
Cash conversion cycle (days) |
|
70.8 |
|
70.9 |
|
68.2 |
|
(0.1) |
|
2.6 |
|
67.6 |
|
67.1 |
|
0.5 |
Net cash provided by (used in) operating activities |
|
$(18.2) |
|
$(5.6) |
|
$24.7 |
|
$(12.6) |
|
$(42.9) |
|
$(176.0) |
|
$22.3 |
|
$(198.3) |
Management Commentary
Eddie Lehner, Ryerson’s Chief Executive Officer & Director, said, “Ryerson delivered an excellent third quarter, generating results above our guidance while eclipsing our first-year synergy run-rate target ahead of schedule. These simultaneous achievements reflect the resourcefulness, collaborative efforts, and passion of our teammates as our investments, commercial execution, and integration efforts came together to produce our best quarter of 2026. The strength we saw in daily shipment volumes and invoice counts defied normal industry seasonality, with AI infrastructure and power generation investment elevating overall demand through the quarter. I want to thank and recognize all of my RYZ colleagues for acting with shared purpose and empowering one another to create great customer experiences while translating the strengths of our combined enterprise into growth with greater earnings power. Two full quarters into the merger, our combined positive momentum continues to build further toward the formidable potential we believe our enterprise can realize in the quarters and years ahead.”
Rick Marabito, Ryerson’s President, Chief Operating Officer & Director added, “Resilient customer demand and strong execution across our expanded network drove our highest same-store quarterly shipments in more than five years. With industry inventories low and mill lead times extended, our greater scale and improving inventory visibility are helping our teams locate and share material, coordinate processing resources and meet customer needs across the combined enterprise. We are also aligning customer programs with the facilities best equipped to serve them, which is supporting higher asset utilization and a lower cost to serve while creating capacity for additional transactional business. Commercial synergies continue to exceed our expectations, and progress across our four synergy pillars reinforces our confidence in achieving our two-year target of $120 million in annual run-rate synergies. I want to thank our teams for putting our shared values of customer commitment, accountability and teamwork into action, delivering excellent customer experiences while building a stronger business for all our stakeholders.”
Third Quarter Results
In the third quarter of 2026, Ryerson generated net sales of $2.18 billion, an increase of 8.6% compared to the previous quarter with total Company tons shipped 1.2% higher and average selling prices 7.2% higher quarter-over-quarter. Excluding Olympic Steel, which generated $602 million of revenue during the quarter, third quarter same-store net sales were $1.58 billion, an increase of 9.3% quarter-over-quarter with average selling prices 7.3% higher and tons sold 1.8% higher. Compared to the third quarter of 2025, same-store net sales increased by 35.7% with tons shipped 14.2% higher and average selling prices 18.7% higher. Third quarter demand was stronger than anticipated while carbon prices continued to rally at multi-year highs supported by trade policy, tight domestic supply, extended lead times, and multi-year lows in service center inventories. Prices for stainless products and aluminum products, in contrast, faced downward pressure due to the easing of nickel supply restrictions, leading to LME nickel price reversion, while aluminum prices remained volatile and trended lower as future supply expectations began to normalize later in the quarter.
Third quarter gross margin contracted by 50 basis points to 17.2%, compared to 17.7% in the prior quarter, as higher material costs flowed through ahead of corresponding price adjustments for program customers. Third quarter results also included a $4.0 million inventory purchase accounting charge to cost of materials sold, a decrease compared to the $15.7 million charge recorded in the second quarter, as we continued to sell through the inventory acquired in the Olympic Steel merger. Reflecting the rising price environment, third quarter LIFO expense was $30.0 million, compared to $17.0 million in the second quarter. Excluding both LIFO expense and purchase accounting adjustments, gross margin contracted by 60 basis points to 18.7%, compared to 19.3% in the second quarter of 2026.
Third quarter total Company warehousing, delivery, selling, general, and administrative expenses were $326.1 million, an increase of 1.6% compared to $320.9 million in the prior quarter, driven by variable compensation and producer inflationary cost pressures. Warehousing, selling, general, and administrative expenses as a percent of sales decreased to 15.0% from 16.0% in the second quarter and 17.3% in the third quarter of last year. On a per ton basis, these expenses were $401 in the third quarter compared with $399 in the second quarter and $413 in the year ago period.
Net income attributable to Ryerson Holding Corporation for the third quarter of 2026 was $32.0 million, or $0.61 per diluted share, compared to net income of $15.5 million, or $0.30 per diluted share, for the previous quarter and net loss of $14.8 million, or $0.46 per diluted share, in the third quarter of 2025. After removing the impact of inventory purchase accounting adjustments, an insurance settlement gain, a litigation settlement gain, advisory service fees, and the related income tax effects of these items, Ryerson's third quarter Adjusted Net Income was $32.4 million, or $0.61 per diluted share. Adjusted EBITDA, excluding LIFO was $115.0 million in the third quarter of 2026 compared to $101.0 million in the second quarter of 2026 and $40.3 million in the year-ago period. On a same-store basis, excluding Olympic Steel's contributions, Ryerson generated Adjusted EBITDA, excluding LIFO of $84.8 million in the third quarter of 2026, compared to $77.5 million in the prior quarter.
Olympic Steel Integration & Financial Results
In the third quarter, Ryerson realized approximately $13 million of synergy benefits through procurement, efficiency, network optimization, and commercial enhancement actions, in-line with management's expectations. This represents synergy attainment of
approximately $52 million on an annualized run-rate basis, substantially exceeding the Company’s $40 million first-year target well ahead of its February 2027 merger anniversary. In the fourth quarter, management expects to achieve synergy benefits in the range of $14 million to $15 million, which would bring the Company's cumulative realization to approximately $33 million to $34 million in 2026. One-time costs to achieve these synergies have totaled $2.6 million through the third quarter of this year. Given the early attainment of the Company's first-year synergy target and the momentum building across all four of its synergy pillars, management remains confident in achieving its $120 million two-year annualized run-rate synergy target.
Olympic Steel contributed $602.1 million of revenue and $30.2 million of Adjusted EBITDA, excluding LIFO to Ryerson’s third quarter results, exceeding management’s expectations of $21 million to $23 million in Adjusted EBITDA, excluding LIFO.
Liquidity & Debt Management
Ryerson used $18.2 million in cash from operations in the third quarter as net income generation was offset by higher working capital requirements. This compares to a use of cash from operating activities of $5.6 million in the second quarter of 2026. The Company ended the third quarter of 2026 with debt of $1.01 billion and net debt of $966 million, an increase of $51 million and $53 million, respectively, compared to the second quarter of 2026, driven by higher working capital requirements in support of revenue growth.
Global liquidity, composed of cash and cash equivalents and availability on its revolving credit facilities, increased to $865 million as of September 30, 2026 compared to $757 million as of June 30, 2026, reflective of the Company's increased borrowing base from higher working capital.
Stockholder Return Activity
Dividends. On October 28, 2026, the Board of Directors declared a quarterly cash dividend of $0.1875 per share of common stock, payable on December 17, 2026, to stockholders of record as of December 3, 2026. During the third quarter of 2026, Ryerson’s quarterly dividend was of the same amount and represented a total cash return to stockholders of $9.8 million.
Share Repurchases and Authorization. Ryerson returned $3.8 million to stockholders during the third quarter through the opportunistic repurchase of approximately 159,000 shares in the open market at an average price of $23.85 per share. Following these repurchases, the Company has $96.2 million remaining under its share repurchase authorization, which expires on April 30, 2028.
Outlook Commentary
In the fourth quarter of 2026, the Company expects that shipments will decline sequentially by 6% to 8% from third quarter levels, reflecting three fewer business days and holiday-related seasonal softness. Average selling prices are expected to be flat to up by 2% quarter-over-quarter as higher carbon pricing is expected to slightly offset relative softening in stainless and aluminum pricing. Net sales are therefore expected to be in the range of $1.96 billion to $2.04 billion. Net income generation for the fourth quarter of 2026 is expected to be in the range of $16 to $20 million, or $0.30 to $0.38 per diluted share, with LIFO expense between $28 and $32 million. Fourth quarter Adjusted EBITDA, excluding LIFO is expected to be in the range of $100 to $104 million, inclusive of Olympic Steel's expected contribution of $28 to $30 million.
Same-store Key Financial Metrics Reconciliation |
|
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
Ryerson |
|
|||
|
|
Olympic Steel |
|
|
Ryerson |
|
|
Holding |
|
|||
|
|
Period from |
|
|
same-store |
|
|
Corporation |
|
|||
(Dollars in millions, tons in thousands) |
|
2/13/26 - 9/30/26 |
|
|
Nine months ended September 30, 2026 |
|
||||||
Tons shipped |
|
|
653 |
|
|
|
1,621 |
|
|
|
2,274 |
|
Net sales |
|
$ |
1,439.0 |
|
|
$ |
4,311.5 |
|
|
$ |
5,750.5 |
|
Gross margin, excluding LIFO expense |
|
|
18.4 |
% |
|
|
18.8 |
% |
|
|
18.7 |
% |
Warehousing, delivery, selling, general & administrative expenses |
|
$ |
246.3 |
|
|
$ |
665.9 |
|
|
$ |
912.2 |
|
Expense % of sales |
|
|
17.1 |
% |
|
|
15.4 |
% |
|
|
15.9 |
% |
Adjusted EBITDA, excluding LIFO expense |
|
$ |
66.2 |
|
|
$ |
217.2 |
|
|
$ |
283.4 |
|
Adjusted EBITDA, excluding LIFO expense % of sales |
|
|
4.6 |
% |
|
|
5.0 |
% |
|
|
4.9 |
% |
Third Quarter 2026 Major Product Metrics |
|
|
|
|
|
|
|
|
||||||||||||||
|
Net Sales (millions) |
|||||||||||||||||||||
|
|
Q3 2026 |
|
|
Q2 2026 |
|
|
|
Q3 2025 |
|
|
Quarter-over-quarter |
Year-over-year |
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Carbon Steel |
$ |
|
1,220 |
|
$ |
|
1,094 |
|
|
$ |
584 |
|
|
|
11.5 |
% |
|
|
108.9 |
% |
|
|
Aluminum |
$ |
453 |
|
$ |
434 |
|
|
$ |
287 |
|
|
|
4.4 |
% |
|
|
57.8 |
% |
|
|||
Stainless Steel |
$ |
453 |
|
$ |
444 |
|
|
$ |
271 |
|
|
|
2.0 |
% |
|
|
67.2 |
% |
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Tons Shipped (thousands) |
|||||||||||||||||||||
|
|
Q3 2026 |
|
|
Q2 2026 |
|
|
|
Q3 2025 |
|
|
Quarter-over-quarter |
Year-over-year |
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Carbon Steel |
|
663 |
|
|
653 |
|
|
|
381 |
|
|
|
1.5 |
% |
|
|
74.0 |
% |
|
|||
Aluminum |
|
55 |
|
|
55 |
|
|
|
45 |
|
|
- |
|
|
|
22.2 |
% |
|
||||
Stainless Steel |
|
87 |
|
|
87 |
|
|
|
57 |
|
|
- |
|
|
|
52.6 |
% |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Average Selling Prices (per ton) |
|||||||||||||||||||||
|
|
Q3 2026 |
|
|
Q2 2026 |
|
|
|
Q3 2025 |
|
|
Quarter-over-quarter |
Year-over-year |
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Carbon Steel |
$ |
|
1,840 |
|
$ |
|
1,675 |
|
|
$ |
|
1,533 |
|
|
|
9.8 |
% |
|
|
20.0 |
% |
|
Aluminum |
$ |
|
8,236 |
|
$ |
|
7,891 |
|
|
$ |
|
6,378 |
|
|
|
4.4 |
% |
|
|
29.1 |
% |
|
Stainless Steel |
$ |
|
5,207 |
|
$ |
|
5,103 |
|
|
$ |
|
4,754 |
|
|
|
2.0 |
% |
|
|
9.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Year to Date 2026 Major Product Metrics |
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
|
|
Net Sales (millions) |
|
|
|
||||||||||||||
|
|
|
|
|
YTD 2026 |
|
|
|
YTD 2025 |
|
Year-over-year |
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Carbon Steel |
|
|
$ |
|
3,107 |
|
|
$ |
|
1,725 |
|
|
|
80.1 |
% |
|
|
|
|
|||
Aluminum |
|
|
|
$ |
|
1,237 |
|
|
$ |
868 |
|
|
|
42.5 |
% |
|
|
|
|
|||
Stainless Steel |
|
|
$ |
|
1,273 |
|
|
$ |
823 |
|
|
|
54.7 |
% |
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
Tons Shipped (thousands) |
|
|
|
||||||||||||||
|
|
|
|
|
YTD 2026 |
|
|
|
YTD 2025 |
|
Year-over-year |
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Carbon Steel |
|
|
|
|
1,837 |
|
|
|
|
1,161 |
|
|
|
58.2 |
% |
|
|
|
|
|||
Aluminum |
|
|
|
|
158 |
|
|
|
143 |
|
|
|
10.5 |
% |
|
|
|
|
||||
Stainless Steel |
|
|
|
251 |
|
|
|
178 |
|
|
|
41.0 |
% |
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
Average Selling Prices (per ton) |
|
|
|
||||||||||||||
|
|
|
|
|
YTD 2026 |
|
|
|
YTD 2025 |
|
Year-over-year |
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Carbon Steel |
|
|
$ |
|
1,691 |
|
|
$ |
|
1,486 |
|
|
|
13.8 |
% |
|
|
|
|
|||
Aluminum |
|
|
|
$ |
|
7,829 |
|
|
$ |
|
6,070 |
|
|
|
29.0 |
% |
|
|
|
|
||
Stainless Steel |
|
|
$ |
|
5,072 |
|
|
$ |
|
4,624 |
|
|
|
9.7 |
% |
|
|
|
|
|||
Note: product table excludes "other" products, which represent approximately 3% of sales
Earnings Call Information
Ryerson will host a conference call to discuss third quarter 2026 financial results for the period ended September 30, 2026, on Thursday, October 29, 2026, at 10 a.m. Eastern Time. The live online broadcast will be available on the Company’s investor relations website, ir.ryerson.com. A replay will be available at the same website for 90 days.
About Ryerson
Ryerson is a leading value-added processor and distributor of industrial metals, with operations in the United States, Canada, Mexico, and China. Founded in 1842, Ryerson, together with Olympic Steel, has approximately 6,500 employees and approximately 150 locations. Visit Ryerson at www.ryerson.com.
Ryerson Investor Relations:
investorinfo@ryerson.com
Notes:
1Net income attributable to Ryerson Holding Corporation
2For EBITDA, Adjusted EBITDA, Adjusted EBITDA, excluding LIFO and gross margin, excluding LIFO please see Schedule 2
3Net debt is defined as long term debt plus short term debt less cash and cash equivalents and excludes restricted cash
Legal Disclaimer
The contents herein are provided for general information purposes only and do not constitute an offer to sell or purchase, or a solicitation of an offer to purchase, any security (“Security”) of the Company or its affiliates (“Ryerson”) in any jurisdiction. Ryerson does not intend to solicit, and is not soliciting, any action with respect to any Security or any other contractual relationship with Ryerson. Nothing in this release, individually or taken in the aggregate, constitutes an offer of securities for sale or purchase, or a solicitation of an offer to purchase, any Security in the United States, or to U.S. persons, or in any other jurisdiction in which such an offer or solicitation is unlawful.
Safe Harbor Provision
This communication contains certain “forward-looking statements” within the meaning of federal securities laws. Forward-looking statements may be identified by words such as “anticipates,” “believes,” “could,” “continue,” “estimate,” “expects,” “intends,” “will,” “should,” “may,” “plan,” “predict,” “project,” “would” and similar expressions. Forward-looking statements are not statements of historical fact and reflect Ryerson’s current views about future events. Such forward-looking statements include, without limitation, statements about the benefits of the merger involving Ryerson and Olympic Steel, including future financial and operating results, expected synergies, Ryerson’s plans, objectives, expectations, and intentions, and other statements that are not historical facts. No assurances can be given that the forward-looking statements contained in this communication will occur as projected, and actual results may differ materially from those projected. Forward-looking statements are based on current expectations, estimates, and assumptions that involve a number of risks and uncertainties that could cause actual results to differ materially from those projected. These risks and uncertainties include, without limitation, the risk that the businesses will not be integrated successfully or will be more costly or difficult than expected; the risk that the cost savings and any other synergies may not be fully realized or may take longer to realize than expected, or that the merger may be less accretive than expected; the risk that the merger will not provide stockholders with increased earnings potential; the risk that increases to earnings, margins, and cash flows may not be as large as expected or many not occur at all; Ryerson and Olympic Steel may not be able to increase commercial growth, cross-sell, or expand geographically, and scale the combined businesses as expected; the risk that the credit ratings of the combined company or its subsidiaries may be different from what the companies expect; the diversion of management time from ongoing business operations and opportunities as a result of the merger; the risk of adverse reactions or changes to business or employee relationships resulting from the merger; adverse economic conditions; highly cyclical fluctuations resulting from, among others, seasonality, market uncertainty, and costs of goods sold; the Company’s ability to remain competitive and maintain market share in the highly competitive and fragmented metals distribution industry; managing the costs of purchased metals relative to the price at which each company sells its products during periods of rapid price escalation or deflation; customer, supplier, and competitor consolidation, bankruptcy, or insolvency; the impairment of goodwill that could result from, among other things, volatility in the markets in which each company operates; the impact of geopolitical events; future funding for postretirement employee benefits may require substantial payments from current cash flow; the regulatory and other operational risks associated with our operations located outside of the United States; the adequacy of the Company’s efforts to mitigate cyber security risks and threats; reduced production schedules, layoffs, or work stoppages by each company’s own, its suppliers’, or customers’ personnel; any underfunding of certain employee retirement benefit plans and the actual costs exceeding current estimates; prolonged disruption of the Company’s processing centers; failure to manage potential conflicts of interest between or among customers or suppliers of each company; unanticipated changes to, or any inability to hire and retain key personnel at either company; currency exchange rate fluctuations; the incurrence of substantial costs of liabilities to comply with, or as a result of, violations of environmental laws; the risk of product liability claims; the Company’s indebtedness or covenants in the instruments governing such indebtedness; the influence of a single investor group over the Company’s policies and procedures; and other risks inherent in Ryerson’s business and other factors described in Ryerson’s filings with the Securities and Exchange Commission. Additional information concerning these and other factors that may impact such forward-looking statements can be found in filings and potential filings by Ryerson. If any of these risks materialize or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements.
Forward-looking statements are based on the estimates and opinions of management as of the date of this communication; subsequent events and developments may cause their assessments to change. Ryerson does not undertake any obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law and they specifically disclaim any obligation to do so. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.
RYERSON HOLDING CORPORATION AND SUBSIDIARY COMPANIES |
|
|||||||||||||||||||
Selected Income and Cash Flow Data - Unaudited |
|
|||||||||||||||||||
(Dollars and Shares in Millions, except Per Share and Per Ton Data) |
|
|||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
2026 |
|
|
2025 |
|
|
First Nine Months Ended |
|
|||||||||||
|
|
Third |
|
|
Second |
|
|
Third |
|
|
September 30, |
|
||||||||
|
|
Quarter |
|
|
Quarter |
|
|
Quarter |
|
|
2026 |
|
|
2025 |
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
NET SALES |
|
$ |
2,177.8 |
|
|
$ |
2,006.2 |
|
|
$ |
1,161.5 |
|
|
$ |
5,750.5 |
|
|
$ |
3,466.5 |
|
Cost of materials sold |
|
|
1,804.1 |
|
|
|
1,651.0 |
|
|
|
962.0 |
|
|
|
4,732.8 |
|
|
|
2,853.2 |
|
Gross profit |
|
|
373.7 |
|
|
|
355.2 |
|
|
|
199.5 |
|
|
|
1,017.7 |
|
|
|
613.3 |
|
Warehousing, delivery, selling, general, and administrative |
|
|
326.1 |
|
|
|
320.9 |
|
|
|
200.4 |
|
|
|
912.2 |
|
|
|
604.3 |
|
Impairment charges on assets |
|
|
— |
|
|
|
0.5 |
|
|
|
0.1 |
|
|
|
0.9 |
|
|
|
1.9 |
|
Gain on insurance settlement |
|
|
(1.5 |
) |
|
|
(0.6 |
) |
|
|
— |
|
|
|
(2.1 |
) |
|
|
— |
|
Gain on litigation settlement |
|
|
(2.4 |
) |
|
|
— |
|
|
|
— |
|
|
|
(2.4 |
) |
|
|
— |
|
OPERATING PROFIT (LOSS) |
|
|
51.5 |
|
|
|
34.4 |
|
|
|
(1.0 |
) |
|
|
109.1 |
|
|
|
7.1 |
|
Other income and (expense), net |
|
|
0.1 |
|
|
|
1.9 |
|
|
|
0.8 |
|
|
|
3.7 |
|
|
|
(1.2 |
) |
Interest and other expense on debt |
|
|
(15.2 |
) |
|
|
(14.3 |
) |
|
|
(10.1 |
) |
|
|
(41.2 |
) |
|
|
(29.4 |
) |
INCOME (LOSS) BEFORE INCOME TAXES |
|
|
36.4 |
|
|
|
22.0 |
|
|
|
(10.3 |
) |
|
|
71.6 |
|
|
|
(23.5 |
) |
Provision (benefit) for income taxes |
|
|
3.9 |
|
|
|
6.0 |
|
|
|
4.1 |
|
|
|
18.1 |
|
|
|
(5.9 |
) |
NET INCOME (LOSS) |
|
|
32.5 |
|
|
|
16.0 |
|
|
|
(14.4 |
) |
|
|
53.5 |
|
|
|
(17.6 |
) |
Less: Net income attributable to noncontrolling interest |
|
|
0.5 |
|
|
|
0.5 |
|
|
|
0.4 |
|
|
|
1.5 |
|
|
|
0.9 |
|
NET INCOME (LOSS) ATTRIBUTABLE TO RYERSON HOLDING CORPORATION |
|
$ |
32.0 |
|
|
$ |
15.5 |
|
|
$ |
(14.8 |
) |
|
$ |
52.0 |
|
|
$ |
(18.5 |
) |
EARNINGS (LOSS) PER SHARE |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Basic |
|
$ |
0.62 |
|
|
$ |
0.30 |
|
|
$ |
(0.46 |
) |
|
$ |
1.07 |
|
|
$ |
(0.58 |
) |
Diluted |
|
$ |
0.61 |
|
|
$ |
0.30 |
|
|
$ |
(0.46 |
) |
|
$ |
1.05 |
|
|
$ |
(0.58 |
) |
Shares outstanding - basic |
|
|
51.9 |
|
|
|
51.9 |
|
|
|
32.2 |
|
|
|
48.8 |
|
|
|
32.1 |
|
Shares outstanding - diluted |
|
|
52.7 |
|
|
|
52.6 |
|
|
|
32.2 |
|
|
|
49.5 |
|
|
|
32.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Dividends declared per share |
|
$ |
0.1875 |
|
|
$ |
0.1875 |
|
|
$ |
0.1875 |
|
|
$ |
0.5625 |
|
|
$ |
0.5625 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Supplemental Data : |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Tons shipped (000) |
|
|
814 |
|
|
|
804 |
|
|
|
485 |
|
|
|
2,274 |
|
|
|
1,486 |
|
Shipping days |
|
|
64 |
|
|
|
64 |
|
|
|
64 |
|
|
|
191 |
|
|
|
191 |
|
Average selling price/ton |
|
$ |
2,675 |
|
|
$ |
2,495 |
|
|
$ |
2,395 |
|
|
$ |
2,529 |
|
|
$ |
2,333 |
|
Gross profit/ton |
|
|
459 |
|
|
|
442 |
|
|
|
411 |
|
|
|
448 |
|
|
|
413 |
|
Operating profit (loss)/ton |
|
|
63 |
|
|
|
43 |
|
|
|
(2 |
) |
|
|
48 |
|
|
|
5 |
|
LIFO expense per ton |
|
|
37 |
|
|
|
21 |
|
|
|
27 |
|
|
|
25 |
|
|
|
22 |
|
LIFO expense |
|
|
30.0 |
|
|
|
17.0 |
|
|
|
13.2 |
|
|
|
57.0 |
|
|
|
33.2 |
|
Depreciation and amortization expense |
|
|
29.1 |
|
|
|
31.7 |
|
|
|
20.2 |
|
|
|
84.2 |
|
|
|
58.8 |
|
Cash flow provided by (used in) operating activities |
|
|
(18.2 |
) |
|
|
(5.6 |
) |
|
|
24.7 |
|
|
|
(176.0 |
) |
|
|
22.3 |
|
Capital expenditures |
|
|
(21.3 |
) |
|
|
(16.3 |
) |
|
|
(12.8 |
) |
|
|
(49.8 |
) |
|
|
(30.7 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
See Schedule 1 for Condensed Consolidated Balance Sheets |
|
|
|
|
|
|
|
|
|
|
||||||||||
See Schedule 2 for EBITDA and Adjusted EBITDA reconciliation |
|
|
|
|
|
|
|
|
|
|
||||||||||
See Schedule 3 for Adjusted EPS reconciliation |
|
|
|
|
|
|
|
|
|
|
||||||||||
See Schedule 4 for Free Cash Flow reconciliation |
|
|
|
|
|
|
|
|
|
|
||||||||||
See Schedule 5 for Fourth Quarter 2026 Guidance reconciliation |
|
|
|
|
|
|
|
|
|
|
||||||||||
Schedule 1 |
|
|||||||
RYERSON HOLDING CORPORATION AND SUBSIDIARY COMPANIES |
|
|||||||
Condensed Consolidated Balance Sheets |
|
|||||||
(In millions, except shares) |
|
|||||||
|
|
|
|
|
|
|
||
|
|
September 30, |
|
|
December 31, |
|
||
|
|
2026 |
|
|
2025 |
|
||
Assets |
|
(unaudited) |
|
|
|
|
||
Current assets: |
|
|
|
|
|
|
||
Cash and cash equivalents |
|
$ |
40.5 |
|
|
$ |
26.9 |
|
Restricted cash |
|
|
1.4 |
|
|
|
0.9 |
|
Receivables, less provisions of $3.2 at September 30, 2026 and $2.7 at December 31, 2025 |
|
|
1,017.5 |
|
|
|
460.8 |
|
Inventories |
|
|
1,302.6 |
|
|
|
648.3 |
|
Prepaid expenses and other current assets |
|
|
105.3 |
|
|
|
85.9 |
|
Total current assets |
|
|
2,467.3 |
|
|
|
1,222.8 |
|
Property, plant, and equipment, at cost |
|
|
1,538.2 |
|
|
|
1,179.8 |
|
Less: accumulated depreciation |
|
|
630.2 |
|
|
|
570.0 |
|
Property, plant, and equipment, net |
|
|
908.0 |
|
|
|
609.8 |
|
Operating lease assets |
|
|
334.1 |
|
|
|
323.9 |
|
Other intangible assets less accumulated amortization of $111.8 at September 30, 2026 and $102.4 at December 31, 2025 |
|
|
84.8 |
|
|
|
58.2 |
|
Goodwill |
|
|
165.8 |
|
|
|
161.5 |
|
Deferred charges and other assets |
|
|
65.2 |
|
|
|
28.5 |
|
Total assets |
|
$ |
4,025.2 |
|
|
$ |
2,404.7 |
|
Liabilities |
|
|
|
|
|
|
||
Current liabilities: |
|
|
|
|
|
|
||
Accounts payable |
|
$ |
887.8 |
|
|
$ |
516.0 |
|
Salaries, wages, and commissions |
|
|
95.2 |
|
|
|
40.5 |
|
Other accrued liabilities |
|
|
114.2 |
|
|
|
72.0 |
|
Short-term debt |
|
|
1.0 |
|
|
|
1.9 |
|
Current portion of operating lease liabilities |
|
|
41.7 |
|
|
|
34.0 |
|
Current portion of deferred employee benefits |
|
|
3.6 |
|
|
|
3.7 |
|
Total current liabilities |
|
|
1,143.5 |
|
|
|
668.1 |
|
Long-term debt |
|
|
1,005.1 |
|
|
|
461.2 |
|
Deferred employee benefits |
|
|
84.3 |
|
|
|
70.2 |
|
Noncurrent operating lease liabilities |
|
|
322.3 |
|
|
|
318.6 |
|
Deferred income taxes |
|
|
124.8 |
|
|
|
110.2 |
|
Other noncurrent liabilities |
|
|
22.0 |
|
|
|
12.8 |
|
Total liabilities |
|
|
2,702.0 |
|
|
|
1,641.1 |
|
Commitments and contingencies |
|
|
|
|
|
|
||
Equity |
|
|
|
|
|
|
||
Ryerson Holding Corporation stockholders' equity: |
|
|
|
|
|
|
||
Preferred stock, $0.01 par value; 7,000,000 shares authorized and no shares issued at September 30, 2026 and December 31, 2025 |
|
|
— |
|
|
|
— |
|
Common stock, $0.01 par value; 100,000,000 shares authorized; 60,241,677 and 40,373,512 shares issued at September 30, 2026 and December 31, 2025, respectively |
|
|
0.6 |
|
|
|
0.4 |
|
Capital in excess of par value |
|
|
983.0 |
|
|
|
432.6 |
|
Retained earnings |
|
|
721.4 |
|
|
|
698.8 |
|
Treasury stock, at cost - Common stock of 8,501,790 shares at September 30, 2026 and 8,164,148 shares at December 31, 2025 |
|
|
(244.6 |
) |
|
|
(237.0 |
) |
Accumulated other comprehensive loss |
|
|
(147.8 |
) |
|
|
(141.7 |
) |
Total Ryerson Holding Corporation Stockholders' Equity |
|
|
1,312.6 |
|
|
|
753.1 |
|
Noncontrolling interest |
|
|
10.6 |
|
|
|
10.5 |
|
Total Equity |
|
|
1,323.2 |
|
|
|
763.6 |
|
Total Liabilities and Stockholders' Equity |
|
$ |
4,025.2 |
|
|
$ |
2,404.7 |
|
Schedule 2 |
|
|||||||||||||||||||
RYERSON HOLDING CORPORATION AND SUBSIDIARY COMPANIES |
|
|||||||||||||||||||
Reconciliations of Net Income (Loss) Attributable to Ryerson Holding Corporation to EBITDA and Gross profit to Gross profit excluding LIFO |
|
|||||||||||||||||||
(Dollars in millions) |
|
|||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
2026 |
|
|
2025 |
|
|
First Nine Months Ended |
|
|||||||||||
|
|
Third |
|
|
Second |
|
|
Third |
|
|
September 30, |
|
||||||||
|
|
Quarter |
|
|
Quarter |
|
|
Quarter |
|
|
2026 |
|
|
2025 |
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net income (loss) attributable to Ryerson Holding Corporation |
|
$ |
32.0 |
|
|
$ |
15.5 |
|
|
$ |
(14.8 |
) |
|
$ |
52.0 |
|
|
$ |
(18.5 |
) |
Interest and other expense on debt |
|
|
15.2 |
|
|
|
14.3 |
|
|
|
10.1 |
|
|
|
41.2 |
|
|
|
29.4 |
|
Provision (benefit) for income taxes |
|
|
3.9 |
|
|
|
6.0 |
|
|
|
4.1 |
|
|
|
18.1 |
|
|
|
(5.9 |
) |
Depreciation and amortization expense |
|
|
29.1 |
|
|
|
31.7 |
|
|
|
20.2 |
|
|
|
84.2 |
|
|
|
58.8 |
|
EBITDA |
|
$ |
80.2 |
|
|
$ |
67.5 |
|
|
$ |
19.6 |
|
|
$ |
195.5 |
|
|
$ |
63.8 |
|
Gain on insurance settlement |
|
|
(1.5 |
) |
|
|
(0.6 |
) |
|
|
— |
|
|
|
(2.1 |
) |
|
|
(1.0 |
) |
Gain on litigation settlement |
|
|
(2.4 |
) |
|
|
— |
|
|
|
— |
|
|
|
(2.4 |
) |
|
|
— |
|
Reorganization |
|
|
3.2 |
|
|
|
1.4 |
|
|
|
7.3 |
|
|
|
8.6 |
|
|
|
16.3 |
|
Advisory services fees |
|
|
0.5 |
|
|
|
0.5 |
|
|
|
— |
|
|
|
7.3 |
|
|
|
— |
|
Impairment charges on assets |
|
|
— |
|
|
|
0.5 |
|
|
|
0.1 |
|
|
|
0.9 |
|
|
|
1.9 |
|
Foreign currency transaction (gains) losses |
|
|
(0.4 |
) |
|
|
(1.8 |
) |
|
|
(1.1 |
) |
|
|
(4.3 |
) |
|
|
1.6 |
|
Purchase consideration and other transaction costs |
|
|
4.9 |
|
|
|
16.5 |
|
|
|
0.3 |
|
|
|
21.9 |
|
|
|
1.2 |
|
Other adjustments |
|
|
0.5 |
|
|
|
— |
|
|
|
0.9 |
|
|
|
1.0 |
|
|
|
1.1 |
|
Adjusted EBITDA |
|
$ |
85.0 |
|
|
$ |
84.0 |
|
|
$ |
27.1 |
|
|
$ |
226.4 |
|
|
$ |
84.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Adjusted EBITDA |
|
$ |
85.0 |
|
|
$ |
84.0 |
|
|
$ |
27.1 |
|
|
$ |
226.4 |
|
|
$ |
84.9 |
|
LIFO expense |
|
|
30.0 |
|
|
|
17.0 |
|
|
|
13.2 |
|
|
|
57.0 |
|
|
|
33.2 |
|
Adjusted EBITDA, excluding LIFO expense |
|
$ |
115.0 |
|
|
$ |
101.0 |
|
|
$ |
40.3 |
|
|
$ |
283.4 |
|
|
$ |
118.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net sales |
|
$ |
2,177.8 |
|
|
$ |
2,006.2 |
|
|
$ |
1,161.5 |
|
|
$ |
5,750.5 |
|
|
$ |
3,466.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Adjusted EBITDA, excluding LIFO expense, as a percentage of net sales |
|
|
5.3 |
% |
|
|
5.0 |
% |
|
|
3.5 |
% |
|
|
4.9 |
% |
|
|
3.4 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross profit |
|
$ |
373.7 |
|
|
$ |
355.2 |
|
|
$ |
199.5 |
|
|
$ |
1,017.7 |
|
|
$ |
613.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross margin |
|
|
17.2 |
% |
|
|
17.7 |
% |
|
|
17.2 |
% |
|
|
17.7 |
% |
|
|
17.7 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross profit |
|
$ |
373.7 |
|
|
$ |
355.2 |
|
|
$ |
199.5 |
|
|
$ |
1,017.7 |
|
|
$ |
613.3 |
|
LIFO expense |
|
|
30.0 |
|
|
|
17.0 |
|
|
|
13.2 |
|
|
|
57.0 |
|
|
|
33.2 |
|
Gross profit, excluding LIFO expense |
|
$ |
403.7 |
|
|
$ |
372.2 |
|
|
$ |
212.7 |
|
|
$ |
1,074.7 |
|
|
$ |
646.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross margin, excluding LIFO expense |
|
|
18.5 |
% |
|
|
18.6 |
% |
|
|
18.3 |
% |
|
|
18.7 |
% |
|
|
18.6 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross profit |
|
$ |
373.7 |
|
|
$ |
355.2 |
|
|
$ |
199.5 |
|
|
$ |
1,017.7 |
|
|
$ |
613.3 |
|
LIFO expense |
|
|
30.0 |
|
|
|
17.0 |
|
|
|
13.2 |
|
|
|
57.0 |
|
|
|
33.2 |
|
Purchase accounting inventory adjustments |
|
|
4.0 |
|
|
|
15.7 |
|
|
|
— |
|
|
|
19.7 |
|
|
|
— |
|
Gross profit, excluding LIFO expense and purchase accounting inventory adjustments |
|
$ |
407.7 |
|
|
$ |
387.9 |
|
|
$ |
212.7 |
|
|
$ |
1,094.4 |
|
|
$ |
646.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross margin, excluding LIFO expense and purchase accounting inventory adjustments |
|
|
18.7 |
% |
|
|
19.3 |
% |
|
|
18.3 |
% |
|
|
19.0 |
% |
|
|
18.6 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Note: EBITDA represents net income (loss) before interest and other expense on debt, provision (benefit) for income taxes, depreciation, and amortization. Adjusted EBITDA gives further effect to, among other things, gain on insurance settlement, gain on litigation settlement, reorganization expenses, impairment charges on assets, advisory service fees, foreign currency transaction gains and losses, and purchase consideration and other transaction costs. We believe that the presentation of EBITDA, Adjusted EBITDA, and Adjusted EBITDA, excluding LIFO expense, provides useful information to investors regarding our operational performance because they enhance an investor’s overall understanding of our core financial performance and provide a basis of comparison of results between current, past, and future periods. We also disclose the metric Adjusted EBITDA, excluding LIFO expense, to provide a means of comparison amongst our competitors who may not use the same basis of accounting for inventories. EBITDA, Adjusted EBITDA, and Adjusted EBITDA, excluding LIFO expense, are three of the primary metrics management uses for planning and forecasting in future periods, including trending and analyzing the core operating performance of our business without the effect of U.S. generally accepted accounting principles, or GAAP, expenses, revenues, and gains (losses) that are unrelated to the day to day performance of our business. We also establish compensation programs for our executive management and regional employees that are based upon the achievement of pre-established EBITDA, Adjusted EBITDA, and Adjusted EBITDA, excluding LIFO expense, targets. We also use EBITDA, Adjusted EBITDA, and Adjusted EBITDA, excluding LIFO expense, to benchmark our operating performance to that of our competitors. EBITDA, Adjusted EBITDA, and Adjusted EBITDA, excluding LIFO expense, do not represent, and should not be used as a substitute for, net income (loss) or cash flows provided by (used in) operations as determined in accordance with generally accepted accounting principles, and neither EBITDA, Adjusted EBITDA, and Adjusted EBITDA, excluding LIFO expense, is necessarily an indication of whether cash flow will be sufficient to fund our cash requirements. This release also presents gross margin, excluding LIFO expense, which is calculated as gross profit minus LIFO expense, divided by net sales and gross margin, excluding LIFO expense (income), net and purchase accounting inventory adjustments, which is calculated as gross profit plus LIFO expense (or minus LIFO income) and purchase accounting inventory adjustments divided by net sales. We have excluded LIFO expense (income), net and purchase accounting inventory adjustments from gross margin and Adjusted EBITDA as a percentage of net sales metrics in order to provide a means of comparison amongst our competitors who may not use the same basis of accounting for inventories as we do as well as remove the effect of non-cash purchase accounting adjustments. Our definitions of EBITDA, Adjusted EBITDA, Adjusted EBITDA, excluding LIFO expense (income), net, gross margin, excluding LIFO expense (income), net, gross margin excluding LIFO expense (income), net and purchase accounting inventory adjustments, Adjusted EBITDA, excluding LIFO expense (income), net, as a percentage of sales, and Adjusted EBITDA, excluding LIFO expense (income), net, and purchase accounting inventory adjustments as a percentage of sales may differ from that of other companies. |
|
Schedule 3 |
|
|||||||||||||||||||
RYERSON HOLDING CORPORATION AND SUBSIDIARY COMPANIES |
|
|||||||||||||||||||
Reconciliation of Net Income (Loss) to Adjusted Net Income (Loss) and Adjusted Earnings (Loss) per Share |
|
|||||||||||||||||||
(Dollars and Shares in Millions, Except Per Share Data) |
|
|||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
2026 |
|
|
2025 |
|
|
First Nine Months Ended |
|
|||||||||||
|
|
Third |
|
|
Second |
|
|
Third |
|
|
September 30, |
|
||||||||
|
|
Quarter |
|
|
Quarter |
|
|
Quarter |
|
|
2026 |
|
|
2025 |
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net income (loss) attributable to Ryerson Holding Corporation |
|
$ |
32.0 |
|
|
$ |
15.5 |
|
|
$ |
(14.8 |
) |
|
$ |
52.0 |
|
|
$ |
(18.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gain on insurance settlement |
|
|
(1.5 |
) |
|
|
(0.6 |
) |
|
|
— |
|
|
|
(2.1 |
) |
|
|
(1.0 |
) |
Gain on litigation settlement |
|
|
(2.4 |
) |
|
|
— |
|
|
|
— |
|
|
|
(2.4 |
) |
|
|
— |
|
Advisory services fees |
|
|
0.5 |
|
|
|
0.5 |
|
|
|
— |
|
|
|
7.3 |
|
|
|
— |
|
Impairment charges on assets |
|
|
— |
|
|
|
0.5 |
|
|
|
0.1 |
|
|
|
0.9 |
|
|
|
1.9 |
|
Purchase accounting inventory adjustments |
|
|
4.0 |
|
|
|
15.7 |
|
|
|
— |
|
|
|
19.7 |
|
|
|
— |
|
Benefit for income taxes |
|
|
(0.2 |
) |
|
|
(4.0 |
) |
|
|
— |
|
|
|
(2.3 |
) |
|
|
(0.2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Adjusted net income (loss) attributable to Ryerson Holding Corporation |
|
$ |
32.4 |
|
|
$ |
27.6 |
|
|
$ |
(14.7 |
) |
|
$ |
73.1 |
|
|
$ |
(17.8 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Adjusted diluted earnings (loss) per share |
|
$ |
0.61 |
|
|
$ |
0.52 |
|
|
$ |
(0.46 |
) |
|
$ |
1.48 |
|
|
$ |
(0.55 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Shares outstanding - diluted |
|
|
52.7 |
|
|
|
52.6 |
|
|
|
32.2 |
|
|
|
49.5 |
|
|
|
32.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Note: Adjusted net income (loss) and Adjusted earnings (loss) per share is presented to provide a means of comparison with periods that do not include similar adjustments. |
|
|||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Schedule 4 |
|
|||||||||||||||||||
RYERSON HOLDING CORPORATION AND SUBSIDIARY COMPANIES |
|
|||||||||||||||||||
Cash Flow from Operations to Free Cash Flow Yield |
|
|||||||||||||||||||
(Dollars in Millions) |
|
|||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
2026 |
|
|
2025 |
|
|
First Nine Months Ended |
|
|||||||||||
|
|
Third |
|
|
Second |
|
|
Third |
|
|
September 30, |
|
||||||||
|
|
Quarter |
|
|
Quarter |
|
|
Quarter |
|
|
2026 |
|
|
2025 |
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net cash provided by (used in) operating activities |
|
$ |
(18.2 |
) |
|
$ |
(5.6 |
) |
|
$ |
24.7 |
|
|
$ |
(176.0 |
) |
|
$ |
22.3 |
|
Capital expenditures |
|
|
(21.3 |
) |
|
|
(16.3 |
) |
|
|
(12.8 |
) |
|
|
(49.8 |
) |
|
|
(30.7 |
) |
Proceeds from sales of property, plant, and equipment |
|
|
— |
|
|
|
4.4 |
|
|
|
2.3 |
|
|
|
5.5 |
|
|
|
2.6 |
|
Free cash flow |
|
$ |
(39.5 |
) |
|
$ |
(17.5 |
) |
|
$ |
14.2 |
|
|
$ |
(220.3 |
) |
|
$ |
(5.8 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Market capitalization |
|
$ |
1,219.0 |
|
|
$ |
1,277.0 |
|
|
$ |
736.1 |
|
|
$ |
1,219.0 |
|
|
$ |
736.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Free cash flow yield |
|
|
(3.2 |
)% |
|
|
(1.4 |
)% |
|
|
1.9 |
% |
|
|
(18.1 |
)% |
|
|
(0.8 |
)% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Note: Market capitalization is calculated using September 30, 2026, June 30, 2026, and September 30, 2025 stock prices and shares outstanding. |
|
|
|
|
|
|
|
|||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Schedule 5 |
|||
RYERSON HOLDING CORPORATION AND SUBSIDIARY COMPANIES |
|||
Reconciliation of Fourth Quarter 2026 Net Income Attributable to Ryerson Holding Corporation to Adj. EBITDA, excl. LIFO Guidance |
|||
(Dollars in Millions) |
|||
|
Fourth Quarter 2026 |
||
|
Low |
|
High |
Net income attributable to Ryerson |
$16 |
|
$20 |
|
|
|
|
Diluted income per share |
$0.30 |
|
$0.38 |
|
|
|
|
Interest and other expense on debt |
15 |
|
15 |
Provision for income taxes |
5 |
|
7 |
Depreciation and amortization expense |
30 |
|
30 |
EBITDA |
$66 |
|
$72 |
Adjustments |
2 |
|
4 |
Adjusted EBITDA |
$68 |
|
$76 |
LIFO expense |
32 |
|
28 |
Adjusted EBITDA, excluding LIFO expense |
$100 |
|
$104 |
|
|
|
|
Note: See the note within Schedule 2 for a description of EBITDA and Adjusted EBITDA. |
|
|
|
|
|
|
|

Ryerson Holding Corporation Earnings Presentation Third Quarter 2026 Exhibit 99.2

Important Information About Ryerson Holding Corporation These materials do not constitute an offer or solicitation to purchase or sell securities of Ryerson Holding Corporation (“Ryerson” or “the Company”) or its subsidiaries and no investment decision should be made based upon the information provided herein. Ryerson strongly urges you to review its filings with the Securities and Exchange Commission, which can be found at https://ir.ryerson.com/financials/sec-filings/default.aspx. This site also provides additional information about Ryerson. Safe Harbor Provision Certain statements made in this release and other written or oral statements made by or on behalf of the Company constitute “forward-looking statements” within the meaning of the 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 terminology such as “objectives,” “goals,” “preliminary,” “range,” “believes,” “expects,” “may,” “estimates,” “will,” “should,” “plans,” or “anticipates” or the negative thereof or other variations thereon or comparable terminology, or by discussions of strategy. The Company cautions that any such 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 as a result of various factors. Among the factors that significantly impact our business are: the cyclicality of our business; the highly competitive, volatile, and fragmented metals industry in which we operate; the impact of geopolitical events; fluctuating metal prices; our indebtedness and the covenants in instruments governing such indebtedness; the integration of acquired operations; regulatory and other operational risks associated with our operations located inside and outside of the United States; the influence of a single investor group over our policies and procedures; work stoppages; obligations under certain employee retirement benefit plans; currency fluctuations; and consolidation in the metals industry. Forward-looking statements should, therefore, be considered in light of various factors, including those set forth above and those set forth under “Risk Factors” in our most recent annual report on Form 10-K for the year ended December 31, 2025, and in our other filings with the Securities and Exchange Commission. Moreover, we caution against placing undue reliance on these statements, which speak only as of the date they were made. The Company does not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events or circumstances, new information or otherwise. Non-GAAP Measures Certain measures contained in these slides or the related presentation are not measures calculated in accordance with generally accepted accounting principles (“GAAP”). They should not be considered a replacement for GAAP results. Non-GAAP financial measures appearing in these slides are identified in the footnotes. A reconciliation of these non-GAAP measures to the most directly comparable GAAP financial measures is included in the Appendix.

RYERSON REVENUE $2.18B +9% QoQ | +9% QoQ Same-store ADJ. EBITDA, EXCL. LIFO $115M +$14M QoQ | +$7M QoQ Same-store FREE CASH FLOW $(39.5)M -$22M QoQ NET DEBT / LEVERAGE $966M / 3.2x +$53M QoQ | -0.8x QoQ FINANCIAL ACHIEVMENTS Exceeded revenue, net income, and Adjusted EBITDA, excl. LIFO guidance Strongest same-store shipment volume in over 5 years More than doubled net income sequentially while improving expenses as a percentage of sales INTEGRATION ACHIEVMENTS Surpassed first-year synergy run-rate1 target ahead of schedule, reaching approximately $52M versus a $40M goal Exceeding commercial synergy expectations through shared inventory, coordinated processing and new customer solutions across the combined network POSITIONED FOR MORE Expect $14–$15M in Q4 synergies, or $56-60M on an annualized, run-rate basis Targeting year-end leverage below 3.0x as we expect TTM EBITDA to increase and seasonal working capital requirements to ease Expanded scale improves availability, reliability, and speed of service for customers Exceeded shipment, sales, and earnings guidance and eclipsed first-year annual run-rate synergy target ahead of schedule while generating market share gains, productivity gains, and higher book value per share alongside excellent net working capital management Q3 2026 Highlights 1. Annualized run-rate synergies represent the estimated annual benefit of synergy actions, assuming those benefits continue for a full year. Reported quarterly attainment is annualized by multiplying by four; targets reflect the annual benefit expected once the planned actions are implemented.

End-Market Demand RYERSON Shipments exceeded seasonal expectations: Total Company shipments increased 1.2% sequentially versus guidance for a 3%–5% decline. Same-store shipments increased 1.8% to their highest quarterly level in more than five years, with daily shipment volumes and invoice counts increasing each month. Secular demand supported activity across traditional end markets: Data center and power generation projects remained strong drivers of customer demand in the third quarter, representing an estimated 9% of revenues, compared to a revised 6% in the second quarter. Data center volumes increased by approximately 65% in the third quarter compared to the first quarter of the year. Commercial Transportation and Climate remained areas of strength: North American same-store Climate volumes increased nearly 9% sequentially, supported by HVAC customers serving both data center and traditional markets. Commercial Transportation volumes increased nearly 3.5% on the same basis, led by truck cab and tractor trailer activity. Demand growth remained uneven across the broader economy: Strength in data center and power generation-related projects contrasted with softer consumer-facing and interest-rate-sensitive markets. Our expanded network, processing capabilities and improving inventory visibility helped teams meet customer needs amid tight product availability and extended mill lead times.

RYERSON 1Net income attributable to Ryerson Holding Corporation; 2Diluted EPS of $0.34 represents the midpoint of our $0.30 –$0.38 guidance range. See Ryerson’s 8-K filed on October 28, 2026 Net sales Net Income1 Adj. EBITDA, excl. LIFO $1.96 - 2.04B $16 – 20M $100 - 104M Fourth quarter guidance assumes: Shipments decrease by 6 to 8% compared to the third quarter, reflecting fewer business days and mild seasonal softness Average selling prices are expected to be flat to up by 2% quarter-over-quarter as higher carbon pricing is expected to slightly offset relative softening in stainless and aluminum pricing Q4 2026 Guidance 2

Olympic Integration Dashboard RYERSON Eclipsed first year synergy target early; projecting $14-15M realization in Q4 Synergy Pillar Two-Year Target Run-Rate Q3 P&L Realized Annualized Run-Rate Synergies Q4 P&L Expected1 Q4/Q1 Milestones1 Procurement $40M $5.9 $23.6 ~$6 Align purchasing programs and harmonize systems Operating Efficiency $25M $2.5 $10.0 ~$2.5 Reduce duplicative costs and improve productivity Commercial Enhancement $20M $2.3 $9.2 ~$4 Win new business through shared inventory and capabilities Network Optimization $35M $2.1 $8.4 ~$2 Complete Connecticut consolidation in Q1 2027; expand in-house processing Total $120M $12.8M $51.2M ~$14-15M First-year annual run-rate target achieved; Q4 expected synergies annualize to $56-60M on a run-rate basis First-year annual run-rate synergy target: $40 million Two-year annual run rate synergy target: $120 million Commercial enhancement synergies include business not previously achievable due to system, technology, equipment, or location limitations Network optimization synergies include margin expansion through utilizing in-house processing capabilities vs. outside processing 1 “Q4 P&L Expected” and “Q4/Q1 Milestones” are projections based on management expectations and include assumptions for pricing and volumes in the fourth and first quarters

RYERSON Capex Dividends M&A Buybacks Budgeted $75M for FY 2026 Quarterly dividends/share of $0.1875 to date Active but selective approach Repurchased $3.8M in Q3 Prioritizing free cash flow generation and debt reduction Maintained disciplined approach to capex in the third quarter while supporting transactional and value-add growth as well as growth in secular growth markets such as data centers and power generation Declared fourth quarter dividend of $0.1875, which represents a 3%1 annual yield Active but selective in our approach to M&A as we focus on integrating Olympic Steel Returned $3.8M to shareholders through opportunistic buybacks; we retain $96 million authorization through April 2028 1 Calculated using RYZ’s September 30th closing share price of $23.56 Strategically Allocating Capital

RYERSON 1 Net income attributable to Ryerson Holding Corporation; 2Adjusted Gross Margin, excl. LIFO excludes inventory purchase accounting adjustments. A reconciliation of non-GAAP financial measures to the comparable GAAP measure is included in the Appendix. See Ryerson’s 8-K filed on October 28, 2026. Net Sales Gross Margin Net Income1 Diluted Earningsper Share Total Debt $2.18B 17.2% $32.0M $0.61 $1.01B +8.6% QoQ -50 bps QoQ +16.5M QoQ +$0.31 QoQ +$51MQoQ Tons Shipped Adj. Gross Margin, excl. LIFO2 Adj. EBITDA excl. LIFO Adjusted Diluted Earnings per Share Net Debt 814K 18.7% $115.0M $0.61 $966M +1.2% QoQ -60 bps QoQ +$14.0M QoQ +$0.09 QoQ +$53M QoQ Q3 2026 Key Financial Metrics

Capital Management RYERSON Leverage ratio decrease was driven by EBITDA contribution + synergy conversion We anticipate that higher trailing twelve-month EBITDA generation, in combination with our expectation for seasonally-aligned working capital requirements, will further reduce our leverage ratio to below 3.0x by year-end Q3 Global Liquidity1: $865M LEVERAGE RATIO / GOAL 3.2x / 0.5-2.0x QoQ Leverage Ratio Decrease of 0.8x 1A reconciliation of non-GAAP financial measures to the comparable GAAP measure is included in the Appendix. See Ryerson’s 8-K filed on October 28, 2026. Net debt increased by $53 million during the third quarter due to higher working capital requirements supporting record revenue generation Liquidity & Net Debt, $M

RYERSON

Appendix

Note: Targets and estimates shown were presented in February 2026 at the closing of the Ryerson–Olympic Steel merger. See the current-quarter integration update for progress against these targets on slide 6. 1 Synergy estimate is preliminary and subject to change; synergy realization subject to estimated ~40M non-recurring cost to achieve across years 1 & 2; 2 2024 Figure includes run-rate synergies of $120M 4 Key Pillars Underpinning Synergy Realization OVERVIEW ~$120MExpected Annual Run Rate Synergies1 33%Expected implementation by first merger anniversary 100%Expected implementation by second merger anniversary >$190M Pro Forma Free Cash Flow2 Procurement Improved purchasing efficiency Lower costs per touch – plant transfers and final mile delivery Scalable IT systems for optimizing inventories at the local plant level Efficiency Gains Functional area and administrative redundancy cost-outs Higher capacity utilization across the combined network drives productivity, increases in revenue and tons shipped/ employee, and improved expense leverage Network Optimization Optimized asset utilization across the platform Movement of equipment to higher return locations Sharing of equipment and inventory to drive market share growth Commercial Enhancement Scaled combined fabrication network at higher than “general line service center margins” Transactional business growth through commercial portfolio optimization Program-OEM growth in North America serving more OEM locations with lower cost supply chains ~$40M ~$20M ~$35M ~$25M Merger Synergy Opportunities Synergy framework presented at merger close — February 2026

*Net Income (Loss) attributable to Ryerson Holding Corporation; A reconciliation of non-GAAP financial measures to the comparable GAAP measure is included in this Appendix Gross Margin & Adj. Gross Margin, excl. LIFO Tons Shipped, thousands Average Selling Price per Ton Adj. EBITDA, excl. LIFO & Net Income ($M)* Quarterly Financial Highlights

Non-GAAP Reconciliation: Adjusted EBITDA, excl. LIFO

Non-GAAP Reconciliation: Adjusted Net Income, Leverage, & Availability