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Metals USA Announces End Of "Go-Shop" Period On Reliance Steel Merger Agreement

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3/11/2013 8:20 AM ET

Metals USA Holdings Corp. (MUSA: Quote) announced the expiration of the 30 day "go-shop" period pursuant to the terms of the previously announced merger agreement, entered into on February 6, 2013, among Metals USA Holdings , Reliance Steel & Aluminum Co. (RS: Quote) and RSAC Acquisition Corp., a wholly-owned subsidiary of Reliance. As per the terms of the agreement, Metals USA stockholders will be entitled to receive $20.65 per share in cash upon consummation of the merger.

As per the terms of the merger agreement, Metals USA had the right to solicit alternative acquisition proposals from third parties until 11:59 p.m., Eastern time on March 8, 2013, a period of 30 calendar days after the execution of the merger agreement.

Metals USA said that during the "go-shop" period, the company and its financial advisor, Goldman, Sachs & Co. contacted 67 potential alternative financial and strategic acquirors. None of the prospective buyers contacted during the "go-shop" period indicated an interest in submitting a proposal to acquire Metals USA, and no other person has made an unsolicited inquiry or proposal, Metals USA said.

Metals USA also announced that it has received notice from the Federal Trade Commission granting early termination of the mandatory waiting period under the Hart-Scott Rodino Antitrust Improvements Act, receipt of which was a condition to consummation of the merger.

In addition, Metals USA noted that it has established a record date and a meeting date for the special meeting of its stockholders to consider and vote upon the proposal to adopt the merger agreement.

Metals USA stockholders of record at the close of business on March 4, 2013 will be entitled to receive notice of the special meeting and to vote at the special meeting, which will be held on Wednesday, April 10, 2013, at 11:00 a.m., Eastern time.

The copanies currently expect to complete the merger during the second quarter of 2013, subject to satisfaction of the closing conditions, including receipt of Metals USA stockholder approval.

On 6th February, Metals processor Reliance Steel & Aluminum Co. has agreed to acquire Metals USA Holdings for an enterprise value of about $1.2 billion.

Under the deal, Los Angeles, California-based Reliance Steel will acquire all outstanding shares of Fort Lauderdale, Florida-based Metals USA for $20.65 per share in cash. The offer price represents a 13 percent premium to Metals USA's closing stock price of $18.30 on 5th February. Based on Metal USA's 37.1 million shares outstanding as of December 31, 2012, the deal is valued at $766.12 million.

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by RTT Staff Writer

For comments and feedback: editorial@rttnews.com

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