Ryerson Holding Corp 8-K
Research Summary
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Ryerson Holding Corp Completes Merger with Olympic; Amends Credit Facility
What Happened Ryerson Holding Corp (RYI) announced that on February 13, 2026 it completed the merger of Merger Sub into Olympic (the “Merger”), with Olympic surviving as a wholly owned Ryerson subsidiary. At the Effective Time former Olympic shares converted into Ryerson stock at an exchange ratio of 1.7105, resulting in issuance of approximately 19.5 million Ryerson shares; Olympic’s Nasdaq listing (ticker ZEUS) ceased and was delisted. Ryerson also entered into a Seventh Amendment to its credit agreement (the “Amended Credit Agreement”) on the Closing Date to extend maturity and increase facility size.
Key Details
- Merger effective date: February 13, 2026; exchange ratio: 1.7105 Ryerson shares per Olympic share; ~19.5M Ryerson shares issued.
- Amended Credit Agreement: commitments increased from $1.3 billion to $1.8 billion and maturity extended to five years from the Closing Date; proceeds may be used, among other permitted uses, to repay Olympic’s existing loan.
- Equity awards and incentives: most Olympic time‑based RSUs were converted into Ryerson RSUs (rounded down); performance RSUs and certain awards were converted to cash based on Ryerson’s closing price on the Closing Date and paid within ~30 days; SERP-related RSUs were converted to cash and credited to SERP accounts.
- Governance and corporate actions: Director Stephen Larson resigned effective February 13, 2026; Michael Siegal (age 72) was appointed director and Chair. Ryerson announced a NYSE ticker change from “RYI” to “RYZ” effective at market open on February 24, 2026 (CUSIP unchanged).
- Dividend: Board declared Q1 dividend of $0.1875 per share, payable March 19, 2026 to holders of record on March 5, 2026.
Why It Matters This filing confirms Ryerson’s acquisition of Olympic and integration steps that affect equity, debt and governance. The larger, extended $1.8 billion credit facility increases Ryerson’s borrowing capacity and refinances Olympic debt, which affects corporate leverage and liquidity profiles. Issuance of ~19.5M shares and conversion/cash‑out of incentive awards have dilution and cash‑flow implications; the announced dividend and leadership change are immediate items investors can track.