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Business and Operations
12 Months Ended
Dec. 31, 2017
Presentation, Summary of Significant Accounting Policies and Recent Accounting Standard Updates  
Business and Operations

REAL INDUSTRY, INC.

DEBTOR-IN-POSSESSION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1—BUSINESS AND OPERATIONS

As discussed in detail in Note 2—Going Concern, and Note 3—Liquidity and Bankruptcy Proceedings,  Real Industry, Inc. (“Real Industry,” the “Company,” “we,” “us” or “our”), is operating as a debtor-in-possession under the jurisdiction of the Bankruptcy Court (as defined below) and in accordance with the applicable provisions and orders of the Bankruptcy Code (as defined below). As of the date these consolidated financial statements are filed with the Securities and Exchange Commission (the “SEC” or “Commission”), Real Industry expects to emerge from Bankruptcy Proceedings (as defined below) in 2018.

Real Industry is a Delaware holding company that has historically operated through subsidiaries. Prior to the Petition Date, our business focus was identifying acquisition opportunities and supporting the performance of our primary operating subsidiary, Real Alloy Holding, Inc. (doing business as “Real Alloy”), a global leader in aluminum recycling, and to make acquisitions of additional operating companies. As discussed further herein, the debtor-in-possession financing (“RA DIP Financing”) provided by Real Alloy’s existing debt holders requires a sale of Real Alloy under Section 363 of the Bankruptcy Code (“Section 363 Sale”), and on March 29, 2018, the Bankruptcy Court approved the sale of the foreign Real Alloy entities and the assets of Real Alloy’s U.S. entities. Upon consummation of this sale, which is expected to close in the second quarter of 2018, Real Industry will no longer have any economic interest in the Real Alloy business operations.

The RI Disclosure Statement discloses that, upon emergence from bankruptcy, the Company expects, with the financial support of the lenders providing Real Industry’s debtor-in-possession financing (“RELY DIP Facility”), along with affiliated investors (collectively, the “Plan Sponsor”) Plan Sponsor, to continue executing its business strategy of identifying and acquiring controlling interests in operating companies.

A key element to our business strategy is utilizing our considerable United States (“U.S.”) federal net operating tax loss carryforwards (“NOLs”). Our U.S. NOLs were predominantly generated by the legacy businesses of Fremont General Corporation (“Fremont”), and as of December 31, 2017, we have U.S. NOLs of approximately $960.5 million, which begin to expire if not used before our 2027 tax year. The ultimate realization of our deferred tax assets, including our U.S. NOLs, depends on our ability to generate future U.S. federal taxable income through the implementation of our business plan.

Pre-Bankruptcy Operations

To achieve our business objective of becoming a consistently profitable enterprise, in February 2015, we acquired Real Alloy. While our management team continued to evaluate additional acquisitions of operating businesses after the Real Alloy business was successfully integrated into our operations, from February 2015 through December 2017, Real Alloy has provided substantially all of the operating activities of the Company. Headquartered in Beachwood, Ohio, Real Alloy is a global leader in third-party aluminum recycling, which includes the processing of scrap aluminum and by-products, and the manufacturing of wrought, cast, and specification or foundry alloys. Real Alloy offers a broad range of products and services to wrought alloy processors, automotive original equipment manufacturers, foundries, and casters. Further, it delivers recycled metal in liquid or solid form according to customer specifications. Real Alloy serves the automotive, consumer packaging, aerospace, building and construction, steel, and durable goods industries. Real Alloy’s facilities are capable of processing industrial (new) scrap, post-consumer (old/obsolete) scrap, and various aluminum by-products, providing it a great degree of flexibility in reclaiming high-quality recycled aluminum. As of December 31, 2017, Real Alloy operated twenty-one facilities strategically located throughout North America and six facilities in Europe. On November 1, 2016, Real Alloy completed the purchase of select assets of Beck Aluminum Alloys Ltd. (“Beck Alloys”), including an investment in an affiliated trading business (“Beck Trading”). The Beck Alloys facilities primarily produce high-purity foundry alloys from aluminum scrap to supply the automotive, wheel and recreational equipment casting industries.

Operations During Bankruptcy

Following the commencement of the Chapter 11 Cases (as defined below), the Debtors (as defined below) have continued to operate their businesses as debtors-in-possession under the jurisdiction of the Bankruptcy Court and in accordance with applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. From the Petition Date through the date of the filing of this Annual Report, the material events that have transpired during the Chapter 11 Cases are summarized in Note 3—Liquidity and Bankruptcy Proceedings below.