Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of Registrant
Reliance Steel & Aluminum Co. (the "Company") entered into that Second
Amendment to Amended and Restated Credit Agreement (the "Amendment") dated as of
September 25, 2009 and effective as of September 28, 2009 (the "Effective
Date"), by and among the Company, as borrower, Bank of America, N.A., as
administrative agent, and the lenders named therein. A copy of the Amendment is
attached as Exhibit 4.1 hereto. The Amendment, among other things, extends the
maturity date of $1.02 billion in commitments for the extending lenders from
November 9, 2011 to November 9, 2012. The maturity date of the $80 million in
commitments for the non-extending lenders remains at November 9, 2011. The
Amendment also reduces the interest coverage ratio from 3.0 times to 2.0 times
(interest coverage ratio is calculated as net income attributable to the Company
plus interest expense and provision for income taxes, less equity in earnings of
unconsolidated subsidiaries, divided by interest expense) and the total leverage
ratio from 0.60 to 1.00 to 0.50 to 1.00 (total leverage ratio is calculated as
total debt, inclusive of capital lease obligations and outstanding letters of
credit, divided by the Company's shareholders' equity plus total debt)
requirements through March 31, 2010. From the Effective Date through June 30,
2010, the Amendment places certain limitations on the Company's use of cash to
make investments, distributions and acquisitions, except as specifically
provided in the Amendment. Pricing was also adjusted.
Concurrent with the Amendment, the Company paid off and terminated its term
loan that had an outstanding balance of approximately $444 million.
All of the Company's wholly-owned material domestic subsidiaries are
guarantors of all of the Company's consolidated debt including the items
discussed above.
The foregoing description and the description in the press release are
qualified in their entirety by reference to the full text of the Amendment.
Item 8.01 Other Events.
The Company issued a press release on September 29, 2009 announcing the
Amendment and updating its 2009 third quarter outlook. The press release is
attached as Exhibit 99.1 hereto.
Item 9.01 Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Shell company transactions.
Not applicable.
(d) Exhibits.
Exhibit No. Description
4.1 Second Amendment to Amended and Restated Credit Agreement dated as of
September 25, 2009 by and among Reliance Steel & Aluminum Co., as
Borrower, Bank of America, N.A., as Administrative Agent, and the banks
identified as lenders therein.
99.1 Press Release dated September 29, 2009.
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