Form 4: Radius Recycling Completes Acquisition by Toyota Tsusho America at $30 Per Share

Radius Recycling, Inc. has completed its previously announced merger with TAI Merger Corporation, a subsidiary of Toyota Tsusho America, Inc., resulting in Radius Recycling becoming a wholly-owned subsidiary and shareholders receiving $30.00 per share.

Summary

• Radius Recycling, Inc. completed its merger with TAI Merger Corporation, a subsidiary of Toyota Tsusho America, Inc., on July 10, 2025.
• As a result of the merger, Radius Recycling, Inc. is now a wholly-owned subsidiary of Toyota Tsusho America, Inc.
• Each share of Radius Recycling's Class A and Class B common stock was converted into the right to receive $30.00 in cash, without interest and less applicable withholding taxes.
• Erich Wilson D, SVP, Chief HR Officer, reported the disposition of 59,530 shares of Class A Common Stock at $30 per share due to the merger.
• All outstanding unvested Company RSU Awards, including 19,399 held by the reporting person, immediately vested and were cancelled, converting into a cash amount equal to the product of the merger consideration ($30.00) multiplied by the number of shares subject to the RSU, plus any accrued and unpaid dividends or dividend equivalent rights.

Sentiment

Score: 7

Explanation: The document reports the successful completion of a merger at the agreed-upon terms, which is a positive and expected outcome for shareholders who received cash for their shares. There are no negative surprises or delays mentioned.

Positives

• Shareholders received a cash payment of $30.00 per share for their Class A and Class B common stock, providing a clear exit and liquidity.
• Unvested Company RSU Awards immediately vested and were converted into cash, providing liquidity to award holders.

Negatives

• Radius Recycling, Inc. ceased to be an independent publicly traded entity, becoming a wholly-owned subsidiary of Toyota Tsusho America, Inc.

Future Outlook

Radius Recycling, Inc. is now a wholly-owned subsidiary of Toyota Tsusho America, Inc., and its common stock is no longer publicly traded.

Industry Context

This acquisition signifies consolidation within the recycling industry, with a major global trading company, Toyota Tsusho, expanding its footprint by acquiring a U.S. recycling entity. This could indicate a strategic move by Toyota Tsusho to secure raw materials or expand its circular economy initiatives.

Stakeholder Impact

• Shareholders: Received $30.00 cash per share, providing liquidity and a defined exit for their investment.
• Employees: The company is now a wholly-owned subsidiary, which may lead to integration efforts and potential changes in corporate culture or structure under new ownership. RSU holders received cash for their awards.
• Customers/Suppliers: Operations will continue under new ownership, potentially leading to changes in business relationships or strategies in the long term.

Next Steps

• Radius Recycling, Inc. will operate as a wholly-owned subsidiary of Toyota Tsusho America, Inc.
• Radius Recycling's common stock will cease to be publicly traded.

Key Dates

Keywords

Merger, Acquisition, SEC Form 4, Beneficial Ownership, Radius Recycling, RDUS, Toyota Tsusho America, Common Stock, RSU Awards, Corporate Action, Recycling Industry