PROSPECTUS SUMMARY
This summary highlights selected information contained or incorporated by reference in this prospectus. This summary is not complete and does not contain
all of the information you should consider before participating in the exchange offer. Before deciding to tender old notes in the exchange offer, you should read the entire prospectus carefully, including the documents incorporated by reference
herein, especially the matters discussed under Risk Factors beginning on page 17 and the financial statements and accompanying notes incorporated by reference herein. See Where You Can Find More Information elsewhere in this
prospectus.
Unless otherwise indicated, references in this prospectus to the terms Company, CMC, we,
us and our refer and relate to Commercial Metals Company and its consolidated subsidiaries. In addition, unless otherwise expressly indicated or the context otherwise requires, the description of our business in this
prospectus, including the operational data disclosed herein, does not give effect to the completion of the acquisition of the acquired businesses. Our fiscal year ends August 31 and any reference in this prospectus to any year or fiscal year
refers to the fiscal year ended August 31 of that year unless otherwise noted.
Our Business
We manufacture, recycle and market steel and metal products, related materials and services through a network of facilities including eight
electric arc furnace (EAF) mini mills (including four EAF mini mills that we acquired as part of the acquisition of the acquired businesses), two EAF micro mills, a rerolling mill, steel fabrication and processing facilities,
construction-related product warehouses and metal recycling facilities in the United States and Poland.
We believe we are a leader in the
production and fabrication of reinforcing bar (rebar) for use in
non-residential
and infrastructure construction in the United States and Poland. In Poland, we believe we hold a leadership position
in the production of merchant and, to a lesser extent, wire rod products.
In addition, all of our steel mills produce finished products
from recycled ferrous materials, making us a leading presence in the sustainability of the steel life cycle as well as a recycler of
non-ferrous
materials.
For the fiscal year ended August 31, 2018, our U.S. recycling operations shipped approximately 2.7 million tons of scrap metal, our
steel mills in the United States and Poland shipped a combined 4.5 million tons of steel products, and our U.S. fabrication operations shipped 1.1 million tons of fabricated steel. For the fiscal year ended August 31, 2018, we
generated net sales of $4.6 billion, earnings from continuing operations before taxes of $165.4 million and net earnings of $138.5 million.
On November 5, 2018, we completed the acquisition of the acquired businesses. For additional information, see Recent
DevelopmentsClosing of Acquisition of Gerdau U.S. Assets.
Business Segments
We operate with a high degree of vertical integration, currently having four operating business segments: Americas Recycling, Americas Mills,
Americas Fabrication and International Mill. As described in more detail herein, in June 2017, our Board of Directors approved a plan to exit our International Marketing and Distribution Segment, which was completed during fiscal 2018. For
additional information, see Recent DevelopmentsExit of International Marketing and Distribution Segment and Other Non-Core Businesses.
Americas Recycling
. Our Americas Recycling segment processes scrap metals for use as a raw material by manufacturers of new metal
products. We sell scrap metals to steel mills and foundries, aluminum sheet and ingot manufacturers, brass and bronze ingot makers, copper refineries and mills, secondary lead smelters, specialty steel mills, high temperature alloy manufacturers and
other consumers. In fiscal 2018, this segments 34 scrap metal processing plants shipped approximately 2.4 million short tons of ferrous and 0.3 million short tons of nonferrous scrap metals.
Americas Mills
. Our Americas Mills segment, after giving effect to the acquisition of the acquired businesses, includes seven domestic
EAF mini mills, two EAF micro mills, a rerolling mill, three scrap metal shredders, nine scrap metal processing facilities that directly support the steel mills and a railroad salvage operation, all of which are based in the United States. In fiscal
2018, our steel mills melted, rolled and shipped approximately 2.9 million, 2.7 million and 3.0 million short tons, respectively. Eight of these steel mills are strategically located in the Sun Belt region of the United States,
positioning us to capitalize on growth in the region.
We manufacture finished long steel products, including rebar, merchant bar, light
structural and other special sections as well as semi-finished billets for
re-rolling
and forging applications. Our products are sold to the construction, service center, transportation, steel warehousing,
fabrication, energy, petrochemical and original equipment manufacturing industries. Recent developments in our Americas Mills segment include the following: