SCHEDULE 13D: Magnetar Entities Disclose 5.51% Stake in Radius Recycling, Positioning for Merger Arbitrage

Magnetar Financial LLC and its affiliates have disclosed a 5.51% beneficial ownership in Radius Recycling, Inc., acquired with the intent to capitalize on the announced merger with Toyota Tsusho America, Inc.

Summary

• Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC, and David J. Snyderman (collectively, the "Reporting Persons") have filed a Schedule 13D, disclosing their beneficial ownership in Radius Recycling, Inc.
• The Reporting Persons collectively beneficially own 1,543,133 shares of Radius Recycling, Inc.'s Class A Common Stock, representing approximately 5.51% of the outstanding shares as of April 15, 2025.
• The shares were acquired on behalf of various funds managed by Magnetar, including PRA Master Fund Ltd, Systematic Multi-Strategy Master Fund Ltd, Relative Value Master Fund Ltd, and two Managed Accounts.
• The aggregate amount of funds used for purchasing these shares was $43,962,827.48, excluding commissions and other execution-related costs.
• The primary purpose of the acquisition was to receive the merger consideration of $30.00 in cash per share upon the consummation of the previously announced merger between Radius Recycling, Inc. and TAI Merger Corporation, a wholly owned subsidiary of Toyota Tsusho America, Inc.
• The Merger Agreement was entered into on March 13, 2025, and Radius Recycling's Board of Directors has approved the transaction.
• The Reporting Persons reserve the right to acquire or dispose of additional securities of Radius Recycling, Inc. in the future.

Sentiment

Score: 7

Explanation: The sentiment is positive as the filing indicates a strategic investment based on a known corporate event (merger) with a defined cash payout, suggesting confidence in the transaction's completion. The risk of non-completion is inherent but not highlighted as a negative by the filers.

Positives

• The acquisition of shares by Magnetar entities indicates confidence in the completion of the merger between Radius Recycling, Inc. and Toyota Tsusho America, Inc.
• The investment strategy aims to realize the $30.00 per share cash merger consideration, providing a clear potential return for the acquired shares.

Risks

• The primary risk is that the merger between Radius Recycling, Inc. and TAI Merger Corporation (Toyota Tsusho America, Inc.) may not be consummated, which would impact the Reporting Persons' investment strategy and potential returns.

Future Outlook

The Reporting Persons acquired shares of Radius Recycling, Inc. with the explicit purpose of receiving the $30.00 per share cash merger consideration upon the consummation of the announced merger with Toyota Tsusho America, Inc. They reserve the right to adjust their holdings based on market conditions or changes in their investment intentions.

Management Comments

• The Reporting Persons acquired the shares after the public announcement of the Merger Agreement for purposes of receiving the merger consideration upon consummation of the Merger.

Industry Context

This filing represents a classic merger arbitrage strategy, where an investment firm acquires shares of a target company after a merger announcement, aiming to profit from the difference between the current market price and the announced acquisition price. This is a common practice among hedge funds and institutional investors specializing in event-driven strategies.

Related Party Transactions

• The Reporting Persons (Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC, and David J. Snyderman) have entered into a Joint Filing Agreement to file this Schedule 13D and any amendments jointly.

Stakeholder Impact

• Shareholders of Radius Recycling, Inc. are expected to receive $30.00 in cash per share upon the consummation of the merger, which is the basis for the Reporting Persons' investment.

Next Steps

• Consummation of the merger between Radius Recycling, Inc. and TAI Merger Corporation (a subsidiary of Toyota Tsusho America, Inc.).

Key Dates

Keywords

Schedule 13D, Beneficial Ownership, Merger Arbitrage, Radius Recycling Inc., Magnetar Financial LLC, Toyota Tsusho America Inc., Class A Common Stock, Investment Adviser, SEC Filing