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What changed in RELIANCE, INC.'s 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of RELIANCE, INC.'s 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+236 added−227 removedSource: 10-K (2025-02-27) vs 10-K (2024-02-29)

Top changes in RELIANCE, INC.'s 2024 10-K

236 paragraphs added · 227 removed · 194 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

113 edited+22 added−11 removed111 unchanged
Biggest changeJorgensen ​ 30 Steel Bar ​ 1 Feralloy Corporation ​ ​ Feralloy ​ 4 Acero Prime Feralloy Sinton Processing Center ​ 1 Acero Prime S. de R.L. de C.V. ​ 4 All Metals Processing & Logistics, Inc. ​ 2 Feralloy Processing Company ​ 1 GH Metal Solutions ​ 4 Indiana Pickling and Processing Company (56%-owned) ​ 1 Oregon Feralloy Partners (40%-owned) ​ 1 Fox Metals and Alloys, Inc. ​ 1 Fry Steel Company ​ 2 Infra-Metals Co. ​ ​ Infra-Metals ​ 5 Delta Steel ​ 4 Infra-Metals / IMS Steel / Georgia Steel Company ​ 2 KMS, Inc. ​ 2 Liebovich Bros., Inc. ​ ​ Liebovich Steel & Aluminum Company ​ 4 Custom Fab Company ​ 1 Good Metals Company ​ 1 3 Table of Contents ​ ​ ​ Trade Name No. of Locations Hagerty Steel & Aluminum Company ​ 1 Metals USA, Inc. ​ ​ Metals USA ​ 22 Cooksey Steel ​ 3 Gregor Technologies ​ 1 i-Solutions ​ 1 Lynch Metals ​ 2 Port City Metal Services ​ 1 The Richardson Trident Company, LLC ​ 2 Altair Electronics, LLC ​ 1 Metalweb Limited ​ 3 National Specialty Alloys, Inc. ​ ​ National Specialty Alloys ​ 2 Aleaciones Especiales de Mexico, S. de R.L. de C.V. ​ 1 Northern Illinois Steel Supply Co. ​ 2 Nu-Tech Precision Metals Inc. ​ 1 Pacific Metal Company ​ 5 PDM Steel Service Centers, Inc. ​ ​ PDM Steel Service Centers ​ 8 Feralloy PDM Steel Service ​ 1 Phoenix Corporation ​ ​ Phoenix Metals Company ​ 15 Reliance Metalcenter ​ 2 Precision Flamecutting and Steel, Inc. ​ 1 Precision Strip Inc. ​ 15 Reliance Aerospace Solutions ​ 1 Reliance Metalcenter Asia Pacific Pte.
Biggest changeJorgensen ​ 30 Steel Bar ​ 1 Feralloy Corporation ​ ​ Feralloy ​ 4 Acero Prime Feralloy Sinton Processing Center ​ 1 Acero Prime S. de R.L. de C.V. ​ 4 All Metals Processing & Logistics, Inc. ​ 2 Allegheny Steel Distributors, Inc. ​ 1 Feralloy Processing Company ​ 1 FerrouSouth ​ 1 GH Metal Solutions ​ 4 Indiana Pickling and Processing Company (56%-owned) ​ 1 MidWest Materials ​ 1 Oregon Feralloy Partners (40%-owned) ​ 1 Fox Metals and Alloys, Inc. ​ 1 Fry Steel Company ​ 2 Infra-Metals Co. ​ ​ Infra-Metals ​ 5 Delta Steel ​ 4 Infra-Metals / IMS Steel / Georgia Steel Company ​ 2 3 Table of Contents ​ ​ ​ Trade Name No. of Locations Sugar Steel ​ 3 KMS, Inc. ​ 1 Liebovich Bros., Inc. ​ ​ Liebovich Steel & Aluminum Company ​ 4 Custom Fab Company ​ 1 Good Metals Company ​ 1 Hagerty Steel & Aluminum Company ​ 1 Metals USA, Inc. ​ ​ Metals USA Flat Rolled and Non-Ferrous Group ​ ​ Metals USA ​ 10 Lynch Metals ​ 2 Metals USA Plates and Shapes Group ​ ​ Metals USA ​ 12 Gregor Technologies ​ 1 i-Solutions ​ 1 Port City Metal Services ​ 1 Cooksey Steel Company ​ 3 The Richardson Trident Company, LLC ​ 2 Altair Electronics, LLC ​ 1 Metalweb Limited ​ 3 National Specialty Alloys, Inc. ​ ​ National Specialty Alloys ​ 2 Aleaciones Especiales de Mexico, S. de R.L. de C.V. ​ 1 Northern Illinois Steel Supply Co. ​ 2 Nu-Tech Precision Metals Inc. ​ 1 Pacific Metal Company ​ 5 PDM Steel Service Centers, Inc. ​ ​ PDM Steel Service Centers ​ 8 Feralloy PDM Steel Service ​ 1 Phoenix Corporation ​ ​ Phoenix Metals Company ​ 18 Precision Flamecutting and Steel, Inc. ​ 1 Precision Strip Inc. ​ 15 Reliance Metalcenter Asia Pacific Pte.
In addition to base salaries, our compensation programs can include annual bonuses, stock-based compensation awards, a 401(k) plan with employee matching opportunities, healthcare insurance and welfare benefits, health savings and flexible spending accounts.
In addition to base salaries, our compensation programs can include annual bonuses, stock-based compensation awards, a 401(k) plan with employee matching opportunities, healthcare insurance and welfare benefits, and health savings and flexible spending accounts.
Many of our locations maintain additional certifications specific to the industries they serve, such as aerospace, auto, nuclear, and others, including certain international certifications. ​ Government Regulation ​ Beyond our compliance requirements with environmental regulations, compliance with government regulations has not had and, based on laws and regulations currently in effect, is not expected to have a material effect on the Company’s capital expenditures, earnings or competitive position. ​ Our operations are also subject to laws and regulations relating to workplace safety and worker health, principally the OSHA and related regulations, which, among other requirements, establish noise, dust and safety standards.
Many of our locations maintain additional certifications specific to the industries they serve, such as aerospace, auto, nuclear, and others, including certain international certifications. ​ Government Regulation ​ Beyond our compliance requirements with environmental regulations, compliance with government regulations has not had and, based on laws and regulations currently in effect, is not expected to have a material effect on the Company’s capital expenditures, earnings or competitive position. ​ Our operations are also subject to laws and regulations relating to workplace safety and worker health, principally OSHA and related regulations, which, among other requirements, establish noise, dust and safety standards.
We have developed and implemented company-wide export and anti-corruption policies designed to provide our employees clear statements of our compliance requirements and to ensure compliance with applicable export and anti-corruption regulations. For information about risks related to government regulation, please see the risk factors set forth under the caption Item 1A.
We have developed and implemented company-wide export and anti-corruption policies designed to provide our employees clear statements of our compliance requirements and ensure compliance with applicable export and anti-corruption regulations. For information about risks related to government regulation, please see the risk factors set forth under the caption Item 1A.
Risks we may encounter in acquisitions include: ​ ● the acquired company may not perform as anticipated or expected strategic benefits may not be realized, which could result in an impairment charge or otherwise impact our results of operations; ​ ● we may not realize the anticipated increase in our revenues if a larger than predicted number of customers decline to continue purchasing products from us; ​ ● we may have to delay or not proceed with a substantial acquisition if we cannot obtain the necessary regulatory approval or funding to complete the acquisition in a timely manner; ​ ● we may significantly increase our interest expense, leverage and debt service requirements if we incur additional debt to pay for an acquisition or assume existing debt of an acquired company, which, among other things, may result in a downgrade of our credit ratings; ​ ● we may have increased inventory exposure for a short time period if the acquired company has significant amounts of material on order; ​ ● our relationship with current and new employees, customers and suppliers could be impaired; ​ ● our safety performance may decline, and our incidence rates increase; ​ ● our due diligence process may fail to identify risks that could negatively impact our financial condition; ​ ● we may lose anticipated tax benefits or have additional legal or tax exposures if we have prematurely or improperly combined entities; ​ ● we may face contingencies related to product liability, intellectual property, financial disclosures, environmental issues, violations of regulations/policies, tax positions and accounting practices or internal controls; ​ ● the acquisition may result in litigation from terminated employees or third parties; ​ ● our management’s attention may be diverted by transition or integration issues; ​ ● costs and investments in excess of our expectations may be required to implement necessary compliance processes and related systems, including IT systems, accounting systems and internal controls over financial reporting; ​ ● we may pay more than the acquired company is worth; ​ ● we may assume substantial additional environmental exposures, commitments, contingencies and remediation and reclamation projects; and ​ 17 Table of Contents ● we may undertake acquisitions financed in part through public offerings or private placements of debt or equity securities, or other arrangements.
Risks we may encounter in acquisitions include: ​ ● the acquired company may not perform as anticipated or expected strategic benefits may not be realized, which could result in an impairment charge or otherwise impact our results of operations; ​ ● we may not realize the anticipated increase in our revenues if a larger than predicted number of customers decline to continue purchasing products from us; ​ ● we may have to delay or not proceed with a substantial acquisition if we cannot obtain the necessary regulatory approval or funding to complete the acquisition in a timely manner; ​ ● we may significantly increase our interest expense, leverage and debt service requirements if we incur additional debt to pay for an acquisition or assume existing debt of an acquired company, which, among other things, may result in a downgrade of our credit ratings; ​ ● we may have increased inventory exposure for a short time period if the acquired company has significant amounts of material on order; 17 Table of Contents ​ ● our relationship with current and new employees, customers and suppliers could be impaired; ​ ● our safety performance may decline, and our incidence rates increase; ​ ● our due diligence process may fail to identify risks that could negatively impact our financial condition; ​ ● we may lose anticipated tax benefits or have additional legal or tax exposures if we have prematurely or improperly combined entities; ​ ● we may face contingencies related to product liability, intellectual property, financial disclosures, environmental issues, violations of regulations/policies, tax positions and accounting practices or internal controls; ​ ● the acquisition may result in litigation from terminated employees or third parties; ​ ● our management’s attention may be diverted by transition or integration issues; ​ ● costs and investments in excess of our expectations may be required to implement necessary compliance processes and related systems, including IT systems, accounting systems and internal controls over financial reporting; ​ ● we may pay more than the acquired company is worth; ​ ● we may assume substantial additional environmental exposures, commitments, contingencies and remediation and reclamation projects; and ​ ● we may undertake acquisitions financed in part through public offerings or private placements of debt or equity securities, or other arrangements.
If the Section 232 measures are further removed or substantially lessened, whether through legal challenge, legislation, executive action or otherwise, imports of foreign metals would likely increase and metal prices in the U.S. would likely fall, which could materially adversely affect our revenues, financial results and cash flows. ​ We operate in an industry that is subject to cyclical fluctuations and any downturn in general economic conditions or in our customers’ specific industries could negatively impact our profitability and cash flows. ​ The metals service center industry is cyclical and impacted by both market demand and metals supply.
If the Section 232 measures are removed or substantially lessened, whether through legal challenge, legislation, executive action or otherwise, imports of foreign metals would likely increase and metal prices in the U.S. would likely fall, which could materially adversely affect our revenues, financial results and cash flows. ​ We operate in an industry that is subject to cyclical fluctuations and any downturn in general economic conditions or in our customers’ specific industries could negatively impact our profitability and cash flows. ​ The metals service center industry is cyclical and impacted by both market demand and metals supply.
Excessive imports of metal into the U.S. have exerted, and may continue to exert, downward pressure on U.S. metal prices. ​ On March 1, 2018, the U.S. announced a plan to indefinitely impose a 25 percent tariff on certain imported steel products and a 10 percent tariff on certain imported aluminum products under Section 232 of the Trade Expansion Act of 1962 (the “Section 232”) tariffs.
Excessive imports of metal into the U.S. have exerted, and may continue to exert, downward pressure on U.S. metal prices. ​ On March 1, 2018, the U.S. announced a plan to indefinitely impose a 25% tariff on certain imported steel products and a 10% tariff on certain imported aluminum products under Section 232 of the Trade Expansion Act of 1962 (the “Section 232”) tariffs.
We are not dependent on any particular customer or industry because we process and distribute a variety of metals. This diversity of product type and material reduces our exposure to fluctuations or other weaknesses in the financial stability of particular customers or industries. We are also less dependent on any particular suppliers as a result of our product diversification.
We are not dependent on any particular customer or industry because we process and distribute a broad variety of metals. This diversity of product type and material reduces our exposure to fluctuations or other weaknesses in the financial stability of particular customers or industries. We are also less dependent on any particular suppliers as a result of our product diversification.
We maintain relationships with our major suppliers at the executive and local levels. We believe that this division of responsibility has increased our ability to obtain competitive prices of metals by leveraging our total size and to provide more responsive service to our customers by allowing our local management teams to make the purchasing decisions.
We maintain relationships with our major suppliers at the executive and local levels. We believe that this division of responsibility has increased our ability to obtain competitive prices for metals by leveraging our total size and to provide more responsive service to our customers by allowing our local management teams to make purchasing decisions.
If our social and environmental sustainability -related data, processes and reporting are incomplete or inaccurate, or if we fail to achieve progress with respect to our goals within the scope of social and environmental sustainability on a timely basis, or at all, our reputation, business, financial performance and growth could be adversely affected. ​ We face increased competition from alternative materials and risks concerning innovation, new technologies, products and increasing customer requirements. ​ As a result of increasingly stringent regulatory requirements, designers, engineers and industrial manufacturers, especially those in the automotive industry, may be increasing their use of lighter weight and alternative materials, such as composites, plastics, glass and carbon fiber.
If our social and environmental sustainability -related data, processes and reporting are incomplete or inaccurate, or if we fail to achieve progress with respect to our goals within the scope of social and environmental sustainability on a timely basis, or at all, our reputation, business, financial performance and growth could be adversely affected. ​ We face increased competition and pricing pressures from alternative materials and risks concerning innovation, new technologies, products and increasing customer requirements. ​ As a result of increasingly stringent regulatory requirements, designers, engineers and industrial manufacturers, especially those in the automotive industry, may be increasing their use of lighter weight and alternative materials, such as composites, plastics, glass and carbon fiber.
This indebtedness could adversely affect us in the following ways: ​ ● additional financing may not be available to us in the future for working capital, capital expenditures, acquisitions, general corporate purposes or other purposes and, if available, may be considerably more costly than our current debt service costs; ​ ● a significant portion of our cash flow from operations must be dedicated to the payment of interest and principal on our debt, which reduces the funds available to us for our operations, dividends and share repurchases or other purposes; 21 Table of Contents ​ ● our leverage may increase our vulnerability to economic downturns and limit our ability to withstand adverse events in our business by limiting our financial alternatives; and ​ ● our ability to capitalize on significant business opportunities, including potential acquisitions, and to plan for, or respond to, competition and changes in our business may be limited due to our indebtedness. ​ Our existing debt agreements contain financial and restrictive covenants that limit the total amount of debt that we may incur and may limit our ability to engage in other activities that we may believe are in our long-term best interests.
This indebtedness could adversely affect us in the following ways: ​ ● additional financing may not be available to us in the future for working capital, capital expenditures, acquisitions, general corporate purposes or other purposes and, if available, may be considerably more costly than our current debt service costs; ​ ● a significant portion of our cash flow from operations must be dedicated to the payment of interest and principal on our debt, which reduces the funds available to us for our operations, dividends and share repurchases or other purposes; ​ ● our leverage may increase our vulnerability to economic downturns and limit our ability to withstand adverse events in our business by limiting our financial alternatives; and ​ ● our ability to capitalize on significant business opportunities, including potential acquisitions, and to plan for, or respond to, competition and changes in our business may be limited due to our indebtedness. ​ Our existing debt agreements contain financial and restrictive covenants that limit the total amount of debt that we may incur and may limit our ability to engage in other activities that we may believe are in our long-term best interests.
When metal prices decrease, we often cannot replace our higher cost inventory with the lower cost metal at a rate that would allow us to maintain a consistent gross profit margin, which would reduce our profitability during that interim period. ​ Metal prices are volatile due to, among other things, fluctuations in foreign and domestic production capacity, raw material availability and related pricing, metals consumption, tariffs, import levels into the U.S., governmental regulations, and the strength of the U.S. dollar relative to other currencies.
When metals prices decrease, we often cannot replace our higher cost inventory with the lower cost metal at a rate that would allow us to maintain a consistent gross profit margin, which would reduce our profitability during that interim period. ​ Metals prices are volatile due to, among other things, fluctuations in foreign and domestic production capacity, raw material availability and related pricing, metals consumption, customer demand levels, tariffs, import levels into the U.S., governmental regulations, and the strength of the U.S. dollar relative to other currencies.
We have multiple suppliers for all of our products. ​ Because of our total volume of purchases and our long-term relationships with our suppliers, we believe that we are generally able to purchase inventory at the most competitive prices offered by our suppliers.
We have multiple suppliers for all of our products. ​ Because of our total volume of purchases and our long-term relationships, we believe that we are generally able to purchase inventory at the most competitive prices offered by our suppliers.
The price of metals we purchase and the price we charge our customers for the products we sell fluctuate based on many factors outside of our control, including general economic conditions (both domestic and international), competition, production levels, raw material costs, customer demand levels, import duties and other trade restrictions, currency fluctuations and surcharges imposed by our suppliers. ​ Pricing for our products generally has a much more significant impact on our results of operations than customer demand levels.
The price of metals we purchase and the price we charge our customers for the products we sell fluctuate based on many factors outside of our control, including general economic conditions (both domestic and international), competition, production levels, raw material costs, customer demand levels, governmental policies, import duties and other trade restrictions, currency fluctuations and surcharges imposed by our suppliers. ​ Pricing for our products generally has a much more significant impact on our results of operations than customer demand levels.
As we have a limited long-term contractual business and focus on rapid inventory turnover, we believe that we are generally less vulnerable to changing metals prices than metals producers.
As we have limited long-term contractual business and focus on rapid inventory turnover, we believe that we are generally less vulnerable to changing metals prices than metals producers.
To the extent that new legislation or regulations increase our costs, we may not be able to fully pass these costs on to our customers without a resulting decline in sales and adverse impact to our profits. ​ Changing market dynamics, global policy developments, and the increasing frequency and impact of extreme weather events on critical infrastructure in the U.S. and elsewhere have the potential to disrupt our business, the business of our third-party suppliers, and the business of our customers, and may cause us to experience higher attrition, losses and additional costs to maintain or resume operations. ​ There is also increased focus by governmental and non-governmental entities on sustainability matters.
To the extent that new legislation or regulations increase our costs, we may not be able to fully pass these costs on to our customers without a resulting decline in sales and adverse impact to our profits. ​ Changing market dynamics, global policy developments, and the increasing frequency and impact of extreme weather events on critical infrastructure in the U.S. and elsewhere have the potential to disrupt our business, the business of our 15 Table of Contents third-party suppliers, and the business of our customers, and may cause us to experience higher attrition, losses and additional costs to maintain or resume operations. ​ There is also increased focus by governmental and non-governmental entities on sustainability matters.
Moreover, as cyber-attacks increase in frequency and magnitude, we may be unable to obtain cybersecurity insurance in amounts and on terms we view as adequate for our operations. ​ Our enterprise data practices, including the collection, use, sharing, and security of the personal identifiable information of our customers, employees, or suppliers are subject to increasingly complex, restrictive, and punitive regulations in all key market regions. ​ Various federal, state, and foreign laws and regulations as well as industry standards and contractual obligations govern the collection, use, retention, protection, disclosure, cross-border transfer, localization, sharing, and security of the data we receive from and about our customers, employees, suppliers, and other individuals.
Moreover, as cyber-attacks increase in frequency and magnitude, we may be unable to obtain cybersecurity insurance in amounts and on terms we view as adequate for our operations. ​ 20 Table of Contents Our enterprise data practices, including the collection, use, sharing, and security of the personal identifiable information of our customers, employees, or suppliers are subject to increasingly complex, restrictive, and punitive regulations in all key market regions. ​ Various federal, state, and foreign laws and regulations as well as industry standards and contractual obligations govern the collection, use, retention, protection, disclosure, cross-border transfer, localization, sharing, and security of the data we receive from and about our customers, employees, suppliers, and other individuals.
Further information about our reportable segment, including geographic information, appears in Note 18—“Segment Information” to our consolidated financial statements in Part II, Item 8 “Financial Statements and Supplementary Data.” ​ Industry Overview ​ Metals service centers acquire carbon steel, aluminum, stainless and alloy steel and other metal products from mills, and then process and distribute these materials to meet customer specifications. ​ Customers purchase metal products from metals service centers for a variety of reasons, including the ability to obtain value-added metals processing, readily available inventory, reliable and timely delivery, flexible minimum order size, and quality control.
Further information about our reportable segment, including geographic information, appears in Note 19—“Segment Information” to our consolidated financial statements in Part II, Item 8 “Financial Statements and Supplementary Data.” ​ Industry Overview ​ Metals service centers acquire carbon steel, aluminum, stainless and alloy steel and other metal products from mills and then process and distribute these materials to meet customer specifications. ​ Customers purchase metal products from metals service centers for a variety of reasons, including the ability to obtain value-added metals processing services, readily available inventory, reliable and timely delivery, flexible minimum order size, and quality control.
However, these protections are not always available, are typically subject to certain terms or limitations, including the availability of funds, and may not be sufficient to cover all losses or liabilities incurred. ​ If insurance coverage, customer indemnifications and/or other legal protections are not available or are not sufficient to cover our risks or losses, it could have a material adverse effect on our financial position, results of operations and/or cash flows. ​ If we do not successfully implement our growth strategy, our ability to grow our business could be impaired. ​ We may not be able to identify suitable acquisition candidates or successfully complete any acquisitions or integrate any other businesses into our operations.
However, these protections are not always available, are typically 16 Table of Contents subject to certain terms or limitations, including the availability of funds, and may not be sufficient to cover all losses or liabilities incurred. ​ If insurance coverage, customer indemnifications and/or other legal protections are not available or are not sufficient to cover our risks or losses, it could have a material adverse effect on our financial position, results of operations and/or cash flows. ​ If we do not successfully implement our growth strategy, our ability to grow our business could be impaired. ​ We may not be able to identify suitable acquisition candidates or successfully complete any acquisitions or integrate any other businesses into our operations.
While we believe our operations do not emit significant amounts of carbon dioxide or other greenhouse gases, legal or regulatory changes related to climate change may result in higher prices for metal, higher prices for utilities required to run our facilities, higher fuel costs for us and our suppliers, increased compliance costs and other adverse impacts.
While we believe our operations do not emit significant amounts of carbon dioxide or other greenhouse gases, legal or regulatory changes related to climate change may result in higher prices for metals, higher prices for utilities required to run our facilities, higher fuel costs for us and our suppliers, increased compliance costs and other adverse impacts.
Alternative sources of supply may not maintain the quality standards that are in place with our current suppliers that could impact our ability to provide the same quality of products to our customers that we have provided in the past, which could cause our customers to move 14 Table of Contents their business to our competitors or to file claims against us, and such claims may be more difficult to pass through to foreign suppliers. ​ There has been significant consolidation at the metal producer level both globally and within the U.S.
Alternative sources of supply may not maintain the quality standards that are in place with our current suppliers that could impact our ability to provide the same quality of products to our customers that we have provided in the past, which could cause our customers to move their business to our competitors or to file claims against us, and such claims may be more difficult to pass through to foreign suppliers. ​ There has been significant consolidation at the metal producer level both globally and within the U.S.
To date, none of these events has had a material impact on our operations or financial results. ​ Despite our efforts to protect our systems, networks and data, we cannot guarantee protection from all cybersecurity incidents, including theft, misplaced or lost data, programming errors, or employee errors that could potentially lead to the compromise of such data, improper use of our systems, software solutions or networks, unauthorized access, use, disclosure, modification or destruction of information, defective products, production downtimes and operational 19 Table of Contents disruptions.
To date, none of these events has had a material impact on our operations or financial results. ​ Despite our efforts to protect our systems, networks and data, we cannot guarantee protection from all cybersecurity incidents, including theft, misplaced or lost data, programming errors, or employee errors that could potentially lead to the compromise of such data, improper use of our systems, software solutions or networks, unauthorized access, use, disclosure, modification or destruction of information, defective products, production downtimes and operational disruptions.
We believe many manufacturers and their suppliers are not able or willing to invest in the necessary technology, equipment, and warehousing of inventory to perform efficient and effective metal processing themselves for their own operations. Accordingly, we believe industry dynamics have created a niche in the market for metals service centers.
We believe many manufacturers and their suppliers are not able or willing to invest in the necessary technology, equipment, and warehousing of inventory to perform efficient and effective metal processing at their own operations. Accordingly, we believe industry dynamics have created a niche in the market for metals service centers.
If we fail to comply with the requirements under these laws and regulations, we may face possible civil and/or criminal penalties, which could have a material adverse effect on our business or financial results. ​ We rely on information management systems and any damage, interruption or compromise of our information technology management systems, networks or data could disrupt and harm our business. ​ We rely upon information technology systems and networks in connection with the operation of our business, some of which are managed by third parties, to process, transmit and store electronic information.
If we fail to comply with the requirements under these 19 Table of Contents laws and regulations, we may face possible civil and/or criminal penalties, which could have a material adverse effect on our business or financial results. ​ We rely on information management systems and any damage, interruption or compromise of our information technology management systems, networks or data could disrupt and harm our business. ​ We rely upon information technology systems and networks in connection with the operation of our business, some of which are managed by third parties, to process, transmit and store electronic information.
However, as of December 31, 2023, we had approximately $1.5 billion available for borrowing on our revolving credit facility at variable interest rates. We currently do not use derivative financial instruments to manage the potential impact of interest rate risk.
However, as of December 31, 2024, we had approximately $1.5 billion available for borrowing on our revolving credit facility at variable interest rates. We currently do not use derivative financial instruments to manage the potential impact of interest rate risk.
Any increased and/or sustained competitive pressure could cause our share of industry sales to decline along with our profitability and cash flows. ​ If we were to lose any of our primary suppliers or otherwise be unable to obtain sufficient amounts of necessary metals on a timely basis, we may not be able to meet our customers’ needs and may suffer reduced sales. ​ We have few long-term contracts to purchase metals.
Any increased and/or sustained competitive pressure could cause our share of industry sales to decline along with our profitability and cash flows. ​ 14 Table of Contents If we were to lose any of our primary suppliers or otherwise be unable to obtain sufficient amounts of necessary metals on a timely basis, we may not be able to meet our customers’ needs and may suffer reduced sales. ​ We have few long-term contracts to purchase metals.
Because we are decentralized, we may be slower to detect compliance-related problems (e.g., a rogue employee undertaking activities that are prohibited by applicable law or by our internal policies) and “company-wide” business initiatives, such as the integration of disparate information technology systems, are often more challenging and costly to implement than they would be in a more centralized environment.
Because we are decentralized, we may be slower to detect compliance-related problems (e.g., a rogue employee undertaking activities that are prohibited by applicable law or by our internal policies) and “company-wide” business initiatives, such as the integration of disparate information technology systems, are often more challenging and costly to implement than they 18 Table of Contents would be in a more centralized environment.
Consequently, during periods in which we sell this existing inventory, the effects of changing metal prices could adversely affect our operating results. ​ Global economic conditions, including inflation, elevated interest rates, infectious disease and supply chain disruptions, have adversely affected, and could continue to adversely affect, our operations. ​ Our financial condition and results of operations are impacted by global markets and economic conditions over which we do not have control.
Consequently, during periods in which we sell this existing inventory, the effects of changing metal prices could adversely affect our operating results. 12 Table of Contents ​ Global economic conditions, including inflation, elevated interest rates, infectious disease and supply chain disruptions, have adversely affected, and could continue to adversely affect, our operations. ​ Our financial condition and results of operations are impacted by global markets and economic conditions over which we do not have control.
A general global economic downturn or other adverse macroeconomic trends, including heightened inflation, capital markets volatility, currency rate fluctuations, an economic slowdown or recession, or a slowing or stalled 12 Table of Contents recovery therefrom, have in the past resulted in and may in the future result in unfavorable conditions that negatively affect demand and selling prices for our products and exacerbate some of the other risks that affect our business, financial condition and results of operations. ​ In addition, the Federal Reserve in the U.S. and other central banks in various countries have raised interest rates in response to concerns about inflation, which, coupled with volatility in financial markets and the possibility that such rates may remain elevated for longer than expected, has had and may continue to have the effect of further increasing economic uncertainty and heightening these risks.
A general global economic downturn or other adverse macroeconomic trends, including heightened inflation, capital markets volatility, currency rate fluctuations, trade policies, economic uncertainties, an economic slowdown or recession, or a slowing or stalled recovery therefrom, have in the past resulted in and may in the future result in unfavorable conditions that negatively affect demand and selling prices for our products and exacerbate some of the other risks that affect our business, financial condition and results of operations. ​ In addition, the Federal Reserve in the U.S. and other central banks in various countries have raised interest rates in response to concerns about inflation, which, coupled with volatility in financial markets and the possibility that such rates may remain elevated for longer than expected, has had and may continue to have the effect of further increasing economic uncertainty and heightening these risks.
Moreover, any additional indebtedness we incur to pay for these acquisitions could adversely affect our liquidity and financial condition. ​ 16 Table of Contents We have invested a significant amount of capital in new locations and new processing capabilities. We may not be able to identify sufficient opportunities for internal growth to be able to sustain growth at similar levels.
Moreover, any additional indebtedness we incur to pay for these acquisitions could adversely affect our liquidity and financial condition. ​ We have invested a significant amount of capital in new locations and new processing capabilities. We may not be able to identify sufficient opportunities for internal growth to be able to sustain growth at similar levels.
Typically, revenues in the months of July, November and December have been lower than in other months because of a reduced number of working days for shipments of our products, resulting from holidays observed by the Company as well as vacation and extended holiday closures at some of our customers.
Typically, revenues in the months of July, November and December have been lower than in other 7 Table of Contents months because of a reduced number of working days for shipments of our products, resulting from holidays observed by the Company as well as vacation and extended holiday closures at some of our customers.
(Singapore) ​ 1 Crest Steel Corporation ​ 1 Diamond Manufacturing Company ​ ​ Diamond Manufacturing ​ 2 Ferguson Perforating Company ​ 2 McKey Perforating Co. ​ 1 Perforated Metals Plus ​ 1 DuBose ​ ​ DuBose National Energy Fasteners & Machined Parts, Inc. ​ 1 DuBose National Energy Services, Inc. ​ 1 Durrett Sheppard Steel Co., Inc . ​ 1 Earle M.
(Singapore) ​ 1 Diamond Manufacturing Company ​ ​ Diamond Manufacturing ​ 2 Ferguson Perforating Company ​ 2 McKey Perforating Co. ​ 1 Perforated Metals Plus ​ 1 DuBose ​ ​ DuBose National Energy Fasteners & Machined Parts, Inc. ​ 1 DuBose National Energy Services, Inc. ​ 1 Durrett Sheppard Steel Co., Inc . ​ 1 Earle M.
The significant number of metals service centers that exist in this fragmented market creates opportunities for us to expand by making acquisitions. ​ We have numerous competitors in each of our product lines and geographic locations, and competition is most frequently local or regional.
The significant number of metals service centers that exist in this fragmented market creates opportunities for us to expand through acquisitions. ​ We have numerous competitors in each of our product lines and geographic locations, and competition is most frequently local or regional.
Many of the industries in which our customers compete are cyclical in nature. Because we sell to a wide variety of customers in a wide variety of industries, we believe that we are able to somewhat mitigate earnings volatility.
Many of the industries in which our customers operate are cyclical in nature. Because we sell to a wide variety of customers in a wide variety of industries, we believe that we are able to somewhat mitigate earnings volatility.
The core tenets of our differentiated approach include: ​ ● Our commitment to safety which is our top priority and an important element of our culture and day-to-day operational focus. Our executive team supports a safety management system that includes policies, standard 5 Table of Contents practices and goals at our facilities.
The core tenets of our differentiated approach include: ​ ● Our commitment to safety which is our top priority and an important element of our culture and day-to-day operational focus. Our executive team supports a safety management system that includes policies, standard practices and goals at our facilities.
We launched an annual evolving leaders program focused on the continued training of selected employees, encouraging the development in several areas of our business, leadership and communication, along with opportunities for enterprise-wide collaboration to drive an approach to innovative problem solving and solutions.
We maintain an evolving leaders program focused on the continued training of selected employees, encouraging development in several areas of our business, leadership and communication, along with opportunities for enterprise-wide collaboration to drive an approach to innovative problem solving and solutions.
We believe our focused growth strategy and increasing the level of value-added services we provide our customers makes us less vulnerable to regional or industry-specific economic volatility and somewhat lessens the negative impact of volatility experienced in commodity pricing and cyclicality of our customer end markets, as well as general economic trends. ​ We expect to continue growing our business through acquisitions and internal growth initiatives, particularly those that diversify our product mix, customer base and geographic locations and increase our sales of high-margin specialty products and value-added processing services. ​ Sales and Marketing ​ Sales personnel are organized by division or subsidiary and are divided into two groups.
We believe our focused growth strategy and high level of value-added services we provide our customers makes us less vulnerable to regional or industry-specific economic volatility and somewhat lessens the negative impact of volatility experienced in commodity pricing and market cyclicality, and general economic trends. ​ We expect to continue growing our business through acquisitions and internal growth initiatives, particularly those that diversify our product mix, customer base and geographic locations and increase our sales of high-margin specialty products and value-added processing services. ​ Sales and Marketing ​ Sales personnel are organized by division or subsidiary and are divided into two groups.
Future events, such as changes in existing laws and regulations or their enforcement, new laws and regulations or the discovery of conditions not currently known to us, could result in material environmental or export compliance or remedial liabilities and costs, constrain our operations or make such operations more costly. ​ 18 Table of Contents We operate internationally and are subject to changes in tax rates, exchange rate fluctuations, exchange controls, political risks and other risks relating to international operations. ​ Seven percent of our 2023 consolidated net sales were from operations outside the U.S., subjecting us to the risks of doing business on a global level.
Future events, such as changes in existing laws and regulations or their enforcement, new laws and regulations or the discovery of conditions not currently known to us, could result in material environmental or export compliance or remedial liabilities and costs, constrain our operations or make such operations more costly. ​ We operate internationally and are subject to changes in tax rates, exchange rate fluctuations, exchange controls, political risks and other risks relating to international operations. ​ Approximately seven percent of our 2024 consolidated net sales were from operations outside the U.S., subjecting us to the risks of doing business on a global level.
We distribute a full line of over 100,000 metal products, including alloy, aluminum, brass, copper, carbon steel, stainless steel, titanium and other specialty steel products. ​ We have more than 125,000 customers in a variety of industries, including general manufacturing, non-residential construction (including infrastructure and renewable energy), transportation (rail, truck trailer and shipbuilding), aerospace (commercial; military, defense and space), energy (oil and natural gas), electronics and semiconductor fabrication, and heavy industry (agricultural, construction and mining equipment).
We distribute a full line of over 100,000 metal products, including alloy, aluminum, brass, copper, carbon steel, stainless steel, titanium and other specialty steel products. ​ We service more than 125,000 customers in a variety of industries, including consumer products, general manufacturing, non-residential construction (including infrastructure and renewable energy), transportation (rail, truck trailer and shipbuilding), aerospace (commercial, military, defense and space), energy (oil and natural gas), electronics and semiconductor fabrication, industrial machinery and heavy industry (agricultural, construction and mining equipment).
Inside sales personnel generally receive incentive compensation based on the gross profit and/or pretax income of their particular location. ​ 6 Table of Contents We endeavor to acquire well-run businesses with strong customer relationships and solid reputations within the marketplace.
Inside sales personnel generally receive incentive compensation based on the gross profit and/or pretax income of their particular location. ​ We endeavor to acquire well-run businesses with strong customer relationships and solid reputations within the marketplace.
Our operations are subject to the laws and regulations of the jurisdictions in which we conduct our business that seek to prevent corruption and bribery in the marketplace, including the U.S. Foreign Corrupt Practices Act (the “FCPA”) 10 Table of Contents and the United Kingdom’s Bribery Act 2010.
Our operations are subject to the laws and regulations of the jurisdictions in which we conduct our business that seek to prevent corruption and bribery in the marketplace, including the U.S. Foreign Corrupt Practices Act (the “FCPA”) and the United Kingdom’s Bribery Act 2010.
In certain instances, we perform physical and chemical analyses on selected raw materials, typically through a third-party testing lab, to verify that mechanical and dimensional properties, cleanliness and surface characteristics meet our requirements and our customers’ specifications. We also conduct certain analyses of surface characteristics on selected processed metal before delivery to the customer.
In certain instances, including at a customer’s request, we perform physical and chemical analyses on selected raw materials, typically through a third-party testing lab, to verify that mechanical and dimensional properties, cleanliness and surface characteristics meet our requirements and our customers’ specifications. We also conduct certain analyses of surface characteristics on selected processed metal before delivery to the customer.
We strive to equip our employees with the knowledge, skills and resources to maintain or improve their personal health, develop professionally and operate safely within our businesses. A highlight of our commitment to our employees is the inclusion of “People” as one of our six core values that represent key areas of focus for our company.
We strive to equip our employees with the knowledge, skills and resources to maintain or improve their personal health, develop professionally and operate safely within our businesses. A highlight of our commitment to our employees is the inclusion of “Relational” as one of our five core values that represent key areas of focus for our company.
If convicted or found liable, we could be subject to significant fines, penalties, repayments, or other damages (in 20 Table of Contents certain cases, treble damages). As a global business, we are subject to complex laws and regulations in the U.S. and other countries in which we operate. Those laws and regulations may be interpreted in different ways.
If convicted or found liable, we could be subject to significant fines, penalties, repayments, or other damages (in certain cases, treble damages). As a global business, we are subject to complex laws and regulations in the U.S. and other countries in which we operate. Those laws and regulations may be interpreted in different ways.
An impairment charge, if incurred, could be material. ​ Our business operations and financial performance could be adversely affected by changes in our relationship with our employees or changes to U.S. or foreign employment regulations. ​ We had approximately 15,000 employees worldwide as of December 31, 2023.
An impairment charge, if incurred, could be material. ​ Our business operations and financial performance could be adversely affected by changes in our relationship with our employees or changes to U.S. or foreign employment regulations. ​ We had approximately 15,900 employees worldwide as of December 31, 2024.
Jorgensen (Canada) ​ 7 Encore Metals ​ 7 Service Steel Aerospace Corp. ​ ​ Service Steel Aerospace ​ 3 Dynamic Metals International ​ 1 United Alloys Aircraft Metals ​ 1 Siskin Steel & Supply Company, Inc. ​ ​ Siskin Steel ​ 4 East Tennessee Steel Supply Company ​ 1 Southern Steel Supply ​ 1 The Steel Store ​ 1 Sugar Steel Corporation ​ 3 Tubular Steel, Inc. ​ ​ Tubular Steel ​ 4 Metalcraft Enterprises ​ 1 United Pipe & Steel Corp. ​ 12 Valex Corp. ​ ​ Valex ​ 2 Valex Semiconductor Materials (Zhejiang) Co., Ltd. ​ 1 Valex Korea Co., Ltd.
Jorgensen (Canada) ​ 7 Encore Metals ​ 7 Service Steel Aerospace Corp. ​ ​ Service Steel Aerospace ​ 3 Dynamic Metals International ​ 1 United Alloys Aircraft Metals ​ 1 Siskin Steel & Supply Company, Inc. ​ ​ Siskin Steel ​ 4 East Tennessee Steel Supply Company ​ 1 Southern Steel Supply ​ 1 The Steel Store ​ 1 Tubular Steel, Inc. ​ ​ Tubular Steel ​ 2 United Pipe & Steel Corp. ​ 12 Valex Corp. ​ ​ Valex ​ 2 Valex Semiconductor Materials (Zhejiang) Co., Ltd. ​ 1 Valex Korea Co., Ltd.
Further, statements about our social and environmental 15 Table of Contents sustainability- related initiatives and goals, and progress against those goals, may be based on standards for measuring progress that are still developing, internal controls and processes that continue to evolve, and assumptions that are subject to change in the future.
Further, statements about our social and environmental sustainability- related initiatives and goals, and progress against those goals, may be based on standards for measuring progress that are still developing, internal controls and processes that continue to evolve, and assumptions that are subject to change in the future.
In addition, our safety professionals monitor compliance with regulatory requirements and conduct safety assessments and training to improve safety practices. ​ ● Organic growth and innovation through industry-leading investments in state-of-the-art value-added processing equipment to better service our customers.
In addition, our safety professionals monitor compliance with regulatory requirements and conduct safety assessments and training to promote and improve safety practices. ​ 5 Table of Contents ● Organic growth and innovation through industry-leading investments in state-of-the-art value-added processing equipment to better service our customers.
These disruptions caused by the invasion have included, and may continue to include, political, social, and economic disruptions and uncertainties and material increases in certain commodity prices that may affect our business operations.
These disruptions caused by the war included, and may continue to include, political, social, and economic disruptions and uncertainties and material increases in certain commodity prices that may affect our business operations.
Lagging indicators include the Occupational Safety & Health Administration (“OSHA”) Total Recordable Incident Rate (“TRIR”) and average Department of Transportation Recordable Accident Rate per million miles (“DOT Rate”). ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2023 ​ 2022 ​ 2021 Safety Indicator: ​ ​ ​ ​ ​ ​ ​ ​ TRIR ​ 1.96 ​ ​ 1.61 ​ ​ 2.12 DOT Rate ​ 0.64 ​ ​ 0.55 ​ ​ 0.54 ​ Our focus on safety is evident in our 2023 TRIR, which is lower than the MSCI average of 3.5 as reported in their most recent survey conducted in 2020.
Lagging indicators include the Occupational Safety & Health Administration (“OSHA”) Total Recordable Incident Rate (“TRIR”) and average Department of Transportation Recordable Accident Rate per million miles (“DOT Rate”). ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2024 ​ 2023 ​ 2022 Safety Indicator: ​ ​ ​ ​ ​ ​ ​ ​ TRIR ​ 1.75 ​ ​ 1.96 ​ ​ 1.61 DOT Rate ​ 0.46 ​ ​ 0.64 ​ ​ 0.55 ​ Our focus on safety is evident in our 2024 TRIR, which is lower than the MSCI average of 3.5 as reported in their most recent survey conducted in 2020.
We believe that we provide industry-leading healthcare benefits to our employees and funded approximately 85% of the costs associated with our domestic employees’ health insurance coverage in 2023. ​ ● Employee Development We believe employees should have an opportunity for ongoing development through challenging daily contributions and structured development programs.
We believe that we provide industry-leading healthcare benefits to our employees and funded approximately 85% of the costs associated with our domestic employees’ health insurance coverage in 2024. ​ 9 Table of Contents ​ ● Employee Development We believe employees should have an opportunity for ongoing development through challenging daily contributions and structured development programs.
As a result of the materiality assessment, we determined that the most material environmental issues to our business are: (i) emissions from company-owned trucks that deliver our products; and (ii) our overall energy usage.
As a result of the materiality assessment, we determined that the most material environmental issues to our business are: (i) emissions from company-owned trucks that deliver our products; and (ii) our overall energy usage (e.g. fuel and electricity).
A significant increase in minimum wage or overtime rates in jurisdictions where we have employees could have a significant impact on our operating costs and may require that we relocate those operations or take other steps to mitigate such increases, all of which may cause us to incur additional costs, expend resources responding to such increases and lower our profitability. ​ We face certain risks associated with potential labor disruptions. ​ Approximately 12% of our employees are covered by collective bargaining agreements and/or are represented by unions or workers’ councils.
A significant increase in minimum wage or overtime rates in jurisdictions where we have employees could have a significant impact on our operating costs and may require that we relocate those operations or take other steps to 21 Table of Contents mitigate such increases, all of which may cause us to incur additional costs, expend resources responding to such increases and lower our profitability. ​ We face certain risks associated with potential labor disruptions. ​ Approximately 12% of our employees are covered by collective bargaining agreements and/or are represented by unions or workers’ councils with 4% of our employees covered by 21 different collective bargaining agreements that expire in 2025 unless renewed.
Our product mix has become more diverse mainly as a result of our targeted growth strategy that includes acquiring companies that distribute mainly specialty products and provide increased levels of value-added processing services. ​ ● Our decentralized operating structure puts decision making and resources close to the customer.
Our product mix has become more diverse mainly as a result of our targeted growth strategy that includes acquiring companies that focus on distribution of specialty products and provide increased levels of value-added processing services. ​ ● Our decentralized operating structure keeps decision making and resources close to the customer.
As of December 31, 2023, we had aggregate outstanding indebtedness of approximately $1.15 billion.
As of December 31, 2024, we had aggregate outstanding indebtedness of approximately $1.15 billion.
Due to our focus on small orders, our decentralized operating structure and the diversity of the markets we serve, customer concentrations are not significant. ​ ● A focus on as-needed inventory management and small orders with quick turnaround and increasing levels of value-added processing which generate higher profit margins as compared to a focus on large volume orders.
Due to our focus on small orders, our decentralized operating structure and the diversity of the markets we serve, customer concentrations are not significant. ​ ● A focus on as-needed inventory management and small orders with quick turnaround and increasing levels and types of value-added processing generates higher gross profit margins compared to servicing large orders with volume pricing.
Our common stock has traded on the New York Stock Exchange (“NYSE”) under the symbol “RS” for approximately 30 years since our September 16, 1994 initial public offering. ​ We believe we have a unique and sustainable business model predicated on the following key attributes: ​ ● Diversity of Products, Customers and Services As of December 31, 2023, we operated through a network of over 315 locations in 40 U.S. states and 12 foreign countries.
Our common stock has traded on the New York Stock Exchange (“NYSE”) for 30 years under the symbol “RS” since our September 16, 1994 initial public offering. ​ We believe we have a unique and sustainable business model predicated on the following key attributes: ​ ● Diversity of Products, Customers and Services As of December 31, 2024, we operated through a network of 320 locations in 41 U.S. states and 10 foreign countries.
“Risk Factors ” including the Risk Factors captioned “We are subject to various environmental, employee safety and health, and customs and export laws and regulations, which could subject us to significant liabilities and compliance expenditures;” and “We operate internationally and are subject to exchange rate fluctuations, exchange controls, political risks and other risks relating to international operations.” ​ Environmental ​ We are not a metals producer or mill – we operate metals service centers.
“Risk Factors ” including the Risk Factors captioned “We are subject to various environmental, employee safety and health, and customs and export laws and regulations, which could subject us to significant liabilities and compliance expenditures;” and “We operate internationally and are subject to changes in tax rates, exchange rate fluctuations, exchange controls, political risks and other risks relating to international operations.” ​ Environmental ​ We are not a metals producer or mill – we operate metals service centers that process and distribute metal products.
We have the ability to quickly pass on raw material price increases to our customers and maintain consistency in our gross profit margin as only a small portion of our business is subject to long-term contractual arrangements. ​ ● Purchasing Power We strategically source the vast majority of our metal purchases from domestic producers and believe we are one of the largest customers of the North American primary metals producers (“mills”).
We believe we have the ability to quickly adjust our selling prices in response to increases in our raw material costs in order to maintain consistency in our gross profit margin as only a small portion of our business is subject to long-term contractual pricing arrangements. ​ ● Purchasing Power We strategically source the vast majority of our metal purchases from domestic producers and believe we are one of the largest customers of the North American primary metals producers (“mills”).
We believe that these relationships provide us with an advantage in sourcing product to be available for our customers in accelerated timeframes when needed, and also allow us to more efficiently manage our inventory.
We believe that our relationships provide us with an advantage in sourcing product in accelerated timeframes when needed and also allow us to more efficiently manage our inventory.
We encourage investors to visit our website. ​ 11 Table of Contents The website addresses presented above and elsewhere in this Annual Report on Form 10-K are not intended to function as hyperlinks, and the information contained in our website and in the SEC’s website is not intended to be a part of this filing. ​ Item 1A.
We encourage investors to visit our website. ​ Website addresses referred to in this Annual Report on Form 10-K are not intended to function as hyperlinks, and the information contained in our website and in the SEC’s website is not intended to be a part of this filing. ​ Item 1A.
To the extent these tariffs and other trade actions result in a decrease in international demand for steel and aluminum produced in the U.S. or otherwise negatively impact demand for our products, our business may be adversely impacted. ​ We expect that these tariffs, while in effect, will discourage metal imports from non-exempt countries.
The extent to which effected/deferred tariffs or other trade actions, or the threat of tariffs result in a decrease in international demand for steel and aluminum produced in the U.S., disruptions in customer buying patterns or otherwise negatively impact demand for our products, our business may be adversely impacted. ​ We expect that these tariffs, while in effect, will discourage metal imports from non-exempt countries.
(96%-owned) ​ 1 Viking Materials, Inc. ​ 2 Yarde Metals, Inc. ​ ​ Yarde Metals ​ 8 FastMetals ​ 1 Rotax Metals ​ 1 4 Table of Contents ​ We have one operating and reportable segment —metals service centers .
(96%-owned) ​ 1 4 Table of Contents ​ ​ ​ Trade Name No. of Locations Viking Materials, Inc. ​ 2 Yarde Metals, Inc. ​ ​ Yarde Metals ​ 8 Rotax Metals ​ 1 ​ We have one operating and reportable segment —metals service centers .
We believe our industry-leading financial results in recent years were due to our strong financial condition, the high quality of products and services we are able to offer as a result of our significant investments in our acquired businesses, facilities and equipment, as well as our continued focus on small order sizes with quick turnaround. ​ Human Capital ​ At December 31, 2023, we employed approximately 15,000 persons worldwide, of which approximately 13,400 were employed in the U.S.
We believe our industry-leading financial results in recent years are attributable to our strong financial condition, the high quality of products and services we are able to offer as a result of our significant investments in the facilities and equipment of our existing and acquired businesses, as well as our continued focus on small order sizes with quick turnaround. ​ Human Capital ​ As of December 31, 2024, we employed approximately 15,900 persons worldwide, of which approximately 14,200 were employed in the U.S.
We also service the auto industry, primarily through our toll processing operations where we process the metal for a fee, without taking ownership of the metal. ​ We believe that our diversification by product, end market and geography helps mitigate volatility in metals pricing and changing end market conditions.
We also service the auto industry, primarily through our toll processing operations where we process customer-owned metal for a fee. ​ We believe that our diversification by product, end market and geography help mitigate volatility in metals pricing and changing end market conditions.
Expanding our value-added capabilities (including toll processing) and increasing the percentage of our total sales represented by the higher margin orders generated from those capabilities, helps reduce the volatility in our profitability ratios during periods of unfavorable metals demand and/or pricing. ​ 1 Table of Contents ​ ● Industry leader According to the Metals Service Center Institute (“MSCI”) reporting of industry tons sold in the U.S., our 2023 tons sold from our U.S. locations represented 14.5% of the total tons sold by the U.S. metals service center industry compared to 14.2% for 2022.
We believe expanding our value-added capabilities (including toll processing) and increasing the percentage of our total sales represented by the higher margin orders 1 Table of Contents generated from those expanded capabilities helps reduce volatility in our profitability during periods of unfavorable metals demand and/or pricing. ​ ● Industry Leader According to the MSCI reporting of industry tons sold in the U.S., our 2024 tons sold from our U.S. locations represented approximately 15% of the total tons sold by the U.S. metals service center industry compared to approximately 14% for 2023.
We believe our relatively low level of market share leaves significant opportunity for further strategic growth within the industry. ​ ● Pricing Power We primarily operate in the spot market for both the purchase and sale of our products.
We believe our relatively low market share in the highly fragmented metals service center industry leaves significant opportunity for further strategic growth. ​ ● Pricing Power We primarily operate in the spot market for both the purchase and sale of our products.
International political and military conflict, such as the war in Ukraine, increasing tensions between Taiwan and China, or evolving events in Israel and Gaza could materially adversely affect the global economy.
International political and military conflict, such as the war in Ukraine, increasing tensions between Taiwan and China, or evolving conflicts in the Middle East could materially adversely affect the global economy.
Future changes in global general economic conditions or in production, consumption or export of metals could cause fluctuations in metal prices globally, which could adversely affect our profitability and cash flows.
Future changes in global general economic conditions or in production, consumption or export of metals, including as a result of economic slowdown or trade policies, could cause fluctuations in metal prices globally, which could adversely affect our profitability and cash flows.
We verify with our suppliers the origins of all metals used in our products. ​ We sell metals to foreign customers from our domestic locations and operate metals service centers in 12 foreign countries, subjecting us to various countries’ trade regulations concerning the import and export of materials and finished products.
We verify with our suppliers the origins of all metals used in our products. ​ 10 Table of Contents Our domestic locations sell to international customers and we operate metals service centers in 10 foreign countries, which subjects us to various countries’ trade regulations concerning the import and export of materials and finished products.
Cybersecurity attacks may range from random attempts to coordinated and targeted attacks, including sophisticated computer crime and advanced threats. These threats pose a risk to the security of our information technology systems and networks and the confidentiality, availability and integrity of our data. We have experienced cybersecurity events such as viruses and attacks on our IT systems.
Cybersecurity attacks may range from random attempts to coordinated and targeted attacks, including sophisticated computer crime and advanced threats. These threats pose a risk to the security of our information technology systems and networks and the confidentiality, availability and integrity of our data.
For more information on the Company’s core values, see the Company’s Code of Conduct available at https://investor.reliance.com . ​ 8 Table of Contents Among the critical elements included in the People category are the following: ​ ​ ● Focus on Safety The health and safety of our employees, customers, suppliers and communities is our most important core value.
For more information on Reliance’s core values, see https://reliance.com/our-culture . ​ ​ 8 Table of Contents Among the critical elements included in the Relational category are the following: ​ ● Focus on Safety The health and safety of our employees, customers, suppliers and communities is our most important core value.
Providing prompt and efficient services and quality products at reasonable prices are important factors in maintaining and expanding these relationships. ​ We have built and opened international locations to service specific industries, typically making limited investments to support existing key U.S. customers that also operate in those international markets. Accordingly, our exposure to risks associated with such investments is minimal.
Our provision of reliable, prompt and efficient services and quality products at reasonable prices are important factors in maintaining and expanding these relationships. ​ We have built and opened international locations to service specific industries, typically making limited investments to support existing key U.S. customers that also operate in those international markets.
Our largest customer represented only 1.0% of our net sales in 2023. In 2023, we generated sales greater than $30 million from only 31 customers. ​ Suppliers ​ We strategically purchase the majority of our inventory from the major domestic metals producers. Our U.S. operations do, however, also purchase minimal amounts of certain products from foreign producers.
Our largest customer represented 0.7% of our net sales in 2024. In 2024, we generated sales greater than $30 million from only 22 customers. ​ Suppliers ​ We strategically purchase most of our inventory from the major domestic mills. Our U.S. operations do, however, also purchase minimal amounts of certain products from foreign mills.
Information about Reliance’s ESG-related programs and initiatives is available under the “ESG” section of the Company’s website. Additional corporate governance information, including our restated certificate of incorporation, amended and restated bylaws, principles of corporate governance, Board committee charters, code of conduct and anti-bribery and anti-corruption policy, is available under Corporate Governance in the “Investors” section of the Company’s website.
Additional corporate governance information, 11 Table of Contents including our restated certificate of incorporation, amended and restated bylaws, principles of corporate governance, Board committee charters, code of conduct and anti-bribery and anti-corruption policy, is available under Corporate Governance in the “Investors” section of the Company’s website.
Because of this, we find value in the acquired trade name and continue to use the business name and maintain the customer relationships. ​ Customers ​ Although we have many large original equipment manufacturer customers, the majority of our sales are to small machine shops and fabricators, in small quantities with frequent deliveries, ensuring as-needed logistics and helping them manage their working capital and credit needs more efficiently.
Because of this, we often find value in acquired trade names and generally continue to go to market under the acquired businesses’ names and maintain their customer relationships. 6 Table of Contents ​ Customers ​ Although we have many large original equipment manufacturer customers, most of our sales are to small machine shops and fabricators, in small quantities with frequent and often just-in-time deliveries, ensuring as-needed logistics and helping them manage their working capital and credit needs more efficiently.
Our metals service centers wrote and delivered over 4.6 million orders during 2023 or an average of 18,280 per day, with an average price of approximately $3,210 per order. Most of our metals service center customers are located within 200 miles of the metals service center serving them.
Our metals service centers wrote and delivered over 4.6 million orders during 2024 or an average of 18,370 per day, with an average price of approximately $2,980 per order. Most of our metals service center customers are located within 200 miles of the Reliance location supporting them.
However, sales to international customers (based on the shipping destination) were approximately 9% of our consolidated 2023 net sales, or $1.38 billion, with approximately 27%, or $372.2 million, to Canadian customers. ​ Customer demand changes from time to time based on, among other things, general economic conditions and industry capacity.
However, sales to international customers (based on the shipping destination) were approximately nine percent of our consolidated 2024 net sales, or $1.25 billion, with approximately 25%, or $312.8 million of such international sales, to Canadian customers. ​ Customer demand changes from time to time based on, among other things, general economic conditions and industry capacity.
Bhd. ​ 1 Allegheny Steel Distributors, Inc. ​ 1 American Metals Corporation ​ ​ American Metals ​ 2 American Steel ​ 2 Alaska Steel Company ​ 3 Haskins Steel Company ​ 1 Lampros Steel ​ 1 LSI Plate ​ 1 2 Table of Contents ​ ​ ​ Trade Name No. of Locations Plate Sales ​ 1 AMI Metals, Inc. ​ ​ AMI Metals ​ 6 AMI Metals Aero Services Ankara Havacılık Anonim Şirketi (Turkey) ​ 1 AMI Metals Europe SPRL (Belgium) ​ 1 AMI Metals UK Limited ​ 1 Best Manufacturing, Inc. ​ 1 CCC Steel, Inc. ​ ​ CCC Steel ​ 1 IMS Steel Co. ​ 1 Chapel Steel Corp. ​ ​ Chapel Steel Corp. ​ 6 Chapel Steel Canada, Ltd. ​ 1 Chatham Steel Corporation ​ 5 Clayton Metals, Inc. ​ 2 Continental Alloys & Services ​ ​ Continental Alloys & Services Limited (UK) ​ 2 Continental Alloys & Services Middle East FZE (Dubai) ​ 1 Continental Alloys & Services (Malaysia) Sdn.
Bhd. ​ 1 American Alloy Steel, Inc. ​ ​ American Alloy North (60%-owned) ​ 1 American Alloy Steel ​ 6 American Metals Corporation ​ ​ American Metals ​ 2 Alaska Steel Company ​ 3 American Steel ​ 2 Crest Steel Corporation ​ 1 Haskins Steel Company ​ 1 Lampros Steel ​ 1 2 Table of Contents ​ ​ ​ Trade Name No. of Locations LSI Plate ​ 1 Plate Sales ​ 1 AMI Metals, Inc. ​ ​ AMI Metals ​ 6 AMI Metals Europe SPRL (Belgium) ​ 1 AMI Metals France, SAS ​ 1 AMI Metals UK Limited ​ 1 Best Manufacturing, Inc. ​ ​ Best Manufacturing, Inc. ​ 1 Metalcraft Enterprises ​ 1 CCC Steel, Inc. ​ ​ CCC Steel ​ 1 IMS Steel Co. ​ 1 Chapel Steel Corp. ​ ​ Chapel Steel Corp. ​ 6 Chapel Steel Canada, Ltd. ​ 1 Chatham Steel Corporation ​ 5 Clayton Metals, Inc. ​ 2 Continental Alloys & Services ​ ​ Continental Alloys & Services Limited (UK) ​ 2 Continental Alloys & Services Middle East FZE (Dubai) ​ 1 Continental Alloys & Services (Malaysia) Sdn.
We reincorporated in the State of Delaware in 2015. In February 2024, we changed our corporate name to Reliance, Inc. from Reliance Steel & Aluminum Co.
In February 2024, we changed our corporate name to Reliance, Inc. from Reliance Steel & Aluminum Co.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

43 edited+14 added−13 removed14 unchanged
Biggest changeWe believe that our gross profit margins are supported by our product diversity, small order sizes, investments in value-added processing capabilities and healthy demand in the majority of end markets we serve . ​ See “Net Sales” above for further discussion on product pricing trends. ​ 30 Table of Contents Expenses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ ​ 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % of ​ ​ ​ ​ ​ % of ​ ​ Dollar ​ Percentage ​ ​ $ Net Sales ​ $ Net Sales ​ Change Change ​ ​ (dollars in millions) ​ ​ ​ ​ ​ ​ ​ SG&A expense $ 2,562.4 ​ 17.3 % ​ $ 2,504.2 ​ 14.7 % ​ $ 58.2 ​ 2.3 % Depreciation & amortization expense $ 245.4 ​ 1.7 % ​ $ 240.2 ​ 1.4 % ​ $ 5.2 ​ 2.2 % ​ Our SG&A expense is made up largely of compensation costs (approximately 60-65% historically), which fluctuate based on changes in our headcount levels in response to demand levels and general inflation, and the level of incentive-based compensation. ​ The increase in our SG&A expense in 2023 compared to 2022 was mainly due to higher variable costs associated with an increase in our tons sold, including increased headcount, and inflationary impacts on wages, which were partially offset by lower incentive-based compensation . ​ Our 2023 SG&A expense as a percentage of sales increased compared to 2022 mainly due to lower sales levels. ​ Operating Income ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % of ​ ​ ​ ​ ​ % of ​ ​ Dollar ​ Percentage ​ ​ $ Net Sales ​ $ Net Sales ​ Change Change ​ ​ (dollars in millions) ​ ​ ​ ​ ​ ​ Operating income $ 1,739.5 ​ 11.7 % ​ $ 2,506.9 ​ 14.7 % ​ $ (767.4) ​ (30.6) % ​ The decrease in our operating income in 2023 as compared to 2022 was mainly a result of lower gross profit, driven by a lower average selling price per ton sold that outweighed an increase in tons sold, along with moderate increases in volume-related SG&A expenses and inflationary impacts on wages . ​ Our 2023 gross profit margin was generally consistent with 2022 and consequently the decrease in our operating income margin in 2023 from a record level in 2022 was mainly due to lower net sales that decreased operating leverage of our SG&A expense. ​ See “Net Sales ” above for discussion of trends in demand and product costs and “ Expenses ” for trends in our operating expenses. ​ Other (Income) Expense, Net ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ ​ ​ ​ 2023 ​ ​ 2022 ​ ​ ​ ​ ​ ​ ​ ​ % of ​ ​ ​ ​ ​ % of ​ ​ Dollar ​ $ Net Sales ​ $ Net Sales ​ Change ​ (dollars in millions) ​ ​ ​ Other (income) expense, net $ (41.3) ​ (0.3) % ​ $ 14.2 ​ 0.1 % ​ $ (55.5) ​ The change in other (income) expense, net in 2023 compared to 2022 was mainly due to an increase in interest income as a result of higher cash and cash equivalent balances and interest earned thereon.
Biggest changeThe inventory caption of our consolidated balance sheet includes a LIFO method inventory valuation reserve of $434.9 million at December 31, 2024. ​ See “Net Sales” above for trends in both demand and costs of our products, and product pricing. ​ Expenses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ ​ 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % of ​ ​ ​ ​ ​ % of ​ ​ Dollar ​ Percentage ​ ​ $ Net Sales ​ $ Net Sales ​ Change Change ​ ​ (dollars in millions) ​ ​ ​ ​ ​ ​ ​ SG&A expense $ 2,666.2 ​ 19.3 % ​ $ 2,562.4 ​ 17.3 % ​ $ 103.8 ​ 4.1 % SG&A expense, same-store $ 2,593.8 ​ 19.2 % ​ $ 2,557.0 ​ 17.3 % ​ $ 36.8 ​ 1.4 % Depreciation and amortization expense $ 268.7 ​ 1.9 % ​ $ 245.4 ​ 1.7 % ​ $ 23.3 ​ 9.5 % Depreciation and amortization expense, same-store $ 260.0 ​ 1.9 % ​ $ 244.7 ​ 1.7 % ​ $ 15.3 ​ 6.3 % Impairment $ 11.7 ​ 0.1 % ​ $ — ​ — % ​ $ 11.7 ​ ​ ​ ​ Our SG&A expense is made up largely of compensation costs (approximately 60-65% historically), which fluctuate based on changes in our headcount levels in response to demand and general inflation, and incentive-based compensation. ​ Same-store SG&A expense increased mainly due to higher costs associated with wage inflation and increased headcount related to our organic growth activities offset by lower incentive-based compensation resulting from lower profitability.
There have been no material changes made to the critical accounting estimates during the periods presented in the consolidated financial statements. ​ Goodwill and Other Indefinite-Lived Intangible Assets ​ We test for impairment of goodwill and intangible assets deemed to have indefinite lives annually and, between annual tests, whenever significant events or changes occur based on an assessment of qualitative factors to determine if it is more likely than not that the fair value is less than the carrying value.
There have been no material changes made to the critical accounting estimates during the periods presented in the consolidated financial statements. ​ Goodwill and Other Indefinite-Lived Intangible Assets ​ We annually test for impairment of goodwill and intangible assets deemed to have indefinite lives and, between annual tests, whenever significant events or changes occur based on an assessment of qualitative factors to determine if it is more likely than not that the fair value is less than the carrying value.
The Company’s significant accounting policies, including recently issued accounting pronouncements, are fully described in Note 1—“Summary of Significant Accounting Policies ” to our consolidated financial statements in Part II, Item 8 "Financial Statements and Supplementary Data.” When we prepare these consolidated financial statements, we are 34 Table of Contents required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.
The Company’s significant accounting policies, including recently issued accounting pronouncements, are fully described in Note 1—“Summary of Significant Accounting Policies ” to our consolidated financial statements in Part II, Item 8 "Financial Statements and Supplementary Data.” When we prepare these consolidated financial statements, we are required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.
Our actual capital expenditure spending over the next 12 months is ultimately dependent on market conditions, lead times and availability of property, plant and equipment when the capital project is initiated. ​ We primarily purchase and sell in the spot market and consequently our purchase orders are based on our current needs and are typically fulfilled by our vendors within short time periods (lead times).
Our actual capital expenditure spending over the next 12 months is ultimately dependent on market conditions, lead times and availability of property, plant and equipment when the capital project is initiated. ​ 34 Table of Contents We primarily purchase and sell in the spot market and consequently our purchase orders are based on our current needs and are typically fulfilled by our vendors within short time periods (lead times).
We must make assumptions regarding estimated future cash flows and other factors to estimate the fair value of the respective assets to determine the amount of the impairment loss. If these estimates or their related assumptions change in the future, we may be required to record impairment charges.
We must make assumptions regarding estimated future cash flows and other factors to estimate the fair value of the respective assets to determine the amount of the impairment loss. If these estimates or their related assumptions change in the future, we may be required to record 36 Table of Contents impairment charges.
See Note 11—“Income Taxes” to our consolidated financial statements in Part II, Item 8 "Financial Statements and Supplementary Data" for further information on the differences between our effective income tax rates and the U.S. federal statutory rate. ​ Year Ended December 31, 2022 Compared to Year Ended December 31, 2021 ​ See discussion in the “Results of Operations” and “Liquidity and Capital Resources” section of Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the year ended December 31, 2022. ​ Financial Condition ​ Operating Activities ​ Net cash provided by operations of $1.67 billion in 2023 decreased from $2.12 billion in 2022.
See Note 12—“Income Taxes” to our consolidated financial statements in Part II, Item 8 "Financial Statements and Supplementary Data" for further information on the differences between our effective income tax rates and the U.S. federal statutory rate. ​ Year Ended December 31, 2023 Compared to Year Ended December 31, 2022 ​ See discussion in the “Results of Operations” and “Liquidity and Capital Resources” section of Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the year ended December 31, 2023. ​ Financial Condition ​ Operating Activities ​ Net cash provided by operations of $1.43 billion in 2024 decreased $241.5 million from $1.67 billion in 2023.
We also had an aggregate of $1.15 billion principal amount of senior unsecured note obligations with various maturities through 2036 issued under indentures as of December 31, 2023. ​ See Note 9—“Debt ” to our consolidated financial statements in Part II, Item 8 "Financial Statements and Supplementary Data" for further information on our amended credit agreement, debt maturities and indentures governing our debt securities. 33 Table of Contents ​ Liquidity and Capital Resources ​ We believe our primary sources of liquidity, including funds generated from operations, cash and cash equivalents and our Credit Agreement, will be sufficient to satisfy our cash requirements and stockholder return activities over the next 12 months and beyond.
We also had an aggregate of $1.15 billion principal amount of senior unsecured note obligations with various maturities through 2036 issued under indentures as of December 31, 2024. ​ See Note 10—“Debt ” to our consolidated financial statements in Part II, Item 8 "Financial Statements and Supplementary Data" for further information on our amended credit agreement, debt maturities and indentures governing our debt securities. ​ Liquidity and Capital Resources ​ We believe our primary sources of liquidity, including funds generated from operations, cash and cash equivalents and our $1.5 billion revolving credit facility, will be sufficient to satisfy our cash requirements and stockholder return activities over the next 12 months and beyond.
Our expected payments over the next 12 months under these operating leases are $64.9 million. See Note 10—“Leases ” to our consolidated financial statements in Part II, Item 8 "Financial Statements and Supplementary Data" for information regarding the maturities of our operating lease obligations. ​ We have obligations pursuant to pension and postretirement benefit plans.
Our expected payments over the next 12 months under these operating leases are $72.5 million. See Note 11—“Leases ” to our consolidated financial statements in Part II, Item 8 "Financial Statements and Supplementary Data" for information regarding the maturities of our operating lease obligations. ​ We have obligations pursuant to pension and postretirement benefit plans.
Item 1A. “Risk Factors ”. ​ In addition, when volume or pricing increases, our working capital requirements typically increase which decreases operating cash flow.
Item 1A. “Risk Factors ”. ​ 28 Table of Contents In addition, when volume or pricing increases, our working capital requirements typically increase which decreases operating cash flow.
Additionally, other intangible assets, net amounted to $1.0 billion at December 31, 2023, or approximately 9% of total assets and 13% of total equity. Goodwill and other intangible assets deemed to have indefinite lives are not amortized but are subject to annual impairment tests and further evaluation when certain events occur.
Additionally, other intangible assets, net amounted to $1.01 billion at December 31, 2024, or approximately 10% of total assets and 14% of total equity. Goodwill and other intangible assets deemed to have indefinite lives are not amortized but are subject to annual impairment tests and further evaluation when certain events occur.
Southern Steel is headquartered in Memphis, Tennessee and offers merchant and structural steel, pipe and tube, steel plate, ornamental products and laser cut and fabricated parts.
Headquartered in Memphis, Tennessee, Southern Steel distributes and processes merchant and structural steel, pipe and tube, steel plate, ornamental products and laser cut and fabricated parts.
The decrease in our effective income tax rate was mainly due to the effects of company-owned life insurance policies and lower income taxes on our foreign earnings. ​ The difference between our 2023 effective income tax rate and the U.S. federal statutory rate of 21.0% was mainly due to state income taxes partially offset by the effects of company-owned life insurance policies.
The difference between our effective income tax rate and the U.S. federal statutory rate of 21.0% was mainly due to state income taxes partially offset by the net effects of company-owned life insurance policies.
In addition to funds generated from operations and approximately $1.5 billion available under our revolving credit facility, we expect to continue to be able to access the capital markets to raise funds, if desired.
In addition to funds generated from operations and approximately $1.5 billion available under our unsecured revolving credit facility, we expect to continue to be able to access the capital markets to raise funds, if desired. We believe our investment grade credit ratings enhance our ability to effectively raise capital.
There have been no changes in our reportable segments; we have one reportable segment – metals service centers . ​ Goodwill, which represents the excess of cost over the fair value of net assets acquired, amounted to $2.11 billion at December 31, 2023, or approximately 20% of total assets and 27% of total equity.
There have been no changes in our reportable segments; we have one reportable segment – metals service centers . 35 Table of Contents ​ Goodwill, which represents the excess of cost over the fair value of net assets acquired, amounted to $2.16 billion at December 31, 2024, or approximately 22% of total assets and 30% of total equity.
See Note 15—“Other (Income) Expense, Net” to our consolidated financial statements in Part II, Item 8 "Financial Statements and Supplementary Data" for further information on other (income) expense, net. ​ 31 Table of Contents Income Tax Rate ​ Our effective income tax rate in 2023 was 23.0%, compared to 24.1% in 2022.
See Note 16—“Other (Income) Expense, Net” to our consolidated financial statements in Part II, Item 8 "Financial Statements and Supplementary Data" for further information on other (income) expense, net. ​ Income Tax Rate ​ Our effective income tax rate was 23.0% in 2024 and 2023.
As of December 31, 2023, we had $1.1 billion in cash and cash equivalents and our net debt-to-total capital ratio (net debt-to-total capital is calculated as carrying amount of debt, net of cash, divided by total Reliance stockholders’ equity plus carrying amount of debt, net of cash) was 0.8%, down from 6.3% as of December 31, 2022. ​ As of December 31, 2023, we had $400.3 million of debt obligations coming due before our Credit Agreement matures on September 3, 2025. ​ We believe that we will continue to have sufficient liquidity to fund our future operating needs and to repay our debt obligations as they become due.
As of December 31, 2024, we had $318.1 million in cash and cash equivalents and our net debt-to-total capital ratio (net debt-to-total capital is calculated as carrying amount of debt, net of cash, divided by total Reliance stockholders’ equity plus carrying amount of debt, net of cash) was 10.2%. ​ As of December 31, 2024, we had $401.1 million of debt obligations coming due before our $1.5 billion unsecured revolving credit facility matures on September 10, 2029, including $400.0 million of senior notes due in August 2025. ​ We believe that we will continue to have sufficient liquidity to fund our future operating needs and to repay our debt obligations as they become due.
We believe many metals service center company competitors do not have the ability to expand their processing services in response to their customers’ needs as quickly and at the same scale as Reliance. ​ Results of Operations ​ The following sets forth certain income statement data for each of the last three years ended December 31, 2023 (dollars are shown in millions, except per share amounts, and certain percentages may not calculate due to rounding): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2023 ​ 2022 ​ 2021 ​ ​ ​ ​ ​ % of ​ ​ ​ ​ ​ % of ​ ​ ​ ​ ​ % of ​ ​ $ Net Sales ​ ​ $ Net Sales ​ ​ $ Net Sales ​ Net sales $ 14,805.9 ​ 100.0 % ​ $ 17,025.0 ​ 100.0 % ​ $ 14,093.3 ​ 100.0 % Cost of sales (exclusive of depreciation and amortization expense shown below) (1) ​ 10,258.6 ​ 69.3 ​ ​ ​ 11,773.7 ​ 69.2 ​ ​ ​ 9,603.0 ​ 68.1 ​ Gross profit (2) ​ 4,547.3 ​ 30.7 ​ ​ ​ 5,251.3 ​ 30.8 ​ ​ ​ 4,490.3 ​ 31.9 ​ Warehouse, delivery, selling, general and administrative expense (“SG&A”) ​ 2,562.4 ​ 17.3 ​ ​ ​ 2,504.2 ​ 14.7 ​ ​ ​ 2,306.5 ​ 16.4 ​ Depreciation and amortization expense ​ 245.4 ​ 1.7 ​ ​ ​ 240.2 ​ 1.4 ​ ​ ​ 230.2 ​ 1.6 ​ Impairment of intangible assets ​ — ​ — ​ ​ ​ — ​ — ​ ​ ​ 4.7 ​ — ​ Operating income $ 1,739.5 ​ 11.7 % ​ $ 2,506.9 ​ 14.7 % ​ $ 1,948.9 ​ 13.8 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to Reliance $ 1,335.9 ​ 9.0 % ​ $ 1,840.1 ​ 10.8 % ​ $ 1,413.0 ​ 10.0 % Diluted earnings per share attributable to Reliance stockholders $ 22.64 ​ ​ ​ ​ $ 29.92 ​ ​ ​ ​ $ 21.97 ​ ​ ​ (1) Cost of sales included $8.1 million and $13.7 million of amortization of inventory step-up to fair value adjustments in 2022 and 2021, respectively, relating to our 2021 acquisitions. ​ (2) Gross profit, calculated as net sales less cost of sales, and gross profit margin, calculated as gross profit divided by net sales, are non-GAAP financial measures as they exclude depreciation and amortization expense associated with the corresponding sales.
We believe many metals service center company competitors do not have the ability to expand their processing services in response to their customers’ needs as quickly and at the same scale as Reliance. ​ Results of Operations ​ The following sets forth certain income statement data for each of the last three fiscal years (dollars are shown in millions, except per share amounts, and certain percentages may not calculate due to rounding): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2024 ​ 2023 ​ 2022 ​ ​ ​ ​ ​ % of ​ ​ ​ ​ ​ % of ​ ​ ​ ​ ​ % of ​ ​ $ Net Sales ​ ​ $ Net Sales ​ ​ $ Net Sales ​ Net sales $ 13,835.0 ​ 100.0 % ​ $ 14,805.9 ​ 100.0 % ​ $ 17,025.0 ​ 100.0 % Cost of sales (exclusive of depreciation and amortization expense shown below) (1) ​ 9,728.4 ​ 70.3 ​ ​ ​ 10,258.6 ​ 69.3 ​ ​ ​ 11,773.7 ​ 69.2 ​ Gross profit (2) ​ 4,106.6 ​ 29.7 ​ ​ ​ 4,547.3 ​ 30.7 ​ ​ ​ 5,251.3 ​ 30.8 ​ Warehouse, delivery, selling, general and administrative expense (“SG&A”) (3) ​ 2,666.2 ​ 19.3 ​ ​ ​ 2,562.4 ​ 17.3 ​ ​ ​ 2,504.2 ​ 14.7 ​ Depreciation expense ​ 226.1 ​ 1.6 ​ ​ ​ 201.6 ​ 1.4 ​ ​ ​ 192.1 ​ 1.1 ​ Amortization expense ​ 42.6 ​ 0.3 ​ ​ ​ 43.8 ​ 0.3 ​ ​ ​ 48.1 ​ 0.3 ​ Impairment ​ 11.7 ​ 0.1 ​ ​ ​ — ​ — ​ ​ ​ — ​ — ​ Operating income $ 1,160.0 ​ 8.4 % ​ $ 1,739.5 ​ 11.7 % ​ $ 2,506.9 ​ 14.7 % Net income attributable to Reliance $ 875.2 ​ 6.3 % ​ $ 1,335.9 ​ 9.0 % ​ $ 1,840.1 ​ 10.8 % Diluted earnings per share attributable to Reliance stockholders $ 15.56 ​ ​ ​ ​ $ 22.64 ​ ​ ​ ​ $ 29.92 ​ ​ ​ (1) Cost of sales included $3.6 million of credits for the amortization of inventory step-down to fair value adjustments in 2024 and charges of $8.1 million for the amortization of inventory step-up to fair value adjustments in 2022, relating to acquisitions.
We have never reduced or suspended our regular quarterly dividend. ​ ​ 32 Table of Contents Share Repurchases ​ See Note 14—“Equity ” to our consolidated financial statements in Part II, Item 8 "Financial Statements and Supplementary Data" for further information on our 2023 share repurchases. ​ On October 24, 2023, our Board of Directors renewed our share repurchase program to increase the remaining repurchase authorization to $1.5 billion effective October 30, 2023.
We have never reduced or suspended our regular quarterly dividend. ​ Share Repurchase Plan ​ See Note 15—“Equity ” to our consolidated financial statements in Part II, Item 8 "Financial Statements and Supplementary Data" for information on our share repurchases. ​ On October 22, 2024, our Board of Directors amended our share repurchase program to replenish the repurchase authorization to $1.5 billion.
Our other stockholder returns in 2023 included an increase in our quarterly dividend rate of 14.3% with total dividend payments of $238.1 million compared to $217.1 million in 2022. ​ We have paid regular quarterly dividends to our stockholders for 64 consecutive years and increased the quarterly dividend on our common stock 31 times since our IPO in 1994, with the most recent increase of 10.0% from $1.00 per share to $1.10 per share effective in the first quarter of 2024.
Our returns to stockholders also included a 10% increase in our quarterly dividend rate in February 2024 with total dividend payments of $249.7 million in 2024 compared to $238.1 million in 2023. ​ We have paid regular quarterly dividends to our stockholders for 65 consecutive years and increased the quarterly dividend on our common stock 32 times since our 1994 IPO, with the most recent increase of 9.1% from $1.10 per share to $1.20 per share effective in the first quarter of 2025.
The covenants under the Credit Agreement include, among other things, two financial maintenance covenants that require us to comply with a minimum interest coverage ratio and a maximum leverage ratio.
The covenants under the Credit Agreement include, among other things, a financial maintenance covenant that requires us to comply with a maximum total net leverage ratio.
As of December 31, 2023, we had remaining authorization under the plan to repurchase $1.44 billion of shares of our common stock.
As of February 25, 2025, we had remaining authorization under the plan to repurchase $1.15 billion of our common stock.
The share repurchase program does not obligate us to repurchase any specific number of shares, does not have a specific expiration date and may be suspended or discontinued at any time. ​ During the last five years, we reduced our issued and outstanding shares of common stock by 17.6% through the repurchase of approximately 11.8 million shares at an average cost of $154.59 per share, for a total of $1.82 billion. ​ Purchase Obligations ​ We had $235.1 million of operating lease obligations as of December 31, 2023 for processing and distribution facilities, equipment, automobiles, trucks and trailers, ground leases and other leased spaces, such as depots, sales offices, storage and data centers.
The share repurchase program does not obligate us to repurchase any specific number of shares in any prescribed period, does not have a specific expiration date and may be suspended or discontinued at any time. ​ Purchase Obligations ​ We had $275.6 million of operating lease obligations as of December 31, 2024, for processing and distribution facilities, equipment, automobiles, trucks and trailers, ground leases and other leased spaces, such as depots, sales offices, storage and data centers.
The impact of lower profitability on operating cash flow was partially offset by lower working capital needs. To manage our working capital, we focus on our days sales outstanding and on our inventory turnover rate as receivables and inventory are the two most significant elements of our working capital.
The decrease was mainly due to a $462.1 million decline in net income partially offset by lower working capital investment. To manage our working capital, we focus on our days sales outstanding and inventory turnover rate as receivables and inventory are the two most significant elements of our working capital.
A total of $16.4 million of net liabilities was recognized on the balance sheet at December 31, 2023 and the Company expects to make plan contributions and benefit payments totaling $0.8 million over the next 12 months.
A total of $10.7 million of net liabilities was recognized on the balance sheet at December 31, 2024 and the Company expects to make plan contributions of $0.8 million during 2025.
The total amount of commitments under long-term inventory purchase agreements is estimated at approximately $301.4 million, with amounts in 2024, 2025 and thereafter being $195.7 million, $54.7 million and $51.0 million, respectively. ​ We have other contractual commitments under long-term service agreements, totaling $24.6 million at December 31, 2023, with amounts in 2024, 2025 and thereafter being $12.9 million, $6.9 million and $4.8 million, respectively. ​ Debt ​ We have a $1.5 billion unsecured revolving credit facility with no outstanding borrowings at December 31, 2023 under our Amended and Restated Credit Agreement (as amended, the “Credit Agreement”).
The total amount of commitments under long-term inventory purchase agreements is estimated at approximately $276.2 million, with amounts in 2025, 2026 and thereafter being $193.4 million, $57.2 million and $25.6 million, respectively. ​ We have other contractual commitments under long-term service agreements, totaling $74.6 million at December 31, 2024, with amounts in 2025, 2026 and thereafter being $25.8 million, $22.1 million and $26.7 million, respectively. ​ Debt ​ On September 10, 2024, we entered into a $1.5 billion unsecured five-year Second Amended and Restated Credit Agreement (“Credit Agreement”) that amended and restated our then-existing $1.5 billion unsecured revolving credit facility.
Included in our net sales for the year ended December 31, 2023 were combined net sales of $722.1 million from our 2021 acquisitions. ​ Internal Growth Activities ​ We continued to maintain our focus on internal growth by building new facilities, expanding existing facilities, replacing leased facilities with those we own and adding to our processing capabilities, upgrading processing equipment, improving the safety and energy efficiency of our operations and enhancing the working environments of our employees.
Southern Steel contributed $36.1 million to our 2024 net sales. ​ Internal Growth Activities ​ In 2024, we continued to maintain our focus on internal growth by building new facilities, expanding existing facilities, relocating leased facilities to facilities we own, expanding our processing capabilities and capacity, upgrading processing equipment to increase efficiency, improving the safety and energy efficiency of our operations and enhancing the working environments of our employees.
We believe our sources of liquidity will continue to be adequate to maintain operations, make necessary capital expenditures, finance strategic growth through acquisitions and internal initiatives, pay dividends and repurchase shares.
We believe our sources of liquidity will continue to be adequate to maintain operations, make necessary capital expenditures, finance strategic growth through acquisitions and internal initiatives, pay dividends and repurchase our common stock. ​ Covenants ​ The Credit Agreement and indentures governing our debt securities include customary representations, warranties, covenants and events of default provisions.
Our inventory turnover rate (based on tons) during 2023 was 4.7 times (or 2.6 months on hand) compared to 4.4 times (or 2.7 months on hand) in 2022. ​ Income taxes paid were $386.3 million in 2023, a significant decrease from $692.4 million in 2022, mainly due to our lower pretax income. ​ Investing Activities ​ Net cash used in investing activities of $483.9 million in 2023 compared to $348.5 million in 2022 was substantially comprised of capital expenditures and the purchase price for an acquisition in 2023.
Our inventory turnover rate (based on tons) during 2024 was 4.6 times (or 2.6 months on hand) compared to 4.7 times (or 2.6 months on hand) in 2023. ​ Income taxes paid of $244.9 million in 2024 decreased from $386.3 million in 2023, mainly due to our lower pretax income. ​ Investing Activities ​ Net cash used in investing activities of $803.7 million in 2024 increased $319.8 million compared to $483.9 million in 2023.
Our leverage ratio as of December 31, 2023, calculated in accordance with the terms of the Credit Agreement, was 11.4% compared to the debt covenant maximum amount of 60% (leverage ratio is calculated as total debt, inclusive of finance lease obligations and outstanding letters of credit, minus the lesser of cash held by our domestic subsidiaries and $200.0 million, divided by Reliance stockholders’ equity plus total debt). ​ We were in compliance with all financial maintenance covenants under our Credit Agreement at December 31, 2023. ​ Goodwill and Other Intangible Assets ​ We have one operating segment and also one reporting unit for goodwill impairment purposes.
As of December 31, 2024, our total net leverage ratio, calculated in accordance with the Credit Agreement, was 13% compared to the debt covenant maximum of 60%. ​ We were in compliance with the financial maintenance covenant under our Credit Agreement at December 31, 2024. ​ Goodwill and Other Intangible Assets ​ We have one operating segment and also one reporting unit for goodwill impairment purposes.
No impairment of long-lived assets was recognized during the periods presented in the consolidated financial statements. ​ Impairment tests inherently involve judgment as to assumptions about expected future cash flows and the impact of market conditions on those assumptions.
We recorded $0.5 million of impairment losses on property, plant and equipment in 2024. No impairment of long-lived assets was recognized in 2023 and 2022. ​ Impairment tests inherently involve judgments as to assumptions about expected future cash flows and the impact of market conditions on those assumptions.
No impairment of goodwill was determined to exist during the periods presented in the consolidated financial statements. We recorded $4.7 million of impairment losses on our intangible assets with indefinite lives in 2021.
No impairment of goodwill was determined to exist during the periods presented in the consolidated financial statements. In 2024, we recorded an $11.2 million impairment loss on a trade name intangible asset with an indefinite life. No impairment of intangible assets with indefinite lives was recognized in 2023 and 2022.
The majority of our capital expenditures in 2023 and 2022 were related to growth initiatives. ​ Financing Activities ​ Net cash used in financing activities was $1.28 billion in 2023 compared to $892.6 million in 2022, mainly due to the redemption of $500.0 million aggregate outstanding principal amount of senior notes in January 2023 offset by decreased share repurchases.
The majority of our capital expenditures in 2024 and 2023 were related to growth initiatives. ​ Financing Activities ​ Net cash used in financing activities of $1.38 billion in 2024 increased $94.1 million from $1.28 billion in 2023. The increase was mainly the result of increased share repurchases partially offset by decreased net debt repayments.
Y ear-over-year changes in the selling prices of our major commodity products and related mix of our tons sold are presented below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Change in ​ ​ Change in ​ ​ ​ Average Selling ​ ​ Percentage of ​ ​ ​ Price Per ​ ​ Total ​ ​ ​ Ton Sold ​ Tons Sold ​ Carbon steel ​ (19.0) % ​ 1.0 % Aluminum ​ (6.6) % ​ (0.3) % Stainless steel ​ (10.6) % ​ (0.7) % Alloy ​ 5.1 % ​ (0.3) % ​ Cost of Sales and Gross Profit ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ ​ 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % of ​ ​ ​ ​ ​ % of ​ ​ Dollar ​ Percentage ​ ​ $ Net Sales ​ $ Net Sales ​ Change Change ​ ​ (dollars in millions) ​ ​ ​ ​ ​ ​ ​ Cost of sales $ 10,258.6 ​ 69.3 % ​ $ 11,773.7 ​ 69.2 % ​ $ (1,515.1) ​ (12.9) % Gross profit $ 4,547.3 ​ 30.7 % ​ $ 5,251.3 ​ 30.8 % ​ $ (704.0) ​ (13.4) % LIFO income $ (164.5) ​ (1.1) % ​ $ (76.6) ​ (0.4) % ​ $ (87.9) ​ ​ ​ ​ Gross profit in 2023 decreased from 2022 mainly due to lower sales as a result of a decrease in average selling price per ton sold that exceeded the increase in tons sold. ​ In addition, we record in cost of sales non-cash adjustments to our LIFO method inventory valuation reserve that, in effect, reflects cost of sales at current replacement costs.
As carbon steel sales represented 53% of our gross sales in 2024, changes in carbon steel prices have the most significant impact on changes in our overall average selling price per ton sold . ​ The mix of our total sales by major commodity products and year-over-year changes in selling prices are presented below: ​ ​ ​ ​ ​ ​ ​ Year Ended ​ ​ December 31, 2024 ​ ​ Sales by ​ Average Selling ​ ​ Product ​ Price Per ​ ​ (% of ​ Ton Sold ​ ​ Total Sales) (% Change) ​ Carbon steel 53% ​ (10.6) % Aluminum 16% ​ (5.2) % Stainless steel 14% ​ (13.3) % Alloy 5% ​ (3.9) % ​ Our 2024 acquisitions did not significantly impact the selling prices of our major commodity products. ​ 31 Table of Contents ​ Cost of Sales and Gross Profit ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ ​ 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % of ​ ​ ​ ​ ​ % of ​ ​ Dollar ​ Percentage ​ ​ $ Net Sales ​ $ Net Sales ​ Change Change ​ ​ (dollars in millions) ​ ​ ​ ​ ​ ​ ​ Cost of sales $ 9,728.4 ​ 70.3 % ​ $ 10,258.6 ​ 69.3 % ​ $ (530.2) ​ (5.2) % Gross profit $ 4,106.6 ​ 29.7 % ​ $ 4,547.3 ​ 30.7 % ​ $ (440.7) ​ (9.7) % LIFO income, included in cost of sales $ (144.4) ​ (1.0) % ​ $ (164.5) ​ (1.1) % ​ $ 20.1 ​ ​ ​ ​ The decrease in cost of sales was attributable to lower average costs per ton sold, mainly due to declines in replacement costs for carbon steel products, partially offset by an increase in tons sold. ​ Gross profit decreased despite contributions from four acquisitions and an increase in same-store tons sold mainly due to lower net sales as a result of a decrease in average selling price per ton sold. ​ Our gross profit margin remained strong, but was pressured by lower metals pricing which we believe was mitigated by effective inventory management, our focus on small orders with quick turnaround and value-added processing services. ​ In addition, we record in cost of sales non-cash adjustments to our LIFO method inventory valuation reserve that, in effect, reflects cost of sales at current replacement costs.
Conversely, when customer demand falls, our working capital needs typically decrease which has the effect of increasing operating cash flow. ​ Acquisitions ​ 2024 Acquisitions ​ On February 1, 2024, we acquired Cooksey Iron & Metal Company (“Cooksey Steel”), a metals service center that processes and distributes finished steel products, including tubing, beams, plates and bars, with cash on hand.
Our 2024 acquisitions broaden our geographic base and processing capabilities in new and existing markets. ​ ● On February 1, 2024, we acquired Cooksey Iron & Metal Company (“Cooksey Steel”), a metals service center that processes and distributes finished steel products, including tubing, beams, plates and bars.
Gross profit and gross profit margin, as presented, are not necessarily comparable with similarly titled measures for other companies. ​ Year Ended December 31, 2023 Compared to Year Ended December 31, 2022 ​ Net Sales ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ ​ Percentage ​ ​ 2023 2022 Change Change ​ ​ (dollars in millions; tons in thousands) ​ ​ ​ ​ ​ ​ Net sales $ 14,805.9 ​ $ 17,025.0 ​ $ (2,219.1) ​ (13.0) % Tons sold ​ 5,779.2 ​ ​ 5,570.8 ​ ​ 208.4 ​ 3.7 % Average selling price per ton sold $ 2,570 ​ $ 3,073 ​ $ (503) ​ (16.4) % ​ Our tons sold and average selling price per ton sold exclude our tons toll processed.
Gross profit and gross profit margin, as presented, are not necessarily comparable with similarly titled measures for other companies. ​ (3) SG&A expense in 2024 included $4.1 million of non-recurring net settlement charges, mainly related to our withdrawal from certain multiemployer pension plans, and 2023 included $3.8 million of nonrecurring gains related to the sale of non-core property, plant and equipment. ​ ​ 30 Table of Contents Year Ended December 31, 2024 Compared to Year Ended December 31, 2023 ​ Net Sales ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Dollar ​ Percentage ​ ​ 2024 2023 Change Change ​ ​ (dollars in millions) ​ ​ ​ ​ ​ ​ Net sales $ 13,835.0 $ 14,805.9 $ (970.9) (6.6) % Net sales, same-store $ 13,512.7 $ 14,775.3 $ (1,262.6) (8.5) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Tons ​ Percentage ​ ​ 2024 2023 Change Change ​ ​ (tons in thousands) ​ ​ ​ ​ ​ ​ Tons sold ​ 6,013.2 ​ ​ 5,779.2 ​ ​ 234.0 ​ 4.0 % Tons sold, same-store 5,816.5 ​ ​ 5,760.0 ​ ​ 56.5 ​ 1.0 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Price ​ Percentage ​ ​ 2024 2023 Change Change ​ Average selling price per ton sold $ 2,303 ​ $ 2,570 ​ $ (267) ​ (10.4) % Average selling price per ton sold, same-store $ 2,325 ​ $ 2,573 ​ $ (248) ​ (9.6) % ​ Our tons sold and average selling price per ton sold exclude our toll processed tons.
For reference, in 2014 and 2013, our value-added processing percentages/gross profit margins were 45%/25.1% and 40%/26.0%, respectively. 28 Table of Contents ​ We believe that our ability to make significant investments in processing equipment and facilities provides a competitive advantage for us, as we can provide our customers with a higher quality product and expand our services to them.
Our current processing and estimated sustainable gross profit margin level is significantly higher than what we believe to be our historical levels from approximately a decade ago in which our orders that included value-added processing ranged from 40%-45% and our gross profit margins were approximately 25%-27%. ​ We believe that our ability to make significant investments in processing equipment and facilities is a competitive advantage, as we can expand our services and provide higher quality product to our customers.
See Note 13—“Employee Benefits ” to our consolidated financial statements in Part II, Item 8 "Financial Statements and Supplementary Data" for information regarding our expected payments under these plans. ​ Our capital expenditures have been at elevated levels in recent years and our 2024 capital expenditure budget is $425 million.
See Note 14—“Employee Benefits ” to our consolidated financial statements in Part II, Item 8 "Financial Statements and Supplementary Data" for information regarding our expected payments under these plans. ​ As of December 31, 2024, we had entered into contracts related to capital expenditures in the amount of $97.7 million, of which $91.4 million is expected to be paid over the next 12 months.
No impairment of intangible assets with indefinite lives was recognized in 2023 and 2022. ​ Long-Lived Assets ​ We periodically review the recoverability of our other long-lived assets, primarily property, plant and equipment and intangible assets subject to amortization.
See Note 8—“Intangible Assets, Net” of Part II, Item 8 “Financial Statements and Supplementary Data” for further details of our impairment loss. ​ Long-Lived Assets ​ We periodically review the recoverability of our other long-lived assets, primarily property, plant and equipment and intangible assets subject to amortization.
Our average selling price per ton sold includes intercompany transactions that are eliminated from our consolidated net sales. ​ 29 Table of Contents Our 2023 net sales declined from 2022 record levels due to declines in our average selling price per ton sold that were partially offset by increases in tons sold.
Our average selling price per ton sold includes intercompany transactions that are eliminated from our consolidated net sales. Same-store amounts exclude the contributions from our 2024 and 2023 acquisitions. ​ Our same-store net sales declined from 2023 mainly due to declines in carbon steel pricing that lowered our average selling price per ton sold despite an increase in tons sold.
American Alloy is headquartered in Houston, Texas and is a distributor of specialty carbon and alloy steel plate and round bar, including pressure vessel quality (PVQ) material. ​ Combined unaudited revenues for Cooksey Steel and American Alloy for the twelve months ended December 31, 2023 were approximately $400 million. ​ 2023 Acquisition ​ On May 1, 2023, we acquired Southern Steel with cash on hand.
Headquartered in Tifton, Georgia, Cooksey Steel operates three locations, servicing a diverse range of customers. ​ ● On April 1, 2024, we acquired American Alloy Steel, Inc. (“American Alloy”), a distributor of specialty carbon and alloy steel plate and round bar, including pressure vessel quality (PVQ) material.
As c arbon steel sales represented 53% of our gross sales in 2023, changes in carbon steel prices have the most significant impact on changes in our overall average selling price per ton sold.
The mix of products sold can also have an impact on our overall average selling price per ton sold.
In 2023, we repurchased $479.5 million of our common stock, which reduced our common shares 3.2%, compared to $630.3 million of share repurchases in 2022.
Net debt repayments were $0.3 million in 2024 compared to $508.3 million in 2023, which included the redemption of $500.0 million of senior notes. In 2024, we repurchased a record $1.09 billion of our common stock compared to $479.5 million in 2023.
Our capital expenditure budgets have been at historically high levels in recent years. Our 2024 capital expenditure budget is approximately $425 million. ​ We have made significant capital expenditure investments totaling approximately $2.2 billion over the past nine years.
Our capital expenditure budgets have been at historically high levels in recent years and, we believe, significantly contribute to our industry leading financial results.
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Headquartered in Tifton, Georgia, Cooksey Steel operates three locations, servicing a diverse range of customers in Georgia, Florida, Alabama and South Carolina. ​ On February 14, 2024, we announced that we had entered into a definitive agreement to acquire American Alloy Steel, Inc. (“American Alloy”) subject to regulatory approval and other customary closing conditions, which have not yet occurred.
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Conversely, when customer demand or pricing falls, our investment in working capital typically decreases which improves operating cash flow. ​ Acquisitions ​ 2024 Acquisitions ​ To further our growth strategy, we completed four acquisitions in 2024. The consideration of each acquisition in 2024 was funded with cash on hand.
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Included in our net sales for the year ended December 31, 2023 were net sales of $30.6 million from Southern Steel. ​ 2021 Acquisitions ​ In the fourth quarter of 2021, we acquired each of United Pipe & Steel Corp.
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Our acquisition strategy enhances our product breadth and value-added processing capabilities, with a continued focus on the diversification of our products, end markets and geographies.
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(formerly known as Merfish United, Inc.), Admiral Metals Servicenter Company, Incorporated, Nu-Tech Precision Metals Inc. and Rotax Metals Inc. with cash on hand for a combined transaction value of $440.3 million.
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Headquartered in Houston, Texas, American Alloy operates five domestic metals service centers and a plate fabrication business. ​ ● On April 1, 2024, we acquired Mid-West Materials, Inc. (“MidWest Materials”), a flat-rolled steel service center that primarily services North American original equipment manufacturers.
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These significant investments have expanded our value-added processing capabilities that our managers in the field have successfully leveraged to increase the percentage of our orders with value-added processing, which has significantly contributed to increased gross profit margins compared to our historical range.
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Located in Perry, Ohio, MidWest Materials provides steel products including hot-rolled, high strength hot-rolled, coated, and cold-rolled products that are sold into the trailer manufacturing, agriculture, metal fabrication, and building products markets. ​ ● On August 16, 2024, we acquired certain assets of the FerrouSouth division of Ferragon Corporation (“FerrouSouth”).
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In 2023 and 2022, we performed value-added processing on approximately 50% to 51% of the orders we shipped, significantly higher than our historical range of 40% to 45%, with a gross profit margin of 30.7% in 2023 that was approximately 400 basis points higher than our historical range of 25% to 27%.
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Headquartered in Iuka, Mississippi, FerrouSouth is a toll processing operation providing flat-roll steel processing, logistical and warehousing services. ​ Our 2024 acquisitions contributed $286.2 million to our 2024 net sales. ​ 2023 Acquisition ​ On May 1, 2023, with cash on hand, we acquired Southern Steel Supply, LLC (“Southern Steel”).
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The increases in our tons sold were due to healthy demand in our key end markets, including non-residential construction (our largest end market), aerospace, and automotive as well as contributions from our organic growth activities. ​ Our average selling price per ton sold peaked in the second quarter of 2022 and subsequently declined thereafter, including throughout 2023.
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During 2024 and 2023, we spent $430.6 million and $468.8 million on capital expenditures. ​ We believe the increase in our level of orders that include value-added processing over time has provided stability to our gross profit margin during periods of declining metals prices and contributed to a higher sustainable gross profit margin level.
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We believe record metals pricing in 2022 was largely driven by supply chain disruptions caused by the onset of the conflict between Russia and Ukraine, labor supply and microchip shortages, and impacts of the COVID-19 pandemic, including the omicron variant surge and lockdowns in China. ​ Since we primarily purchase and sell our inventories in the spot market, our average selling prices generally fluctuate similarly with the changes in the costs of the various metals we purchase; the mix of products sold can also have an impact on our overall average selling price per ton sold.
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We have made significant investments in capital expenditures in recent years that have expanded our value-added processing capabilities and increased the level of our sales orders that include value-added processing to at least 50%, 29 Table of Contents which we believe has been supportive to increases in our sustainable gross profit margin, which is currently estimated at 29%-31%.
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The inventory caption of our consolidated balance sheet included a LIFO method inventory valuation reserve of $579.3 million at December 31, 2023. ​ Furthermore, cost of sales in 2022 included $8.1 million of non-recurring amortization of inventory step-up to fair value adjustments related to our 2021 acquisitions that decreased gross profit margin by 10 basis points. ​ We were able to achieve stable gross profit margins despite the significantly different metals pricing environments in 2023 and 2022, with our year-over-year average selling price per ton sold declining 16.4% in 2023 compared to an 18.5% increase in 2022.
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Cost of sales in 2024 and 2023 included $10.2 million and $0.2 million, respectively, of restructuring charges relating to operational changes at certain operations. ​ (2) Gross profit, calculated as net sales less cost of sales, and gross profit margin, calculated as gross profit divided by net sales, are non-GAAP financial measures as they exclude depreciation and amortization expense associated with the corresponding sales.
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Our average days sales outstanding rate was 40.5 days in 2023 compared to 39.9 days in 2022.
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Demand remained relatively healthy in the majority of the end markets we serve, supported by same-store growth in tons sold. ​ Since we primarily purchase and sell our inventories in the spot market, our average selling prices generally fluctuate with changes in replacement costs of the various metals we purchase.
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Capital expenditures were $468.8 million in 2023 compared to $341.8 million in 2022.
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Our SG&A expense as a percentage of sales increased mainly due to lower sales levels. ​ In addition, same-store SG&A expense in 2024 included non-recurring net settlement charges of $4.1 million, mainly related to our withdrawal from certain multiemployer pension plans, and 2023 included $3.8 million of nonrecurring gains related to the sale of non-core property, plant and equipment. ​ The increase in same-store depreciation and amortization expense is mainly due to significant increases in capital expenditures in 2023. ​ 32 Table of Contents Included in Expenses are $11.7 million of impairment losses in 2024, which included $11.2 million related to the discontinued use of a trade name intangible asset in connection with an operational restructuring. ​ Operating Income ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % of ​ ​ ​ ​ ​ % of ​ ​ Dollar ​ Percentage ​ ​ $ Net Sales ​ $ Net Sales ​ Change Change ​ ​ (dollars in millions) ​ ​ ​ ​ ​ ​ Operating income $ 1,160.0 ​ 8.4 % ​ $ 1,739.5 ​ 11.7 % ​ $ (579.5) ​ (33.3) % ​ Operating income declined mainly as a result of lower metals pricing that decreased gross profit along with a moderate increase in same-store SG&A expense, partially offset by operating income contributions from acquisitions.
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As of December 31, 2023, we had entered into contracts related to capital expenditures in the amount of $126.3 million, of which $111.1 million is expected to be paid over the next 12 months.
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Our operating income margin was lower mainly due to decreased operating leverage of our SG&A expense due to lower net sales and a lower gross profit margin . ​ See “Net Sales ” above for discussion of trends in demand and product costs and “ Expenses ” for trends in our operating expenses. ​ Other (Income) Expense, Net ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ ​ 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % of ​ ​ ​ ​ ​ % of ​ ​ Dollar ​ ​ ​ ​ $ Net Sales ​ $ Net Sales ​ Change ​ (dollars in millions) ​ ​ ​ ​ ​ ​ Other income, net $ (20.2) ​ (0.1) % ​ $ (41.3) ​ (0.3) % ​ $ 21.1 ​ ​ ​ ​ The change in other income, net was mainly due to a decrease in interest income as a result of lower cash and cash equivalent balances and interest earned thereon.
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Additionally, we believe our investment grade credit ratings enhance our ability to effectively raise capital, if desired. ​ Covenants ​ The Credit Agreement and indentures governing our debt securities include customary representations, warranties, covenants and events of default provisions.
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Our average days sales outstanding rates were 41.5 33 Table of Contents days and 40.5 days in 2024 and 2023, respectively.
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Our interest coverage ratio for the twelve-month period ended December 31, 2023 was 45.9 times compared to the debt covenant minimum requirement of 3.0 times ( interest coverage ratio is calculated as earnings before interest and taxes (“EBIT”), as defined in the Credit Agreement, divided by interest expense).
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The significant increase was mainly due to $364.6 million spent on acquisitions in 2024 compared to $24.0 million in 2023, partially offset by a $38.2 million decrease in capital expenditures.
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There was no outstanding balance under our revolving credit facility at December 31, 2024 and 2023.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeThe course includes enhancements to strengthen our defensive stance against the increasing number and sophistication of cyberattacks worldwide and also includes interactive modules covering various cyberattack methodologies, including insider attacks, phishing and other email attacks, malware attacks, data protection, data handling, password protections, cloud and internet security and cybersecurity fundamentals for mobile devices.
Biggest changeThe training covers various cyberattack methodologies, including insider attacks, phishing and other forms of social engineering, and other email attacks, malware attacks, data protection, data handling, password protections, cloud and internet security and cybersecurity fundamentals for mobile devices.
Although each Committee is responsible for overseeing the management of certain risks, the full Board is regularly informed by the Committees about these risks. This helps enable the Board and the Committees to coordinate risk oversight and the relationships among the various risks faced by the Company, including cybersecurity risk.
Although each Committee is responsible for overseeing the management of certain risks, the Board is regularly informed by the Committees about these risks. This helps enable the Board and the Committees to coordinate risk oversight and the relationships among the various risks faced by the Company, including cybersecurity risk.
Directors with experience overseeing and managing risk management processes play a critical role in the Board’s oversight of our enterprise risk management processes. ​ The full Board has designated the Audit Committee to be responsible for oversight of cybersecurity risk.
Directors with experience overseeing and managing risk management processes play a critical role in the Board’s oversight of our enterprise risk management processes. ​ The Board has designated the Audit Committee to be responsible for oversight of cybersecurity risk.
We undertake regular vulnerability scanning, periodic penetration testing and maturity assessments with the support of third parties; vulnerabilities are subsequently addressed based on risk/benefit analyses. ​ To support our preparedness, we have constituted a Cybersecurity Review Committee (“CRC”) and adopted a written cybersecurity incident response plan (“CIRP”).
We undertake regular vulnerability scanning, periodic penetration testing and maturity assessments with the support of third parties; vulnerabilities are subsequently addressed based on risk/benefit analyses. ​ To support our preparedness, we have constituted a Cybersecurity Review Committee (“CRC”) and adopted a written incident response plan (“IRP”).
Pursuant to these prescribed processes, designated personnel are 22 Table of Contents responsible for assessing the severity of the incident and any associated threats, containing and resolving the incident as quickly as possible, managing any damage to the Company’s systems and networks, minimizing the impact on the Company’s stakeholders, analyzing and executing upon reporting obligations, escalating information about the incident to senior management and potentially representatives from the Board, as appropriate, and performing post-incident analysis and program enhancements, as needed.
Pursuant to these prescribed processes, designated personnel are responsible for assessing the severity of the incident and any associated threats, containing and resolving the incident as quickly as possible, managing any damage to the Company’s systems and networks, minimizing the impact on the Company’s stakeholders, analyzing and executing upon reporting obligations, escalating information about the incident to senior management and potentially representatives from the Board, as appropriate, and performing post-incident analysis and program enhancements, as needed.
The Chair of the Audit Committee regularly briefs the full Board on these matters. ​
The Chair of the Audit Committee regularly briefs the Board on these matters. ​
The Audit Committee receives regular reports from the CIO and the ISD that may discuss topics such as prior assessments, cybersecurity trends, prior cybersecurity events, and planned enhancements. In addition, the Audit Committee also receives 23 Table of Contents regular periodic reports regarding information technology general controls in connection with its oversight of internal control over financial reporting.
The Audit Committee receives regular reports from the CRC and the CIO that may discuss topics such as prior assessments, cybersecurity trends, prior cybersecurity events, and planned enhancements. In addition, the Audit Committee also receives regular periodic reports regarding information technology general controls in connection with its oversight of internal control over financial reporting.
The Company’s Sr. Director, Information Security (“ISD”) serves as single point of communication and coordination for protecting the Company and its digital information. The ISD performs an initial assessment of each reported cyber incident and escalates all non-trivial cybersecurity incidents and risks to the CRC.
The Company’s CIO serves as single point of communication and coordination for protecting the Company and its digital information. The CIO performs an initial assessment of each reported cyber incident and escalates all non-trivial cybersecurity incidents and risks to the CRC.
The CRC is primarily responsible for assessing and managing material risks from cybersecurity threats and is comprised of a cross-functional team including the ISD, the Chief Information Officer (“CIO”) as well as senior representatives from the Company’s risk management, finance and legal functions. The ISD has 17 years of cybersecurity experience, including 6 years with Reliance.
The CRC is primarily responsible for assessing and managing material risks from cybersecurity threats and is comprised of a cross-functional team including the CIO, as well as senior representatives from the Company’s risk management, finance and legal functions.
The ISD maintains industry recognized credentials relevant to his role. ​ The Board, acting through its committee structure, is responsible for overseeing management’s implementation and execution of the enterprise risk management processes and for coordinating the outcome of reviews by Committees in their respective risk areas.
The CIO has 15 years of experience in managing of cybersecurity. ​ The Board, acting through its committee structure, is responsible for overseeing management’s implementation and execution of the enterprise risk management processes and for coordinating the outcome of reviews by Committees in their respective risk areas.
We also seek to collect and assess cybersecurity audit reports and other supporting documentation when available. ​ Cybersecurity Risks ​ Like other complex corporations, Reliance is the target of cyber-attacks from time to time.
We also seek to collect and assess cybersecurity audit reports and other supporting documentation when available. ​ 23 Table of Contents ​ Cybersecurity Risks ​ Like other complex corporations, Reliance is the target of cyber-attacks from time to time, which have to date been immaterial individually and in the aggregate to our business strategy, results of operations or financial condition.
For additional information about risks related to cybersecurity, please see the risk factor set forth under the caption Item 1A.
There can be no assurance that any future cybersecurity incidents will not be material to our business. For additional information about risks related to cybersecurity, please see the risk factor set forth under the caption Item 1A.
We perform tabletop exercises to test our incident response procedures, identify cybersecurity gaps and vulnerabilities and improvement opportunities and exercise team preparedness. ​ Reliance mandates regular cybersecurity training for employees and applicable contractors and considers this a critical step in safeguarding the Company’s data and assets.
We perform tabletop exercises to test our incident response procedures, identify cybersecurity gaps and vulnerabilities and improvement opportunities and exercise team preparedness. ​ Reliance mandates regular cybersecurity training for employees and applicable contractors designed to provide employees and contractors with a baseline understanding of cybersecurity fundamentals to prevent security breaches and safely identify potential threats.
In the event of a cybersecurity incident, our CRC refers to our CIRP and existing management internal controls processes.
The CRC is comprised of cross-functional personnel including Reliance’s Chief Information Officer (“CIO”), Chief Financial Officer (“CFO”), General Counsel and Vice President, Enterprise Risk. In the event of a cybersecurity incident, our CRC refers to our IRP and existing management internal controls processes.
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The training is designed to provide employees and contractors with a baseline understanding of cybersecurity fundamentals to prevent security breaches and safely identify potential threats.
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However, since January 1, 2021 (the first date covered by the financial statements presented in this Form 10-K) we have not experienced any cybersecurity incident that has materially affected or is reasonably likely to materially affect the Company, including its business strategy, results of operations or financial condition.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeItem 2. Propertie s ​ As of December 31, 2023, we operated a network of over 315 locations in 40 U.S. states and 12 foreign countries. In the opinion of management, all of our facilities are in good condition and are adequate for our existing operations.
Biggest changeItem 2. Propertie s ​ As of December 31, 2024, we operated a network of 320 locations in 41 U.S. states and 10 foreign countries. In the opinion of management, all of our facilities are in good condition and are adequate for our existing operations.
We have the ability to increase our operating capacity significantly without further investment in facilities or equipment if demand levels increase. ​ We leased 86 of our metals service center facilities as of December 31, 2023. In addition, we have ground leases and other leased spaces, such as depots, sales offices and storage, totaling 6.0 million square feet.
We have the ability to increase our operating capacity significantly without further investment in facilities or equipment if demand levels increase. ​ We leased 81 of our metals service center facilities as of December 31, 2024. In addition, we have ground leases and other leased spaces, such as depots, sales offices and storage, totaling 6.0 million square feet.
Total square footage on all company-owned properties is approximately 31.0 million and represents approximately 84% of the aggregate square footage of our operating facilities. Our leases of facilities and other spaces expire at various times through 2045 and certain ground leases expire at various times through 2068. ​
Total square footage on all company-owned properties is approximately 32.6 million and represents approximately 84% of the aggregate square footage of our operating facilities. Our leases of facilities and other spaces expire at various times through 2045, and our ground leases expire at various times through 2068. ​

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeItem 3. Legal Proceeding s ​ The information contained under the captions “Legal Matters ” and “Environmental Contingencies ” in Note 16— “ Commitments and Contingencies ” to our consolidated financial statements in Part II, Item 8 “ Financial Statements and Supplementary Data ” is incorporated herein by reference. ​ Item 4.
Biggest changeItem 3. Legal Proceeding s ​ The information contained under the captions “Legal Matters ” and “Environmental Contingencies ” in Note 17— “ Commitments and Contingencies ” to our consolidated financial statements in Part II, Item 8 “ Financial Statements and Supplementary Data ” is incorporated herein by reference. ​ 24 Table of Contents Item 4.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeAs of December 31, 2023, we had remaining authorization under the program to repurchase $1.44 billion of shares of our common stock. ​ Our share repurchase activity during the three months ended December 31, 2023 was as set forth below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Number of ​ Maximum Dollar ​ ​ Total Number ​ Average Price ​ Shares Purchased ​ Value That May ​ ​ of Shares ​ Paid ​ as Part of Publicly ​ Yet Be Purchased Period ​ Purchased ​ Per Share ​ Announced Plan ​ Under the Plan ​ ​ ​ ​ ​ ​ ​ ​ ​ (in millions) October 1 - October 31, 2023 ​ 811,380 ​ $ 253.78 ​ 811,380 ​ $ 1,474.2 November 1 - November 30, 2023 ​ 118,717 ​ $ 262.75 ​ 118,717 ​ $ 1,443.0 December 1 - December 31, 2023 ​ 12,310 ​ $ 264.61 ​ 12,310 ​ $ 1,439.7 Total ​ 942,407 ​ $ 255.05 ​ 942,407 ​ ​ ​ ​ The table above excludes taxes paid for shares withheld to settle employees’ tax withholding obligations related to net share settlements upon the vesting of restricted stock units. ​ Information relating to compensation plans under which our equity securities are authorized for issuance will be included in our definitive Proxy Statement for our 2024 Annual Meeting of Stockholders to be held on May 15, 2024 and is incorporated herein by reference. ​ Stock Performance Graph ​ This graph is not deemed to be “filed” with the United States Securities and Exchange Commission (“SEC”) or subject to the liabilities of Section 18 of the Exchange Act and should not be deemed to be incorporated by reference into any of our prior or subsequent filings under the Securities Act of 1933 or the Exchange Act. ​ The following graph compares the performance of our common stock with that of the S&P 500, the Russell 2000 and an industry peer group consisting of publicly-traded metals service center companies (the “industry peer group”) for the five-year period from December 31, 2018 through December 31, 2023.
Biggest changeWe repurchase shares of our common stock from time to time pursuant to a combination of one or more open market repurchases and transactions structured through investment banking institutions in reliance upon Rule 10b5-1 and/or Rule 10b-18 under the Exchange Act. ​ During 2024, we repurchased approximately 3.9 million shares of our common stock under our repurchase program at an average cost of $282.98 per share, for a total of $1.09 billion. ​ Our share repurchase activity for the fourth quarter of 2024 was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Number of ​ Maximum Dollar ​ ​ Total Number ​ Average Price ​ Shares Purchased ​ Value That May ​ ​ of Shares ​ Paid ​ as Part of Publicly ​ Yet Be Purchased Period ​ Purchased ​ Per Share ​ Announced Plan ​ Under the Plan ​ ​ ​ ​ ​ ​ ​ ​ ​ (in millions) October 1 - October 31, 2024 ​ 7,720 ​ $ 288.40 ​ 7,720 ​ $ 1,497.8 November 1 - November 30, 2024 ​ 15,190 ​ $ 288.01 ​ 15,190 ​ $ 1,493.4 December 1 - December 31, 2024 ​ 502,354 ​ $ 270.34 ​ 502,354 ​ $ 1,357.6 Total ​ 525,264 ​ $ 271.11 ​ 525,264 ​ ​ ​ ​ The table above excludes taxes paid for shares withheld to settle employees’ tax withholding obligations related to net share settlements upon the vesting of restricted stock units. ​ In 2025, we repurchased an additional 743,262 shares at an average cost of $273.37, for a total of $203.2 million, resulting in $1.15 billion remaining available for repurchase as of February 25, 2025. ​ Information relating to compensation plans under which our equity securities are authorized for issuance will be included in our definitive Proxy Statement for our 2025 Annual Meeting of Stockholders to be filed within 120 days after the close of the Company’s fiscal year and is incorporated herein by reference. ​ 25 Table of Contents Stock Performance Graph ​ This graph is not deemed to be “filed” with the United States Securities and Exchange Commission (“SEC”) or subject to the liabilities of Section 18 of the Exchange Act and should not be deemed to be incorporated by reference into any of our prior or subsequent filings under the Securities Act of 1933 or the Exchange Act. ​ The following graph compares the performance of our common stock with that of the S&P 500, the Russell 2000 and an industry peer group consisting of publicly traded metals service center companies (the “industry peer group”) for the five-year period from December 31, 2019 through December 31, 2024.
The returns of each member of the industry peer group are weighted according to that member’s stock market capitalization. ​ In December 2023, Worthington Industries, Inc., which was included in the industry peer group at December 31, 2022, split into Worthington Enterprises, Inc. and Worthington Steel, Inc.
The returns of each member of the industry peer group are weighted according to that member’s stock market capitalization. ​ In December 2023, Worthington Industries, Inc., which was last included in the industry peer group at December 31, 2022, split into Worthington Enterprises, Inc. and Worthington Steel, Inc.
Our stockholders of record exclude those stockholders whose shares are held for them in street name through banks, brokers or other nominee accounts. ​ We have paid quarterly cash dividends on our common stock for 64 consecutive years and have never reduced or suspended our regular quarterly dividend.
Our stockholders of record exclude those stockholders whose shares are held for them in street name through banks, brokers or other nominee accounts. ​ We have paid quarterly cash dividends on our common stock for 65 consecutive years and have never reduced or suspended our regular quarterly dividend.
As of December 31, 2023, the industry peer group consisted of Olympic Steel Inc., which has securities listed for trading on NASDAQ; Ryerson Holding Corporation, Worthington Enterprises, Inc., each of which has securities listed for trading on the NYSE; and Russel Metals Inc., which has securities listed for trading on the Toronto Stock Exchange.
As of December 31, 2024, the industry peer group consisted of Olympic Steel Inc., which has securities listed for trading on NASDAQ; Ryerson Holding Corporation, Worthington Enterprises, Inc., each of which has securities listed for trading on the NYSE; and Russel Metals Inc., which has securities listed for trading on the Toronto Stock Exchange.
The newly traded Worthington Steel, Inc. common stock received by the holders of Worthington Enterprises, Inc. common stock at the distribution date is not included in the cumulative total return of the industry peer group. ​ ​ 25 Table of Contents The stock price performance shown on the graph below is not necessarily indicative of future price performance. ​ Comparison of 5 Year Cumulative Total Return Among Reliance, Inc., the S&P 500 Index, the Russell 2000 Index and an Industry Peer Group Copyright© 2024 Standard & Poor’s, a division of S&P Global.
The newly traded Worthington Steel, Inc. common stock received by the holders of Worthington Enterprises, Inc. common stock at the distribution date is not included in the cumulative total return of the industry peer group. ​ ​ 26 Table of Contents The stock price performance shown on the graph below is not necessarily indicative of future price performance. ​ Comparison of 5 Year Cumulative Total Return Among Reliance, Inc., the S&P 500 Index, the Russell 2000 Index and an Industry Peer Group Copyright© 2025 Standard & Poor’s, a division of S&P Global.
Since there is no nationally-recognized industry index consisting of metals service center companies to be used as a peer group index, Reliance constructed the industry peer group.
Since there isn’t a nationally-recognized industry index consisting of metals service center companies available to be used as a peer group index, Reliance constructed the industry peer group.
All rights reserved. Copyright© 2024 Russell Investment Group.
All rights reserved. Copyright© 2025 Russell Investment Group.
In February 2024, our Board of Directors increased the regular quarterly dividend amount 10.0% to $1.10 per share from $1.00 per share. We have increased our regular quarterly dividend rate 31 times since our IPO in 1994.
In February 2025, our Board of Directors increased the regular quarterly dividend amount by 9.1% to $1.20 per share from $1.10 per share. We have increased our regular quarterly dividend rate 32 times since our IPO in 1994.
Our payment of dividends in the future will depend on business conditions, our financial condition, earnings, liquidity and capital requirements and other factors. ​ On October 24, 2023, our Board of Directors renewed our then existing share repurchase program to increase the remaining repurchase authorization from $261.5 million to $1.5 billion effective October 30, 2023.
Our payment of dividends in the future will depend on business conditions, our financial condition, earnings, liquidity and capital requirements and other factors. ​ On October 22, 2024, our Board of Directors amended our share repurchase program to increase the remaining $488.5 million repurchase authorization under the program to $1.5 billion.
Item 5. Market for Registrant’s Common Equity , Related Stockholder Matters and Issuer Purchases of Equity Securities ​ Our common stock is owned by 163 stockholders of record as of February 23, 2024.
Item 5. Market for Registrant’s Common Equity , Related Stockholder Matters and Issuer Purchases of Equity Securities ​ Our common stock is owned by 161 stockholders of record as of February 21, 2025. Our common stock has traded on the New York Stock Exchange (“NYSE”) for 30 years under the symbol “RS” since our initial public offering in 1994.
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Our common stock has traded on the New York Stock Exchange (“NYSE”) under the symbol “RS” for approximately 30 years since our September 16, 1994 initial public offering.
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All rights reserved. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2019 2020 2021 2022 2023 2024 Reliance, Inc. $ 100.00 ​ $ 102.50 ​ $ 141.27 ​ $ 179.45 ​ $ 251.77 ​ $ 245.89 S&P 500 ​ 100.00 ​ ​ 118.40 ​ ​ 152.39 ​ ​ 124.79 ​ ​ 157.59 ​ ​ 197.02 Russell 2000 ​ 100.00 ​ ​ 119.96 ​ ​ 137.74 ​ ​ 109.59 ​ ​ 128.14 ​ ​ 142.93 Industry Peer Group ​ 100.00 ​ ​ 116.55 ​ ​ 164.47 ​ ​ 164.22 ​ ​ 271.16 ​ ​ 205.77 ​ ​ ​ Item 6. [Reserved] ​ 27 Table of Contents
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We repurchase shares of our common stock from time to time pursuant to a combination of one or more open market repurchases and transactions structured through investment banking institutions in reliance upon Rule 10b5-1 and/or Rule 10b-18 under the Exchange Act. ​ 24 Table of Contents During 2023, we repurchased approximately 1.9 million shares of our common stock under our repurchase program at an average cost of $255.30 per share, for a total of $479.5 million.
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All rights reserved. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2018 2019 2020 2021 2022 2023 Reliance, Inc. $ 100.00 ​ $ 172.25 ​ $ 176.56 ​ $ 243.33 ​ $ 309.10 ​ $ 433.66 S&P 500 ​ 100.00 ​ ​ 131.49 ​ ​ 155.68 ​ ​ 200.37 ​ ​ 164.08 ​ ​ 207.21 Russell 2000 ​ 100.00 ​ ​ 125.52 ​ ​ 150.58 ​ ​ 172.90 ​ ​ 137.56 ​ ​ 160.85 Industry Peer Group ​ 100.00 ​ ​ 97.06 ​ ​ 114.15 ​ ​ 169.33 ​ ​ 149.98 ​ ​ 205.95 ​ ​ ​ Item 6. [Reserved] ​ 26 Table of Contents

Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

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Biggest changeItem 6. [Reserved] ​ 26 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations ​ 27 Item 7A. Quantitative and Qualitative Disclosures About Market Risk ​ 35 Item 8. Financial Statements and Supplementary Data ​ 37
Biggest changeItem 6. [Reserved] ​ 27 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations ​ 28 Item 7A. Quantitative and Qualitative Disclosures About Market Risk ​ 37 Item 8. Financial Statements and Supplementary Data ​ 38

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeLower gross profit, driven by lower metals prices that outweighed an increase in tons sold, contributed to a decrease in earnings per share from our 2022 record. ​ Cash flow from operations of $1.67 billion in 2023, also the second highest in our history, decreased from a record $2.12 billion in 2022 due to lower profitability, partially offset by lower working capital needs. ​ Organic growth activities were substantially comprised of capital expenditures of $468.8 million in 2023 compared to $341.8 million in 2022.
Biggest changeDespite increases in our same-store tons sold and total tons sold, our earnings per share declined mainly due to lower metals prices. ​ Although cash flow from operations of $1.43 billion in 2024 was the third highest in our history, it decreased $241.5 million, or 14.4%, from $1.67 billion in 2023, the second highest in our history, mainly due to lower net income partially offset by lower working capital investment. ​ Returns to stockholders in 2024 totaled $1.34 billion, comprised of a record $1.09 billion of share repurchases which reduced our outstanding common shares by six percent year-over-year, and $249.7 million of cash dividends, which reflected a 10.0% increase in our regular quarterly dividend rate. ​ Organic growth activities were substantially comprised of capital expenditures of $430.6 million in 2024 compared to $468.8 million in 2023.
We can reduce certain variable expenses when volumes decline, but we cannot easily reduce our fixed costs. ​ Pricing for our products generally has a much more significant impact on our results of operations than customer demand levels.
While we can and do reduce certain variable expenses when volumes decline, we cannot easily reduce our fixed costs. ​ Pricing for our products generally has a much more significant impact on our results of operations than customer demand.
When volume increases, our revenue dollars generally increase, which contributes to increased gross profit dollars. Conversely, when volume declines, we typically produce fewer revenue dollars, which can reduce our gross profit dollars. Variable costs also increase with volume, primarily our warehouse, delivery, selling, general and administrative expenses.
Conversely, when volume declines, we typically produce fewer revenue dollars, which can reduce our gross profit dollars. Variable costs such as certain warehouse, delivery and selling, general and administrative expenses also increase with volume.
Conversely, 27 Table of Contents if pricing declines, we will typically generate lower levels of gross profit and pretax income dollars. For more information, see
If prices increase and we maintain the same gross profit percentage, we generate higher levels of gross profit and pretax income dollars for the same operational efforts. Conversely, if pricing declines, we will typically generate lower levels of gross profit and pretax income dollars. For more information, see
As discussed above, our record profitability in 2022 was mainly driven by increases in metals prices to record levels and to a lesser extent the moderate increase in our tons sold. Our revenues generally increase as a result of pricing increases as overall customer demand is not usually impacted by typical mill pricing increases, although customer buying patterns may change.
Our revenues generally increase as a result of pricing increases as overall customer demand is not usually impacted by typical mill pricing increases, although customer buying patterns may change. Our selling prices generally increase when the cost of the metals we purchase increase as we are typically able to pass higher metals costs on to our customers.
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“Risk Factors” of this Annual Report on Form 10-K. ​ Overview ​ In 2023, our earnings per diluted share of $22.64 and operating cash flow of $1.67 billion were the second highest in our history. ​ Tons sold increased 3.7% in 2023 compared to 2022 due to healthy demand in our key end markets, including non-residential construction (our largest end market), automotive and aerospace, as well as contributions from our organic growth activities.
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“Risk Factors” of this Annual Report on Form 10-K. ​ Overview ​ In 2024, demand was relatively healthy in the majority of our end markets, supported by same-store growth in tons sold compared to 2023.
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The increase in our tons sold in 2023 significantly outperformed the 1.5% increase in shipments for the industry as reported by the Metals Service Center Institute (“MSCI”). ​ Our net sales of $14.81 billion declined 13.0% in 2023 compared to record levels of $17.03 billion in 2022 due to a decline in our average selling price per ton sold of 16.4% that was partially offset by an increase in our tons sold. ​ We believe record metals pricing in 2022 was largely driven by supply chain disruptions caused by the onset of the conflict between Russia and Ukraine, labor supply and microchip shortages, and impacts of the COVID-19 pandemic, including the omicron variant surge and lockdowns in China. ​ Gross profit margin of 30.7% in 2023 compared to 30.8% in 2022. ​ Second highest annual earnings per diluted share of $22.64 in 2023 compared to record earnings per diluted share of $29.92 in 2022.
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Despite growing our tons sold, our operating results declined mainly due to lower metals prices and our net sales of $13.84 billion declined 6.6% compared to $14.81 billion in 2023. ​ Our same-store and total tons sold increases of 1.0% and 4.0%, respectively, in 2024 compared to 2023 benefited from one additional shipping day and outperformed the 2.0% decline in industry shipments reported by the Metals Service Center Institute (“MSCI”).
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We also acquired Southern Steel Supply, LLC (“Southern Steel”) in May 2023. ​ Returns to stockholders totaled $717.6 million in 2023, comprised of $238.1 million of cash dividends and $479.5 million of share repurchases. ​ Effect of Demand and Pricing Changes on our Operating Results ​ Customer demand can have a significant impact on our results of operations.
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We believe our outperformance of industry peers is supported by our organic growth activities along with our customer service. ​ Gross profit margin was 29.7% in 2024 compared to 30.7% in 2023. Our gross profit margin remained strong but was impacted by declines in metals pricing.
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Our selling prices generally increase when the cost of the metals we purchase increase as we are typically able to pass higher prices on to our customers. If prices increase and we maintain the same gross profit percentage, we generate higher levels of gross profit and pretax income dollars for the same operational efforts.
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However, we believe the impact from the decline in metals pricing was mitigated by effective inventory management, our focus on small orders with quick turnaround and value-added processing services. ​ Earnings per diluted share of $15.56 in 2024 declined 31.3% compared to $22.64 in 2023.
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We also invested $364.6 million in four acquisitions in 2024. ​ Effect of Demand and Pricing Changes on our Operating Results ​ Customer demand has a significant impact on our results of operations. When volume increases, our revenue dollars generally increase, which contributes to increased gross profit dollars.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeWe do not currently hedge our net investments in foreign subsidiaries due to the long-term nature of the investments. ​ Total foreign currency transaction losses included in our 2023, 2022, and 2021 earnings were $1.3 million, $6.2 million and $4.0 million, respectively. ​ Interest rate risk ​ We are exposed to market risk related to our fixed-rate and variable-rate long-term debt.
Biggest changeWe do not currently hedge our net investments in foreign subsidiaries due to the long-term nature of the investments. ​ Total foreign currency transaction gains and losses included in our earnings were gains of $1.9 million in 2024 and losses of $1.3 million and $6.2 million in 2023 and 2022, respectively. ​ Interest rate risk ​ We are exposed to market risk related to our fixed-rate and variable-rate long-term debt.
As of December 31, 2023, we had an insignificant amount of variable interest rate debt outstanding. However, as of December 31, 2023, we had approximately $1.5 billion available for borrowing on our revolving credit facility at variable interest rates.
As of December 31, 2024, we had an insignificant amount of variable interest rate debt outstanding. However, as of December 31, 2024, we had approximately $1.5 billion available for borrowing on our revolving credit facility at variable interest rates.
Quantitative and Qualitative Disclosures About Market Ris k ​ In the ordinary course of business, we are exposed to various market risk factors, including changes in general economic conditions, domestic and foreign competition, foreign currency exchange rates, and metals pricing, demand and availability. ​ Commodity price risk ​ Metals prices are volatile due to, among other things, fluctuations in foreign and domestic production capacity, raw material availability, metals consumption, import levels into the U.S., global economic factors and foreign currency 35 Table of Contents exchange rates.
Quantitative and Qualitative Disclosures About Market Ris k ​ In the ordinary course of business, we are exposed to various market risk factors, including changes in general economic conditions, domestic and foreign competition, foreign currency exchange rates, and metals pricing, demand and availability. ​ Commodity price risk ​ Metals prices are volatile due to, among other things, fluctuations in foreign and domestic production capacity, raw material availability, metals consumption, import levels into the U.S., trade policy, global economic factors and foreign currency exchange rates.
Consequently, any future borrowings on our revolving credit facility will increase market risk resulting from potential interest rate volatility. ​ 36 Table of Contents
Consequently, any future borrowings on our revolving credit facility will increase market risk resulting from potential interest rate volatility. 37 Table of Contents

Other RS 10-K year-over-year comparisons