0001123292-13-000770.txt : 20130415 0001123292-13-000770.hdr.sgml : 20130415 20130415155000 ACCESSION NUMBER: 0001123292-13-000770 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130412 FILED AS OF DATE: 20130415 DATE AS OF CHANGE: 20130415 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: METALS USA HOLDINGS CORP. CENTRAL INDEX KEY: 0001362491 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-METALS SERVICE CENTERS & OFFICES [5051] IRS NUMBER: 203779274 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2400 E. COMMERCIAL BLVD., SUITE 905 CITY: FORT LAUDERDALE STATE: FL ZIP: 33308 BUSINESS PHONE: 954-202-4000 MAIL ADDRESS: STREET 1: 2400 E. COMMERCIAL BLVD., SUITE 905 CITY: FORT LAUDERDALE STATE: FL ZIP: 33308 FORMER COMPANY: FORMER CONFORMED NAME: Metals USA Holdings Corp. DATE OF NAME CHANGE: 20060511 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PRESS ERIC CENTRAL INDEX KEY: 0001267618 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34685 FILM NUMBER: 13761308 MAIL ADDRESS: STREET 1: 1301 AVENUE OF THE AMERICA 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2013-04-12 1 0001362491 METALS USA HOLDINGS CORP. MUSA 0001267618 PRESS ERIC C/O APOLLO MANAGEMENT, L.P. 9 WEST 57TH STREET, 43RD FLOOR NEW YORK NY 10019 1 0 0 0 Common Stock 2013-04-12 4 D 0 8400 20.65 D 8400 D Stock Option (Right to Buy) 2.30 2013-04-12 4 D 0 69724 18.35 D 2015-11-30 Common Stock 69724 0 D Stock Option (Right to Buy) 13.17 2013-04-12 4 D 0 15000 7.48 D 2020-09-13 Common Stock 15000 0 D Stock Option (Right to Buy) 11.25 2013-04-12 4 D 0 10000 9.40 D 2022-01-01 Common Stock 10000 0 D Pursuant to the terms of the Agreement and Plan of Merger, dated as of February 6, 2013, by and among Reliance Steel & Aluminum Co. ("Reliance"), Metals USA Holdings Corp. ("Metals USA") and RSAC Acquisition Corp., a wholly-owned subsidiary of Reliance (the "Merger Agreement"), each share of Metals USA common stock owned by the reporting person immediately prior to the effective time of the Merger (as defined in the Merger Agreement) converted at the effective time into the right to receive $20.65 in cash. Mr. Press is associated with Apollo Management, L.P. ("Apollo Management") and its affiliated managers, including Apollo Management V, L.P. Apollo Management V, L.P. serves as the manager or a special limited partner of the Apollo investment funds that hold shares of the common stock of Metals USA, and as such may be deemed to beneficially own the shares held by the Apollo investment funds. This report does not include any securities of Metals USA that are held by the Apollo investment funds or that may be deemed to be beneficially owned by Apollo Management or any of the other Apollo investment managers or investment advisors, and Mr. Press disclaims beneficial ownership of all such securities. This report shall not be deemed an admission that Mr. Press is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Pursuant to the terms of the Merger Agreement, each option to purchase Metals USA common stock owned by the reporting person, whether vested or unvested, that was outstanding immediately prior to the effective time of the Merger converted into the right to receive an amount in cash equal to the product of the number of shares of Metals USA common stock subject to the option and the excess, if any, of $20.65 over the exercise price per share of such option, less any required withholding taxes. /s/ William A. Smith II, Attorney-in-Fact 2013-04-15