10-K: Ryerson Reports 2025 Net Loss, Completes Olympic Steel Merger

Sentiment:

Annual Report


Ryerson Holding Corporation reported a net loss of $56.4 million in 2025, a decrease from 2024, while completing its merger with Olympic Steel, Inc. in February 2026.

Capital raiseIssued approximately 19.5 million shares of its common stock to former holders of Olympic Steel, Inc. common stock as part of the Olympic Steel Merger, completed on February 13, 2026.
Worse than expectedNet loss attributable to Ryerson Holding Corporation increased significantly to $56.4 million in 2025 from $8.6 million in 2024.Total revenues decreased by 0.6% in 2025.Gross margin contracted by 100 basis points in 2025.Operating profit turned into a loss of $30.8 million in 2025.Cash from operating activities decreased substantially from $204.9 million in 2024 to $87.0 million in 2025.The Institute for Supply Management's Purchasing Managers Index (PMI) reported contracting factory activity for most of 2025, indicating a challenging demand environment.

Summary

  • Net loss attributable to Ryerson Holding Corporation was $56.4 million in 2025, a significant increase from an $8.6 million loss in 2024.
  • Total revenues decreased by 0.6% to $4.5713 billion in 2025, primarily due to a 1.1% decrease in average selling prices per ton, despite a 0.5% increase in tons sold.
  • Gross margin contracted by 100 basis points to 17.1% in 2025, down from 18.1% in 2024.
  • Operating profit turned into a loss of $30.8 million in 2025, compared to a profit of $31.5 million in 2024.
  • Cash from operating activities decreased to $87.0 million in 2025, down from $204.9 million in 2024, mainly due to changes in working capital.
  • The merger with Olympic Steel, Inc. was successfully completed on February 13, 2026, with Ryerson issuing approximately 19.5 million shares of its common stock to former Olympic Steel shareholders.
  • The Olympic Steel merger is expected to generate approximately $120 million in annual synergies by the beginning of 2028.
  • Capital expenditures were $51.5 million in 2025, a decrease from $99.6 million in 2024, with a focus on operationalizing and optimizing major capital investment projects.
  • A LIFO expense of $56 million was recorded in 2025, contrasting with a LIFO income of $53 million in 2024.
  • Total liquidity increased to $502 million at December 31, 2025, from $451 million at December 31, 2024.
  • Net debt decreased slightly to $436 million at December 31, 2025, from $440 million at December 31, 2024.
  • The company paid quarterly cash dividends of $0.1875 per share in each quarter of 2025.
  • The OSHA rate for 2025 was 2.46, which consistently outperforms the industry average.

Sentiment

Score: 4

Explanation: StockSavvy.ai views this as a challenging year financially, marked by a significant net loss and declining cash flow from operations, despite strategic merger completion and market share gains. The positive long-term outlook from the merger and tax changes is overshadowed by current operational and market headwinds.

Positives

  • Successful completion of the Olympic Steel merger on February 13, 2026, enhancing Ryerson's presence as North America's second-largest metals service center.
  • Anticipated annual synergies of approximately $120 million from the Olympic Steel merger by early 2028, driven by procurement scale, efficiency gains, commercial enhancement, and network optimization.
  • Gained market share in North America during 2025, with Ryerson's volumes declining by 0.4% compared to the overall North American service center industry's 1.5% decrease.
  • Strategic investments in processing capabilities and value-added capital expenditures, including the expansion and modernization of the Shelbyville, KY non-ferrous processing center, aim to improve operating model and customer experience.
  • Strong relationships with a core group of suppliers, leveraging purchasing power to obtain favorable pricing and service, and providing access to metals even when supply is constrained.
  • Experienced senior management team with an average of over 30 years in the metals or service center industries.
  • The 2025 OSHA rate of 2.46 consistently outperforms the industry average, reflecting strong employee health, wellness, and safety performance.
  • Total liquidity increased to $502 million at December 31, 2025, from $451 million at December 31, 2024, indicating improved financial flexibility.
  • Net debt decreased to $436 million at December 31, 2025, from $440 million at December 31, 2024.
  • The enactment of the One Big Beautiful Bill Act (OBBBA) is expected to favorably affect cash tax liabilities and investment incentives in future periods.

Negatives

  • Reported a net loss attributable to Ryerson Holding Corporation of $56.4 million in 2025, a significant increase from the $8.6 million loss in 2024.
  • Total revenues decreased by 0.6% in 2025, primarily due to a 1.1% decrease in average selling prices per ton.
  • Gross margin contracted by 100 basis points to 17.1% in 2025, attributed to a subdued demand environment and volatile pricing.
  • Operating profit turned into a loss of $30.8 million in 2025, compared to a profit of $31.5 million in 2024.
  • Cash from operating activities decreased substantially to $87.0 million in 2025 from $204.9 million in 2024, mainly due to changes in working capital.
  • Warehousing, delivery, selling, general, and administrative expenses increased by $8.4 million in 2025, partly due to advisory service fees related to the Olympic Steel Merger and full-year expenses from the Production Metals acquisition.
  • Recorded impairment charges on assets of $3.4 million in 2025 due to the evaluation of underperforming businesses and abandonment of facilities.
  • Incurred a LIFO expense of $56 million in 2025, which negatively impacted cost of materials sold, contrasting with a LIFO income of $53 million in 2024.
  • Unfunded pension liability of $33.1 million and unfunded other postretirement benefits liability of $30.7 million as of December 31, 2025.
  • Experienced foreign currency transaction losses of $2.1 million in 2025.
  • The Institute for Supply Management's Purchasing Managers Index (PMI) reported contracting factory activity for most of 2025, indicating a challenging industrial demand environment.

Risks

  • Weakness in the economy, market trends, and other conditions affecting customer profitability could negatively impact sales growth and results of operations.
  • The highly competitive and fragmented metals distribution industry, with increasing pressure from online businesses and price transparency, could reduce revenues and gross margins.
  • Changing metals prices have a significant impact on liquidity, net sales, gross margins, operating income, and net income, with volatility driven by factors beyond the company's control.
  • Unexpected product shortages due to economic downturns, political unrest, trade issues, health crises, or climate-related disruptions could negatively impact customer relationships and results of operations.
  • Changes in customer or product mix could cause the gross margin percentage to decline, especially if rapid growth occurs with lower-margin customers.
  • Erosion of the North American manufacturing industry through acquisition, merger, or consolidation activity in customer industries could lead to a loss of customer base.
  • Global metal overcapacity and imports of metal products into the United States have adversely affected, and may again adversely affect, U.S. metal prices, impacting sales and results of operations.
  • Loss of one of the primary suppliers could increase lead time and the cost of products.
  • The volatility of the market could result in a material impairment of goodwill.
  • Changes in inflation have and may continue to adversely affect financial performance, leading to lower revenues, higher costs, and decreased margins.
  • Poor investment performance or other factors could require significant unplanned contributions to pension and postretirement benefit plans.
  • Inability to successfully consummate and integrate future acquisitions, including the Olympic Steel Merger, could disrupt operations, cause unanticipated cost increases, or decrease revenues and results of operations.
  • Operations outside the United States (Canada, China, Mexico) subject the company to risks associated with international activities, including the Foreign Corrupt Practices Act (FCPA), currency fluctuations, and substantial influence from the Chinese government over business activities.
  • Damage to information technology infrastructure, cybersecurity risks, and other vulnerabilities, including those arising with the sophistication and heightened use of artificial intelligence, could harm the business.
  • Any significant work stoppages, particularly involving unionized employees (17% of plant employees), can harm the business.
  • Prolonged disruption of processing centers due to labor or technical difficulties, destruction, or damage from natural disasters or climate-related events could adversely affect operating results.
  • Inability to retain, attract, and motivate management and key personnel may adversely affect the business.
  • Risk management strategies, such as fixed-price supplier contracts or commodity hedges, may result in losses.
  • Substantial costs related to environmental, health, and safety laws, including potential liabilities for Superfund sites like the Portland Harbor Superfund Site, could be incurred.
  • Environmental, social, and governance (ESG) matters and related reporting obligations may impact the business, including new climate disclosure requirements and customer-imposed emissions reduction standards.
  • Tax changes could affect the effective tax rate, the value of deferred tax assets, and future profitability.
  • Litigation, including product liability claims, could strain resources and distract management.
  • The company's stock price has fluctuated and may be volatile in the future, potentially leading to substantial losses for investors.
  • Corporate documents and Delaware law contain provisions that could discourage, delay, or prevent a change in control of the company, such as a classified Board of Directors and authorization of undesignated preferred stock.
  • Indebtedness under the Ryerson Credit Facility could adversely affect the financial position and prevent the company from fulfilling financial obligations, limiting operating and financial flexibility.
  • Inability to generate sufficient cash to service all indebtedness, especially with variable interest rates, could lead to asset sales or refinancing needs.
  • Changes in credit ratings and outlook may reduce access to capital and increase borrowing costs.
  • Platinum Equity, LLC's substantial ownership (12.2%) and right to nominate a director could influence policies and operations, potentially not aligning with the interests of other common stockholders.

Future Outlook

Ryerson anticipates capital expenditures, excluding acquisitions, of up to approximately $50 million for 2026, with a focus on productivity-enhancing projects and maintenance, expected to be funded by cash generated from operations. The company expects to realize approximately $120 million in annual synergies from the Olympic Steel Merger by the beginning of 2028. The One Big Beautiful Bill Act (OBBBA) is expected to favorably affect cash tax liabilities and investment incentives in future periods. The Federal Reserve is expected to continue to decrease interest rates in 2026. The Ryerson Canada Salaried Pension Plan will be frozen effective June 30, 2027, and a minimum required pension contribution of approximately $11.4 million is anticipated for 2026.

Management Comments

  • "Our culture is based on our trademarked say yes, figure it out mantra."
  • "We strive to grow our volume and sustainably expand margins by increasing our fabrication business, transactional sales, and improving our speed through tools and analytics."
  • "We believe that the investments that we have made in our service capabilities and operating model will enable us to provide better experiences for our customers and, in turn, enable greater value generation for our stockholders."
  • "Management will continue to monitor regulatory guidance and implementation developments related to the OBBBA and will update its disclosures as necessary."
  • "Management cannot predict the ultimate outcome of this matter or estimate a range of potential loss at this time." (Regarding the Portland Harbor Superfund Site)
  • "We believe that our overall relationship with our employees is good."

Industry Context

StockSavvy.ai notes that the metals distribution industry is highly cyclical and fragmented. The Institute for Supply Management's Purchasing Managers Index (PMI) reported contracting factory activity for most of 2025, with a rebound in January 2026, suggesting a volatile demand environment. Despite a North American service center volume decrease of 1.5% in 2025, Ryerson's volumes only declined by 0.4%, indicating market share gains. The industry faces ongoing challenges from changing metals prices, global overcapacity, and evolving trade policies like tariffs, which introduce uncertainty but also support domestic pricing. Consolidation, as seen with the Olympic Steel merger, is a key strategic trend for larger players to enhance market position and achieve synergies.

Comparison to Industry Standards

  • Ryerson's acquisition of Olympic Steel enhances its presence as North America's second-largest metals service center, positioning it favorably against competitors like Reliance Steel & Aluminum Co. and Worthington Steel, Inc.
  • The company's 2025 OSHA rate of 2.46 consistently outperforms the industry average reported by the Bureau of Labor Statistics, indicating superior safety performance compared to peers.
  • Ryerson's ability to gain market share in 2025 (volume decline of 0.4% vs. North American industry decline of 1.5%) suggests stronger operational execution or strategic positioning relative to the broader metals service center industry.
  • The focus on value-added processing and strategic acquisitions aligns with industry trends where specialized services and scale are critical differentiators, allowing Ryerson to potentially command higher margins than general distributors.

Legal Proceedings

  • JT Ryerson was named a Potentially Responsible Party (PRP) for the Portland Harbor Superfund Site by the United States Environmental Protection Agency (EPA) in October 2011.
  • The EPA issued its Record of Decision (ROD) for the site in 2017, outlining a remediation plan with an estimated present value cost of $1.05 billion, with final cost allocation among PRPs not anticipated until 2027.
  • In November 2024, the EPA issued a draft consent decree and Special Notice Letters (SNL) inviting PRPs to negotiate a settlement by late May 2025; JT Ryerson did not receive an SNL.
  • Management cannot predict the ultimate outcome or estimate a range of potential loss for the Portland Harbor Superfund Site matter.
  • Various other claims and pending actions exist against the Company, but management believes any resulting liability will not have a material adverse effect on financial position, results of operations, or cash flows.

Related Party Transactions

  • As of December 31, 2025, affiliates of Platinum Equity, LLC own approximately 3,924,478 shares of common stock, representing about 12.2% of issued and outstanding common stock.
  • Platinum Equity, LLC has the right to nominate one member to the Board of Directors pursuant to an investor rights agreement.
  • Platinum Equity, LLC may influence company policies and operations, including management appointments, future stock issuances, and dividend payments.
  • Platinum Equity, LLC is in the business of making investments and may acquire interests in businesses that compete with Ryerson or pursue acquisition opportunities that may not be available to Ryerson.

Stakeholder Impact

  • Shareholders face potential long-term value creation from the Olympic Steel merger synergies, but current financial performance (net loss, decreased revenue) and stock price volatility pose risks. Dividend payments are at the discretion of the Board, and anti-takeover provisions may limit shareholder influence on control changes.
  • Employees are impacted by workforce reductions (e.g., CSW headquarters closure) but also benefit from competitive compensation, expanded benefits (paid parental leave), career growth programs, and a strong focus on safety (OSHA rate outperforming industry average). Unionized employees (17% of plant employees) face potential work stoppages.
  • Customers benefit from enhanced product offerings and geographic reach due to the Olympic Steel merger, improved service levels from capital investments, and value-added processing services. However, tariff policies introduce supply chain uncertainty.
  • Suppliers maintain strong, long-term relationships with Ryerson, benefiting from its purchasing power and access to materials. Consolidation among metal producers makes large, diversified customers like Ryerson desirable partners.
  • Creditors are subject to the terms and covenants of the Ryerson Credit Facility, which was amended to increase revolving commitments to $1.8 billion post-merger, impacting the company's debt structure and financial obligations.

Next Steps

  • Integrate Olympic Steel's business practices and operations to realize planned synergies.
  • Achieve approximately $120 million in annual synergies from the Olympic Steel Merger by the beginning of 2028.
  • Monitor regulatory guidance and implementation developments related to the One Big Beautiful Bill Act (OBBBA).
  • Evaluate and execute growth projects, potentially reducing capital expenditures if economic conditions warrant a more conservative approach.
  • Make minimum required pension contributions of approximately $11.4 million in 2026.
  • Future quarterly dividends will be subject to Board approval.
  • Jim Claussen's stock trading plan allows for the sale of up to 25,945 shares between February 2, 2026, and May 28, 2027.
  • The Ryerson Canada Salaried Pension Plan will be frozen effective June 30, 2027.
  • The EPA desires a single overarching consent decree for the Portland Harbor Superfund Site to be negotiated and signed by all settling parties by March 2027.

Key Dates

DateDescription
August 13, 2014Ryerson's common stock was first traded on the New York Stock Exchange.
May 7, 2015Offer Letter Agreement dated for Edward J. Lehner.
June 1, 2015Confidentiality, Non-Competition and Non-Solicitation Agreement dated for Edward J. Lehner.
June 5, 2015Edward J. Lehner became CEO of the Company.
July 24, 2015Original Credit Agreement, Security Agreement, and Canadian Security Agreement dates.
November 16, 2016Amendment No. 1 to the Credit Agreement.
December 8, 2017Third Amended and Restated Loan and Security Agreement with Olympic Steel, Inc. (terminated on February 13, 2026).
June 4, 2018Agreement and Plan of Merger with Central Steel and Wire Company.
June 28, 2018Amendment No. 2 to the Credit Agreement.
September 23, 2019Amendment No. 3 to the Credit Agreement.
November 5, 2020Amendment No. 4 to the Credit Agreement.
March 31, 2021Company granted 125,000 market condition options to certain employees under the 2014 Plan.
June 29, 2022Fifth amendment to the revolving credit facility, increasing its size from $1.0 billion to $1.3 billion and extending its maturity date to June 29, 2027.
August 3, 2022The Board of Directors authorized a new $75 million share repurchase program.
May 1, 2023The Board of Directors authorized an increase to $100.0 million and extended the share repurchase program to April 2025.
December 1, 2023Worthington Industries, Inc. spun off their steel division into Worthington Steel, Inc.
Fourth quarter of 2023Curtailment gain of $0.5 million recognized for the CSW pension plan and $0.3 million for the CSW OPEB plan due to workforce reductions.
January 1 to February 29, 2024The Central Steel and Wire Retirement Plan (CSWPP) was remeasured, with the discount rate for measuring obligations increasing from 5.24% to 5.57%.
First quarter of 2024The Ryerson Canada Bargaining Unit Pension Plan was terminated, resulting in a $2.1 million settlement loss.
June 10, 2024Sixth amendment to the revolving credit facility to effectuate the transition of the reference rate for Canadian Dollar loans to CORRA.
July 30, 2024The Board of Directors authorized an additional increase of $50.0 million to the existing share repurchase program, extending it through April 2026.
August 2024Acquired Production Metals, LLC.
November 26, 2024Jim Claussen, CFO, initiated a stock trading plan under Rule 10b5-1(c).
January and February 2025The Institute for Supply Management's Purchasing Managers Index (PMI) reported expansionary factory activity.
March 2025The Trump administration eliminated all country exemptions to Section 232 tariffs.
Second quarter of 2025Ryerson announced that the Ryerson Canada Salaried Pension Plan will be frozen effective June 30, 2027.
June 2025The U.S. imposed a 50% Section 232 tariff on nearly all steel and aluminum products (with an exception for products from the UK, reduced to 25%).
June 30, 2025The Ryerson Canada Salaried Pension Plan was remeasured.
July 4, 2025President Trump signed into law the One Big Beautiful Bill Act (OBBBA).
August 2025The Department of Commerce added new product categories to Section 232 steel and aluminum derivative products.
October 1, 2025Annual goodwill impairment test performed.
October 28, 2025Ryerson and Olympic Steel, Inc. jointly announced their definitive agreement to merge.
October 30, 2025Jim Claussen terminated his previous stock trading plan and entered into a new one.
December 31, 2025Fiscal year ended.
January 2026PMI reading of 52.6, indicating a stronger than expected factory activity.
February 2, 2026Jim Claussen's new stock trading plan commenced.
February 13, 2026Successful completion of the Olympic Steel merger.
February 13, 2026Ryerson entered into the seventh amendment to the Ryerson Credit Facility, extending its maturity to February 13, 2031, and increasing aggregate revolving commitments to $1.8 billion.
February 13, 2026The Board of Directors declared a quarterly cash dividend of $0.1875 per share of common stock.
February 13, 2026Ryerson announced its ticker symbol change from 'RYI' to 'RYZ'.
February 18, 202651,482,714 shares of Common Stock outstanding.
February 20, 2026The Supreme Court ruled that the president is not authorized to impose tariffs to the extent he has under the International Emergency Economic Powers Act.
February 23, 2026Date of this Annual Report on Form 10-K.
February 24, 2026The ticker symbol change from 'RYI' to 'RYZ' became effective upon the opening of the stock market.
March 5, 2026Record date for the declared quarterly cash dividend.
March 19, 2026Payment date for the declared quarterly cash dividend.
April 2026The share repurchase program is extended through this month.
December 15, 2026Effective date for ASU 2024-03, requiring disaggregation of income statement expenses.
March 2027The EPA desires a single overarching consent decree to be negotiated and signed by all settling parties for the Portland Harbor Superfund Site.
May 28, 2027Jim Claussen's new stock trading plan concludes.
June 30, 2027The Ryerson Canada Salaried Pension Plan will be frozen.
December 15, 2027Effective date for ASU 2025-06, changing accounting for internal-use software.
Beginning of 2028Expected realization of approximately $120 million in annual synergies from the Olympic Steel merger.

Recommendation

hold

The company reported a significant net loss and declining cash flow from operations in 2025, indicating operational challenges in a subdued market. However, the recent completion of the Olympic Steel merger and anticipated synergies of $120 million by 2028 present a strong long-term growth catalyst. The stock's performance in 2025 was volatile, and while the merger offers future upside, current financial headwinds suggest a 'Hold' position until the integration progresses and financial improvements become more evident.

Keywords

metals distribution, industrial metals, steel, aluminum, carbon steel, alloy steels, metals service center, Ryerson Holding Corporation, RYZ, Olympic Steel Merger, SEC 10-K, financial results, corporate governance, risk factors, supply chain, value-added processing, manufacturing, North America, China, Mexico, Canada, cybersecurity, ESG, pension, debt, acquisitions, share repurchase, dividends, stock market, PMI, LIFO, capital expenditures

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