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Schnitzer Reports First Quarter Fiscal 2022 Financial Results

Best First Quarter Earnings in Company’s History

Schnitzer Board Declares Quarterly Dividend

Schnitzer Steel Industries, Inc. (NASDAQ: SCHN) today reported results for its first quarter of fiscal 2022 ended November 30, 2021.

First Quarter Fiscal 2022 Highlights

  • Diluted earnings per share from continuing operations of $1.55, more than triple earnings per share of $0.50 in the first quarter of fiscal 2021
  • Adjusted diluted earnings per share from continuing operations of $1.58, compared to adjusted diluted earnings per share of $0.57 in the first quarter of fiscal 2021
  • Net income of $47 million, more than triple net income of $15 million in the first quarter of fiscal 2021
  • Adjusted EBITDA of $78 million in the quarter, compared to $40 million in the first quarter of fiscal 2021
    • Highest first quarter net income and adjusted EBITDA, notwithstanding supply chain disruptions which contributed to the delay of several planned November shipments of ferrous and nonferrous recycled metals.

The Company’s first quarter performance benefited from the strong global demand for recycled metals and a robust West Coast market for finished steel products. The results reflected average selling prices at or near multi-year highs for ferrous, nonferrous, and finished steel products, increased contributions from our steel mill as operations continued to ramp-up after re-starting in August 2021 following the mill fire outage, benefits from higher year-over-year ferrous and nonferrous sales volumes, and initial contributions from Columbus Recycling assets after the completion of the acquisition on October 1, 2021.

Tamara Lundgren, Chairman and Chief Executive Officer stated, “Our results this quarter are our Company’s best first quarter earnings on record. Our strategic initiatives related to volume growth and productivity contributed to our expanded profitability, with higher ferrous and nonferrous sales volumes benefiting from our recent acquisition of the Columbus Recycling assets. We also benefited from positive market conditions supported by cyclical and structural trends, including the global focus on decarbonization and the increased use of recycled ferrous metals in steelmaking.”

Ms. Lundgren continued, “Earlier this month, we published our Fiscal 2021 Sustainability Report: Essential Recycling, Sustainable Products, Successful Communities. We made significant progress against our People, Planet, and Profit goals, including achieving 100% net carbon-free electricity use at our facilities ahead of our fiscal 2022 target. By supplying our global customers with high quality, low-carbon recycled metals that are critical to the production of sustainable products and infrastructure, we are continuing to deliver on our commitment to creating a more sustainable future.”

Summary Results

 

 

 

 

 

 

 

 

 

 

 

 

($ in millions, except per share amounts, and prices per ton/pound)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Quarter

 

 

 

1Q22

 

4Q21

 

1Q21

Revenues

 

$

798

 

 

$

846

 

 

$

492

 

Gross margin (total revenues less cost of goods sold)

 

$

115

 

 

$

126

 

 

$

72

 

Selling, general and administrative expense

 

$

55

 

 

$

77

 

 

$

50

 

Net income (loss)

 

$

47

 

 

$

44

 

 

$

15

 

Net income (loss) per ferrous ton

 

$

41

 

 

$

38

 

 

$

14

 

Diluted earnings (loss) per share from continuing operations attributable to SSI shareholders

 

 

 

 

 

 

 

 

 

 

 

 

Reported

 

$

1.55

 

 

$

1.43

 

 

$

0.50

 

Adjusted(1)

 

$

1.58

 

 

$

1.81

 

 

$

0.57

 

Adjusted EBITDA(1)

 

$

78

 

 

$

80

 

 

$

40

 

Adjusted EBITDA per ferrous ton(1)

 

$

68

 

 

$

69

 

 

$

38

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ferrous sales volumes (LT, in thousands)

 

 

1,148

 

 

 

1,163

 

 

 

1,053

 

Avg. net ferrous sales prices ($/LT)(2)

 

$

446

 

 

$

449

 

 

$

269

 

Nonferrous sales volumes (pounds, in millions)(3)

 

 

153

 

 

 

164

 

 

 

138

 

Avg. nonferrous sales prices ($/pound)(2)(3)

 

$

1.05

 

 

$

1.01

 

 

$

0.64

 

Finished steel average net sales price ($/ST)(2)

 

$

979

 

 

$

920

 

 

$

621

 

Finished steel sales volumes (ST, in thousands)

 

 

99

 

 

 

65

 

 

 

134

 

Rolling mill utilization (%)

 

 

78

%

 

 

28

%

 

 

97

%

LT = Long Ton, which is equivalent to 2,240 pounds

ST = Short Ton, which is equivalent to 2,000 pounds

(1)

See Non-GAAP Financial Measures for reconciliation to U.S. GAAP.

(2)

Price information is shown after netting the cost of freight incurred to deliver the product to the customer.

(3)

Average nonferrous sales volumes and prices excludes platinum group metals (PGMs) in catalytic converters.

First Quarter Fiscal 2022 Financial Review and Analysis

Net income per ferrous ton was $41 and adjusted EBITDA per ferrous ton was $68 in the first quarter of fiscal 2022, a strong year-over-year increase from $14 and $38, respectively. Year-over-year performance benefited from higher average selling prices and higher sales volumes for recycled ferrous and nonferrous metals. These benefits were partially offset by the effect of supply chain disruptions, which contributed to delays in certain planned November shipments of ferrous bulk cargos and containers of nonferrous products, as well as a decline in the price of platinum group metals, and higher SG&A expense. The effect of average inventory accounting was insignificant in the first quarter of fiscal 2022 compared to a benefit of $2 per ferrous ton in the prior year quarter.

Ferrous and nonferrous sales volumes in the first quarter of fiscal 2022 were up year-over-year by 9% and 11%, respectively, despite the supply chain disruptions, and included two months of volumes from Columbus Recycling. Average ferrous and nonferrous net selling prices were up 66% and 64% year-over-year, respectively. Finished steel sales volumes were down 26% year-over-year, reflecting the continued ramp-up of operations after re-starting in August 2021 following the mill fire outage. Rolling mill utilization averaged 78% in the quarter, with November reaching 91%. Average net selling prices for finished steel products were up 58% year-over-year, the highest prices on record.

The first quarter of fiscal 2022 had negative operating cash flow of $34 million, as cash flows associated with profitability were more than offset by increased working capital due primarily to inventory rebuild at the steel mill, the cash payment in November of incentive compensation accrued in fiscal 2021, and the impact of shipment delays on the timing of collecting receivables.

Capital expenditures were $30 million in the quarter, including investments in advanced metal recovery technologies, maintaining the business and environmental projects, net of $10 million in insurance payments related to the repair and replacement of property damaged by the mill fire. Total debt at the end of the quarter was $260 million, and debt, net of cash, was $241 million. The increase in debt was primarily driven by the acquisition of the assets of Columbus Recycling and increased working capital (for a reconciliation of adjusted results and debt, net of cash, to U.S. GAAP, see the table provided in the Non-GAAP Financial Measures section). The Company’s effective tax rate for the first quarter of fiscal 2022 was an expense of 19% reflecting discrete tax benefits associated with the vesting of previously awarded share-based incentive compensation.

During the first quarter, the Company returned capital to shareholders through its 111th consecutive quarterly dividend.

Shredder Fire at Metals Recycling Facility in the U.S. Northeast

On December 8, 2021 the Company experienced a fire at its metals recycling facility in Everett, Massachusetts. There were no injuries to personnel, and property loss or damage from the incident was limited to the facility’s shredder building and equipment. Given that the incident occurred after the end of the Company’s fiscal first quarter, this matter did not have an impact on the Company’s results of operations for the quarter.

Declaration of Quarterly Dividend

The Board of Directors declared a cash dividend of $0.1875 per common share, payable February 14, 2022 to shareholders of record on January 31, 2022. Schnitzer has paid a dividend every quarter since going public in November 1993.

Analysts’ Conference Call: First Quarter of Fiscal 2022

A conference call and slide presentation to discuss results will be held today, January 6, 2022, at 11:30 a.m. Eastern and will be hosted by Tamara L. Lundgren, Chairman and Chief Executive Officer, and Richard Peach, Executive Vice President, Chief Financial Officer and Chief Strategy Officer. The call and the slide presentation will be webcast and accessible on the Company’s website under Company > Investors > Event Calendar at www.schnitzersteel.com/company/investors/event-calendar.

Summary financial data is provided in the following pages. The slide presentation and related materials will be available prior to the call on the above website.

About Schnitzer Steel Industries, Inc.

Schnitzer Steel Industries, Inc. is one of the largest manufacturers and exporters of recycled metal products in North America with operating facilities located in 25 states, Puerto Rico and Western Canada. Schnitzer has seven deep water export facilities located on both the East and West Coasts and in Hawaii and Puerto Rico. The Company’s integrated operating platform also includes 50 stores which sell serviceable used auto parts from salvaged vehicles and receive over 4.3 million annual retail visits. The Company’s steel manufacturing operations produce finished steel products, including rebar, wire rod and other specialty products. The Company began operations in 1906 in Portland, Oregon.

SCHNITZER STEEL INDUSTRIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

($ in thousands, except per share amounts)

(Unaudited)

 

 

 

Three Months Ended

 

 

November 30,

2021

 

August 31,

2021

 

November 30,

2020

Revenues

 

$

798,118

 

 

$

845,615

 

 

$

492,107

 

Cost of goods sold

 

 

683,244

 

 

 

719,941

 

 

 

420,094

 

Selling, general and administrative expense

 

 

55,267

 

 

 

76,528

 

 

 

49,906

 

Income from joint ventures

 

 

(236

)

 

 

(1,875

)

 

 

(727

)

Restructuring charges and other exit-related activities

 

 

22

 

 

 

26

 

 

 

64

 

Operating income

 

 

59,821

 

 

 

50,995

 

 

 

22,770

 

Interest expense

 

 

(1,372

)

 

 

(898

)

 

 

(1,780

)

Other (loss) income, net

 

 

(47

)

 

 

66

 

 

 

(165

)

Income from continuing operations before income taxes

 

 

58,402

 

 

 

50,163

 

 

 

20,825

 

Income tax expense

 

 

(11,097

)

 

 

(6,346

)

 

 

(5,719

)

Income from continuing operations

 

 

47,305

 

 

 

43,817

 

 

 

15,106

 

Loss from discontinued operations, net of tax

 

 

(29

)

 

 

(21

)

 

 

(42

)

Net income

 

 

47,276

 

 

 

43,796

 

 

 

15,064

 

Net income attributable to noncontrolling interests

 

 

(1,077

)

 

 

(1,011

)

 

 

(960

)

Net income attributable to SSI shareholders

 

$

46,199

 

 

$

42,785

 

 

$

14,104

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income per share attributable to SSI shareholders:

 

 

 

 

 

 

 

 

 

 

 

 

Basic:

 

 

 

 

 

 

 

 

 

 

 

 

Income per share from continuing operations

 

$

1.64

 

 

$

1.52

 

 

$

0.51

 

Net income per share

 

$

1.64

 

 

$

1.52

 

 

$

0.51

 

Diluted:

 

 

 

 

 

 

 

 

 

 

 

 

Income per share from continuing operations

 

$

1.55

 

 

$

1.43

 

 

$

0.50

 

Net income per share

 

$

1.55

 

 

$

1.43

 

 

$

0.50

 

Weighted average number of common shares:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

28,159

 

 

 

28,087

 

 

 

27,807

 

Diluted

 

 

29,885

 

 

 

29,882

 

 

 

28,485

 

Dividends declared per common share

 

$

0.1875

 

 

$

0.1875

 

 

$

0.1875

 

SCHNITZER STEEL INDUSTRIES, INC.

SELECTED OPERATING STATISTICS

(Unaudited)

 

 

 

 

 

 

 

1Q22

Total ferrous volumes (LT, in thousands)(1)

 

 

1,148

 

Total nonferrous volumes (pounds, in thousands)(1)(2)

 

 

153,227

 

Ferrous selling prices ($/LT)(3)

 

 

 

 

Domestic

 

$

431

 

Foreign

 

$

450

 

Average

 

$

446

 

Ferrous sales volume (LT, in thousands)

 

 

 

 

Domestic

 

 

430

 

Foreign

 

 

718

 

Total

 

 

1,148

 

Nonferrous average price ($/pound)(2)(3)

 

$

1.05

 

Cars purchased (in thousands)(4)

 

 

80

 

Auto stores at period end

 

 

50

 

Finished steel average sales price ($/ST)(3)

 

$

979

 

Sales volume (ST, in thousands)

 

 

 

 

Rebar

 

 

74

 

Coiled products

 

 

25

 

Merchant bar and other

 

 

 

Finished steel products sold

 

 

99

 

Rolling mill utilization(5)

 

 

78

%

(1)

Ferrous and nonferrous volumes sold externally and delivered to our steel mill for finished steel production.

(2)

Excludes platinum group metals (“PGMs”) in catalytic converters.

(3)

Price information is shown after netting the cost of freight incurred to deliver the product to the customer.

(4)

Cars purchased by auto parts stores only.

(5)

Rolling mill utilization is based on effective annual production capacity under current conditions of 580 thousand tons of finished steel products.

SCHNITZER STEEL INDUSTRIES, INC.

SELECTED OPERATING STATISTICS

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal Year

 

 

1Q21

 

2Q21

 

3Q21

 

4Q21

 

2021

Total ferrous volumes (LT, in thousands)(1)

 

 

1,053

 

 

 

977

 

 

 

1,215

 

 

 

1,163

 

 

 

4,408

 

Total nonferrous volumes (pounds, in thousands)(1)(2)

 

 

138,236

 

 

 

135,899

 

 

 

155,657

 

 

 

163,586

 

 

 

593,378

 

Ferrous selling prices ($/LT)(3)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Domestic

 

$

242

 

 

$

349

 

 

$

395

 

 

$

453

 

 

$

364

 

Foreign

 

$

276

 

 

$

399

 

 

$

401

 

 

$

446

 

 

$

385

 

Average

 

$

269

 

 

$

387

 

 

$

400

 

 

$

449

 

 

$

381

 

Ferrous sales volume (LT, in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Domestic

 

 

388

 

 

 

391

 

 

 

412

 

 

 

309

 

 

 

1,500

 

Foreign

 

 

665

 

 

 

586

 

 

 

803

 

 

 

854

 

 

 

2,908

 

Total(4)

 

 

1,053

 

 

 

977

 

 

 

1,215

 

 

 

1,163

 

 

 

4,408

 

Nonferrous average price ($/pound)(2)(3)

 

$

0.64

 

 

$

0.83

 

 

$

0.97

 

 

$

1.01

 

 

$

0.88

 

Cars purchased (in thousands)(4)

 

 

78

 

 

 

80

 

 

 

91

 

 

 

89

 

 

 

338

 

Auto stores at period end

 

 

50

 

 

 

50

 

 

 

50

 

 

 

50

 

 

 

50

 

Finished steel average sales price ($/ST)(3)

 

$

621

 

 

$

690

 

 

$

802

 

 

$

920

 

 

$

737

 

Sales volume (ST, in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rebar

 

 

94

 

 

 

103

 

 

 

106

 

 

 

50

 

 

 

353

 

Coiled products

 

 

39

 

 

 

32

 

 

 

47

 

 

 

14

 

 

 

132

 

Merchant bar and other

 

 

1

 

 

 

1

 

 

 

 

 

 

1

 

 

 

3

 

Finished steel products sold

 

 

134

 

 

 

136

 

 

 

153

 

 

 

65

 

 

 

488

 

Rolling mill utilization(5)

 

 

97

%

 

 

88

%

 

 

98

%

 

 

28

%

 

 

78

%

LT = Long Ton, which is equivalent to 2,240 pounds

ST = Short Ton, which is equivalent to 2,000 pounds

(1)

Ferrous and nonferrous volumes sold externally and delivered to our steel mill for finished steel production.

(2)

Excludes platinum group metals (“PGMs”) in catalytic converters.

(3)

Price information is shown after netting the cost of freight incurred to deliver the product to the customer.

(4)

Cars purchased by auto parts stores only.

(5)

Rolling mill utilization is based on effective annual production capacity under current conditions of 580 thousand tons of finished steel products.

SCHNITZER STEEL INDUSTRIES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

($ in thousands)

(Unaudited)

 

 

 

November 30, 2021

 

August 31, 2021

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

19,081

 

 

$

27,818

 

Accounts receivable, net

 

 

303,541

 

 

 

214,098

 

Inventories

 

 

313,872

 

 

 

256,427

 

Other current assets

 

 

35,934

 

 

 

44,771

 

Total current assets

 

 

672,428

 

 

 

543,114

 

Property, plant and equipment, net

 

 

579,872

 

 

 

562,674

 

Operating lease right-of-use assets

 

 

127,865

 

 

 

131,221

 

Goodwill and other assets

 

 

339,603

 

 

 

257,354

 

Total assets

 

$

1,719,768

 

 

$

1,494,363

 

 

 

 

 

 

 

 

 

 

Liabilities and Equity

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Short-term borrowings

 

$

3,501

 

 

$

3,654

 

Operating lease liabilities

 

 

21,695

 

 

 

21,417

 

Other current liabilities

 

 

323,442

 

 

 

327,779

 

Total current liabilities

 

 

348,638

 

 

 

352,850

 

Long-term debt, net of current maturities

 

 

256,215

 

 

 

71,299

 

Environmental liabilities, net of current portion

 

 

55,089

 

 

 

52,385

 

Operating lease liabilities, net of current maturities

 

 

109,191

 

 

 

113,165

 

Other long-term liabilities

 

 

75,879

 

 

 

64,885

 

Total liabilities

 

 

845,012

 

 

 

654,584

 

 

 

 

 

 

 

 

 

 

Total Schnitzer Steel Industries, Inc. ("SSI") shareholders' equity

 

 

870,690

 

 

 

835,764

 

Noncontrolling interests

 

 

4,066

 

 

 

4,015

 

Total equity

 

 

874,756

 

 

 

839,779

 

Total liabilities and equity

 

$

1,719,768

 

 

$

1,494,363

 

Non-GAAP Financial Measures

This press release contains performance based on adjusted diluted earnings per share from continuing operations attributable to SSI shareholders, adjusted EBITDA and adjusted EBITDA per ferrous ton which are non-GAAP financial measures as defined under SEC rules. As required by SEC rules, the Company has provided a reconciliation of these measures for each period discussed to the most directly comparable U.S. GAAP measure. Management believes that providing these non-GAAP financial measures adds a meaningful presentation of our results from business operations excluding adjustments for business development costs not related to ongoing operations including pre-acquisition expenses, legacy environmental matters (net of recoveries), restructuring charges and other exit-related activities, and the income tax (benefit) expense allocated to these adjustments, items which are not related to underlying business operational performance, and improves the period-to-period comparability of our results from business operations. We believe that presenting debt, net of cash is useful to investors as a measure of our leverage, as cash and cash equivalents can be used, among other things, to repay indebtedness. These non-GAAP financial measures should be considered in addition to, but not as a substitute for, the most directly comparable U.S. GAAP measures.

Reconciliation of adjusted diluted earnings per share from continuing operations attributable to SSI shareholders

 

($ per share)

 

Three Months Ended

 

 

1Q22

 

4Q21

 

1Q21

As reported

 

$

1.55

 

 

$

1.43

 

 

$

0.50

 

Business development costs, per share

 

 

0.02

 

 

 

0.05

 

 

 

 

Charges for legacy environmental matters, net, per share(1)

 

 

0.02

 

 

 

0.43

 

 

 

0.10

 

Restructuring charges and other exit-related activities, per share

 

 

 

 

 

 

 

 

 

Income tax benefit allocated to adjustments, per share(2)

 

 

(0.01

)

 

 

(0.10

)

 

 

(0.02

)

Adjusted(3)

 

$

1.58

 

 

$

1.81

 

 

$

0.57

 

Reconciliation of adjusted EBITDA and adjusted EBITDA per ferrous ton

 

($ in millions)

 

Three Months Ended

 

 

1Q22

 

4Q21

 

1Q21

Net income

 

$

47

 

 

$

44

 

 

$

15

 

Plus interest expense

 

 

1

 

 

 

1

 

 

 

2

 

Plus tax expense

 

 

11

 

 

 

6

 

 

 

6

 

Plus depreciation and amortization

 

 

17

 

 

 

15

 

 

 

15

 

Plus business development costs

 

 

1

 

 

 

1

 

 

 

 

Plus restructuring charges and other exit-related activities

 

 

 

 

 

1

 

 

 

 

Plus charges for legacy environmental matters, net(1)

 

 

 

 

 

13

 

 

 

3

 

Adjusted EBITDA(3)

 

$

78

 

 

$

80

 

 

$

40

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ferrous sales volume (LT, in thousands)

 

 

1,148

 

 

 

1,163

 

 

 

1,053

 

Adjusted EBITDA per ferrous ton sold ($/LT)

 

$

68

 

 

$

69

 

 

$

38

 

LT = Long Ton, which is equivalent to 2,240 pounds

(1)

Legal and environmental charges for legacy environmental matters, net of recoveries. Legacy environmental matters include charges (net of recoveries) related to the Portland Harbor Superfund site and to other legacy environmental loss contingencies.

(2)

Income tax allocated to the aggregate adjustments reconciling reported and adjusted diluted earnings (loss) per share from continuing operations attributable to SSI shareholders is determined based on a tax provision calculated with and without the adjustments.

(3)

May not foot due to rounding.

Reconciliation of debt, net of cash

 

 

 

 

 

 

 

 

 

 

 

 

($ in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

November 30, 2021

 

August 31, 2021

 

November 30, 2020

Short-term borrowings

 

$

3,501

 

 

$

3,654

 

 

$

2,171

 

Long-term debt, net of current maturities

 

 

256,215

 

 

 

71,299

 

 

 

141,172

 

Total debt

 

 

259,716

 

 

 

74,953

 

 

 

143,343

 

Less: cash and cash equivalents

 

 

19,081

 

 

 

27,818

 

 

 

7,258

 

Total debt, net of cash

 

$

240,635

 

 

$

47,135

 

 

$

136,085

 

Forward Looking Statements

Statements and information included in this press release that are not purely historical are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 and are made pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Except as noted herein or as the context may otherwise require, all references in this press release to “we,” “our,” “us,” “the Company” and “SSI” refer to Schnitzer Steel Industries, Inc. and its consolidated subsidiaries.

Forward-looking statements in this press release include statements regarding future events or our expectations, intentions, beliefs and strategies regarding the future, which may include statements regarding the impact of pandemics, epidemics or other public health emergencies, such as the coronavirus disease 2019 (“COVID-19”) pandemic; the impact of equipment upgrades, equipment failures and facility damage on production, including timing of repairs and resumption of operations; the realization of insurance recoveries; the Company’s outlook, growth initiatives or expected results or objectives, including pricing, margins, sales volumes and profitability; completion of acquisitions and integration of acquired businesses; the impacts of supply chain disruptions and inflation; liquidity positions; our ability to generate cash from continuing operations; trends, cyclicality and changes in the markets we sell into; strategic direction or goals; targets; changes to manufacturing and production processes; the realization of deferred tax assets; planned capital expenditures; the cost of and the status of any agreements or actions related to our compliance with environmental and other laws; expected tax rates, deductions and credits; the impact of sanctions and tariffs, quotas and other trade actions and import restrictions; the potential impact of adopting new accounting pronouncements; the impact of labor shortages or increased labor costs; obligations under our retirement plans; benefits, savings or additional costs from business realignment, cost containment and productivity improvement programs; and the adequacy of accruals.

Forward-looking statements by their nature address matters that are, to different degrees, uncertain, and often contain words such as “outlook,” “target,” “aim,” “believes,” “expects,” “anticipates,” “intends,” “assumes,” “estimates,” “evaluates,” “may,” “will,” “should,” “could,” “opinions,” “forecasts,” “projects,” “plans,” “future,” “forward,” “potential,” “probable,” and similar expressions. However, the absence of these words or similar expressions does not mean that a statement is not forward-looking.

We may make other forward-looking statements from time to time, including in reports filed with the Securities and Exchange Commission, press releases, presentations and on public conference calls. All forward-looking statements we make are based on information available to us at the time the statements are made, and we assume no obligation to update any forward-looking statements, except as may be required by law. Our business is subject to the effects of changes in domestic and global economic conditions and a number of other risks and uncertainties that could cause actual results to differ materially from those included in, or implied by, such forward-looking statements. Some of these risks and uncertainties are discussed in “Item 1A. Risk Factors” of Part I of our most recent Annual Report on Form 10-K, as supplemented by our subsequently filed Quarterly Reports on Form 10-Q. Examples of these risks include: the impact of pandemics, epidemics or other public health emergencies, such as the COVID-19 pandemic; the impact of equipment upgrades, equipment failures and facility damage on production; potential environmental cleanup costs related to the Portland Harbor Superfund site or other locations; the cyclicality and impact of general economic conditions; changing conditions in global markets including the impact of sanctions and tariffs, quotas and other trade actions and import restrictions; volatile supply and demand conditions affecting prices and volumes in the markets for raw materials and other inputs we purchase; significant decreases in recycled metal prices; imbalances in supply and demand conditions in the global steel industry; difficulties associated with acquisitions and integration of acquired businesses; supply chain disruptions; reliance on third party shipping companies, including with respect to freight rates and the availability of transportation; inability to obtain or renew business licenses and permits; the impact of goodwill impairment charges; the impact of long-lived asset and equity investment impairment charges; failure to realize or delays in realizing expected benefits from investments in processing and manufacturing technology improvements; inability to achieve or sustain the benefits from productivity, cost savings and restructuring initiatives; inability to renew facility leases; customer fulfillment of their contractual obligations; increases in the relative value of the U.S. dollar; the impact of inflation and foreign currency fluctuations; potential limitations on our ability to access capital resources and existing credit facilities; restrictions on our business and financial covenants under the agreement governing our bank credit facilities; the impact of consolidation in the steel industry; product liability claims; the impact of legal proceedings and legal compliance; the adverse impact of climate change; the impact of not realizing deferred tax assets; the impact of tax increases and changes in tax rules; the impact of one or more cybersecurity incidents; environmental compliance costs and potential environmental liabilities; compliance with climate change and greenhouse gas emission laws and regulations; the impact of labor shortages or increased labor costs; reliance on employees subject to collective bargaining agreements; and the impact of the underfunded status of multiemployer plans in which we participate.

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