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

Radius Recycling, Inc. has finalized its merger with Toyota Tsusho America, Inc., becoming a wholly-owned subsidiary with shareholders receiving $30.00 in cash per share.

Summary

• On July 10, 2025, Radius Recycling, Inc. completed its previously announced merger with Toyota Tsusho America, Inc. (Parent) and TAI Merger Corporation (Merger Sub).
• Pursuant to the Merger Agreement dated March 13, 2025, Merger Sub merged into Radius Recycling, Inc., with Radius Recycling continuing as the surviving corporation and a wholly-owned subsidiary of Parent.
• Each share of Radius Recycling's Class A and Class B common stock outstanding immediately prior to the merger's effective time was converted into the right to receive $30.00 in cash, without interest and less applicable withholding taxes.
• All outstanding Company DSU Awards immediately prior to the effective time became immediately vested, cancelled, and converted into a cash payment equal to the merger consideration multiplied by the number of shares subject to the DSU, plus any accrued and unpaid dividends.
• Rhonda D. Hunter, a Director, disposed of 45,253.983 shares of Class A Common Stock at $30 per share as a result of the merger, and is no longer subject to Section 16 reporting obligations for Radius Recycling, Inc.

Sentiment

Score: 8

Explanation: The sentiment is positive for shareholders who received a cash premium for their shares, and for DSU holders whose unvested awards immediately vested and converted to cash. The transaction completed as planned.

Positives

• Shareholders of Radius Recycling, Inc. received a cash payment of $30.00 per share, providing a clear exit value.
• Unvested Company DSU Awards immediately vested and were converted into cash at the merger consideration, benefiting DSU holders.

Negatives

• Radius Recycling, Inc. is no longer an independent publicly traded company, becoming a wholly-owned subsidiary.
• Public shareholders no longer have an equity interest in Radius Recycling, Inc. and its stock will cease trading.

Future Outlook

Radius Recycling, Inc. is now a wholly-owned subsidiary of Toyota Tsusho America, Inc., and as such, no public future outlook or guidance is provided.

Industry Context

This document reports a specific corporate acquisition and does not provide sufficient information to analyze broader industry trends or competitive landscape.

Management Changes

Corporate Governance

Stakeholder Impact

• Shareholders received a cash payment of $30.00 per share for their equity.
• Employees holding DSU awards received immediate cash payouts for their vested and unvested awards.
• Radius Recycling, Inc. will operate as a private entity under the ownership of Toyota Tsusho America, Inc.

Next Steps

• Radius Recycling, Inc. will continue operations as a wholly-owned subsidiary of Toyota Tsusho America, Inc.

Key Dates

Recommendation

Keywords

Radius Recycling, RDUS, Toyota Tsusho America, Merger, Acquisition, Form 4, Beneficial Ownership, Delisting, Private Company