Financial Performance - Annual net sales reached $13.84 billion, with tons sold increasing by 4.0% year-over-year[1] - The company achieved a strong annual gross profit margin of 29.7%[1] - Non-GAAP EPS for the year was $15.92, reflecting a decrease of 29.6% compared to the previous year[3] - Operating income for the twelve months ended December 31, 2024, was $1,160.0 million, down 33.3% from $1,739.5 million in 2023[32] - Net income for the year was $875.2 million, a decrease from $1,335.9 million in the previous year, representing a decline of approximately 34.5%[36] - Basic earnings per share attributable to Reliance stockholders for the twelve months ended December 31, 2024, was $15.70, down from $22.90 in 2023[32] - Net income for the twelve months ended December 31, 2024, was $878.0 million, compared to $1,340.1 million for the same period in 2023[40] Shareholder Returns - Quarterly dividend increased by 9.1% to $1.20 per share, resulting in an annual dividend of $4.80[1] - A quarterly cash dividend of $1.20 per share was declared, representing a 9.1% increase, with a current annual rate of $4.80 per share[17] - Cash dividends and dividend equivalents paid were $249.7 million, slightly higher than $238.1 million in the previous year, indicating a modest increase of about 6.7%[36] Stock Repurchase and Acquisitions - The company repurchased a record $1.09 billion of common stock in 2024, reducing outstanding shares by 6%[1] - In Q4 2024, Reliance repurchased 525,264 shares at an average cost of $271.11 per share, totaling $142.4 million[18] - Four acquisitions were completed in 2024, contributing approximately $400 million in annualized net sales[9] Cash Flow and Liquidity - Cash flow from operations for the year was $1.43 billion, marking the third highest in the company's history[9] - Cash flow from operations for Q4 2024 was $473.3 million, with a total of $1.43 billion for the full year, marking the third highest annual result[16] - Cash and cash equivalents significantly declined to $318.1 million in 2024 from $1,080.2 million in 2023[33] - Total current assets decreased to $3,895.5 million as of December 31, 2024, from $4,771.8 million in 2023[34] - Total cash and cash equivalents at the end of the year were $318.1 million, significantly lower than $1,080.2 million at the beginning of the year, indicating a decrease of approximately 70.5%[36] Debt and Liabilities - The company maintained a net debt-to-total capital ratio of 10.2%[3] - Total liabilities increased slightly to $2,791.2 million in 2024 from $2,747.5 million in 2023[34] - Total debt as of December 31, 2024, was $1,151.1 million, a decrease from $1,276.4 million in the previous quarter[39] Market Performance and Expectations - Tons sold in Q4 2024 decreased by 5.1% compared to Q3 2024, better than management's expectations[6] - In Q4 2024, tons sold increased by 6.7% year-over-year, totaling 1,185.0 thousand tons, while decreasing by 5.1% sequentially[10] - For the full year 2024, total tons sold increased by 4.0% to 4,921.0 thousand tons, surpassing the industry-wide decline of 2.0%[10][29] - Reliance expects tons sold to increase by 6.0% to 8.0% in Q1 2025 compared to Q4 2024, and by 3.0% to 5.0% year-over-year[20] - Demand in non-residential construction, Reliance's largest end market, is expected to remain healthy in Q1 2025 due to new projects[11] Profitability Metrics - Non-GAAP net income attributable to Reliance was $895.5 million, a slight decrease from $1,334.7 million, representing a decline of approximately 32.9%[38] - The diluted earnings per share (EPS) for the year was $15.56, down from $22.64, indicating a decrease of about 31.5%[38] - The company incurred impairment and restructuring charges of $25.1 million for the year, compared to $2.2 million in the previous year, reflecting a significant increase[38] - Gross profit margin - LIFO for the three months ended December 31, 2024, was 28.3%, down from 29.4% in the previous quarter[39] - Non-GAAP gross profit margin - FIFO for the three months ended December 31, 2024, was 28.8%, compared to 27.9% in the previous quarter[39] Other Financial Metrics - Net cash provided by operating activities was $1,429.8 million, down from $1,671.3 million, reflecting a decrease of about 14.5%[36] - The company reported a net cash used in investing activities of $803.7 million, compared to $483.9 million in the previous year, marking an increase of about 66.1%[36] - Free cash flow for the three months ended December 31, 2024, was $362.4 million, compared to $351.1 million in the previous quarter[40] - EBITDA for the three months ended December 31, 2024, was $1,460.6 million, down from $1,640.8 million in the previous quarter[40] - Net debt-to-EBITDA ratio remained stable at 0.6x for the three months ended December 31, 2024[40]

[PART I — FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%20%E2%80%94%20FINANCIAL%20INFORMATION) Presents Reliance, Inc.'s unaudited consolidated financial statements and management's discussion for Q3 and YTD 2024 [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) Presents unaudited consolidated financial statements for Reliance, Inc. for Q3 and YTD 2024 and 2023, with notes [Unaudited Consolidated Statements of Income](index=3&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Income) Details Reliance's net sales, operating income, net income, and EPS for the three and nine months ended September 30, 2024 and 2023 Consolidated Statements of Income (in millions, except per share amounts) | Metric | Three Months Ended Sep 30, 2024 | Three Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :---------------------------------------- | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Net sales | $3,420.3 | $3,623.0 | $10,708.4 | $11,468.6 | | Operating income | $273.4 | $389.5 | $1,018.2 | $1,414.4 | | Income before income taxes | $260.5 | $388.0 | $1,006.4 | $1,407.4 | | Net income attributable to Reliance | $199.2 | $295.0 | $769.9 | $1,063.2 | | Basic EPS attributable to Reliance | $3.64 | $5.05 | $13.68 | $18.13 | | Diluted EPS attributable to Reliance | $3.61 | $4.99 | $13.55 | $17.92 | - Net sales decreased by **5.6%** for the three months ended September 30, 2024, and by **6.6%** for the nine months ended September 30, 2024, compared to the respective prior year periods. Net income attributable to Reliance decreased by **32.4%** for the three months and **27.6%** for the nine months[4](index=4&type=chunk) [Unaudited Consolidated Statements of Comprehensive Income](index=3&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Comprehensive%20Income) Presents net income and other comprehensive income components, including foreign currency translation and postretirement adjustments Consolidated Statements of Comprehensive Income (in millions) | Metric | Three Months Ended Sep 30, 2024 | Three Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :------------------------------------------------ | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Net income | $199.9 | $296.0 | $772.0 | $1,066.7 | | Foreign currency translation gain (loss) | $19.3 | $(11.9) | $(3.8) | $(10.7) | | Postretirement benefit plan adjustments, net of tax | $(0.9) | $(0.9) | $(2.6) | $(2.4) | | Total other comprehensive income (loss) | $18.4 | $(12.8) | $(6.4) | $(13.1) | | Comprehensive income attributable to Reliance | $217.6 | $282.2 | $763.5 | $1,050.1 | - Comprehensive income attributable to Reliance decreased by **22.8%** for the three months ended September 30, 2024, and by **27.3%** for the nine months ended September 30, 2024, compared to the respective prior year periods. This was primarily driven by lower net income, despite a positive foreign currency translation gain in the current quarter[5](index=5&type=chunk) [Unaudited Consolidated Balance Sheets](index=5&type=section&id=Unaudited%20Consolidated%20Balance%20Sheets) Outlines Reliance's financial position, including assets, liabilities, and equity, as of September 30, 2024, and December 31, 2023 Consolidated Balance Sheets (in millions) | Asset/Liability/Equity | Sep 30, 2024 | Dec 31, 2023* | | :-------------------------------------- | :----------- | :------------ | | **ASSETS:** | | | | Cash and cash equivalents | $314.6 | $1,080.2 | | Accounts receivable, net | $1,566.7 | $1,472.4 | | Inventories | $2,205.8 | $2,043.2 | | Total current assets | $4,212.5 | $4,771.8 | | Property, plant and equipment, net | $2,503.0 | $2,248.4 | | Goodwill | $2,170.9 | $2,111.1 | | Intangible assets, net | $1,031.5 | $981.1 | | Total assets | $10,300.8 | $10,480.3 | | **LIABILITIES AND EQUITY:** | | | | Accounts payable | $440.9 | $410.3 | | Current maturities of long-term debt | $399.5 | $0.3 | | Total current liabilities | $1,272.5 | $843.6 | | Long-term debt | $867.8 | $1,141.9 | | Total liabilities | $2,939.6 | $2,747.5 | | Total Reliance stockholders' equity | $7,350.5 | $7,722.3 | | Total equity | $7,361.2 | $7,732.8 | | Total liabilities and equity | $10,300.8 | $10,480.3 | - Total assets decreased by **1.7%** from December 31, 2023, to September 30, 2024, primarily due to a significant decrease in cash and cash equivalents. Total liabilities increased by **6.9%**, mainly driven by a substantial increase in current maturities of long-term debt[8](index=8&type=chunk) [Unaudited Consolidated Statements of Cash Flows](index=7&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Cash%20Flows) Summarizes cash flows from operating, investing, and financing activities for the nine months ended September 30, 2024 and 2023 Consolidated Statements of Cash Flows (in millions) | Activity | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :---------------------------------------- | :----------------------------- | :----------------------------- | | Net cash provided by operating activities | $956.5 | $1,145.7 | | Net cash used in investing activities | $(673.4) | $(367.8) | | Net cash used in financing activities | $(1,048.7) | $(970.7) | | Decrease in cash and cash equivalents | $(765.6) | $(196.5) | | Cash and cash equivalents at end of period| $314.6 | $976.9 | - Net cash provided by operating activities decreased by **16.5%** year-over-year. Net cash used in investing activities significantly increased by **83.1%**, primarily due to higher acquisition spending in 2024. Net cash used in financing activities increased by **8.0%**, driven by increased share repurchases[11](index=11&type=chunk) [Unaudited Consolidated Statements of Equity](index=8&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Equity) Details changes in Reliance's equity, including net income, dividends, and share repurchases, for 2024 and 2023 Consolidated Statements of Equity (in millions, except per share amounts) | Equity Component | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :---------------------------------------------- | :----------------------------- | :----------------------------- | | Total equity, beginning balances | $7,732.8 | $7,095.9 | | Net income attributable to Reliance | $769.9 | $1,063.2 | | Cash dividends and dividend equivalents | $(188.5) | $(179.3) | | Repurchase of common shares | $(926.8) | $(202.3) | | Total Reliance stockholders' equity, ending balances | $7,350.5 | $7,724.3 | | Cash dividends declared per common share | $3.30 | $3.00 | - Total Reliance stockholders' equity decreased by **4.8%** from the beginning of the year to September 30, 2024, primarily due to significant share repurchases totaling **$926.8 million**, partially offset by net income[13](index=13&type=chunk) [Notes to Unaudited Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) Provides detailed explanations and disclosures supporting the unaudited consolidated financial statements [Note 1. Summary of Significant Accounting Policies](index=8&type=section&id=Note%201.%20Summary%20of%20Significant%20Accounting%20Policies) Outlines Reliance's key accounting principles, including inventory valuation and recently issued accounting standards - Reliance, Inc. (formerly Reliance Steel & Aluminum Co.) consolidated financial statements are prepared in accordance with U.S. GAAP for interim financial information. The majority of inventory is valued using the LIFO method. Recently issued accounting standards on segment reporting and income tax disclosures will be effective for fiscal years beginning January 1, 2024 (segment reporting for quarterly periods beginning Jan 1, 20

Reliance, Inc. (NYSE:RS) Q3 2024 Earnings Conference Call October 24, 2024 11:00 AM ET Company Participants Kimberly Orlando - ADDO Investor Relations Karla Lewis - President and Chief Executive Officer Stephen Koch - Executive Vice President and Chief Operating Officer Arthur Ajemyan - Senior Vice President and Chief Financial Officer Conference Call Participants Katja Jancic - BMO Capital Markets Philip Gibbs - KeyBanc Capital Markets Operator Ladies and gentlemen, good morning, and welcome to the Relian ...

Financial Data and Key Metrics Changes - The company reported non-GAAP earnings per diluted share of $3.64, which is a 21.7% decrease compared to Q2 2024 [18] - Cash flow from operations was $463.9 million, slightly down from $466 million in Q3 2023, indicating strong profitability and effective working capital management [21] - Gross profit margin declined from 29.8% in Q2 to 29.4% in Q3 due to pricing headwinds [19] Business Line Data and Key Metrics Changes - Tons sold increased by 7.1% year-over-year, outperforming the service center industry decrease of 1.2% [10] - The average selling price per ton sold decreased by 4.3% compared to Q2 2024, reflecting a decline in carbon steel product prices [11] - The non-residential construction market, which includes carbon steel tubing, plate, and structural products, represented about one-third of sales and showed significant year-over-year growth [12] Market Data and Key Metrics Changes - Demand in the aerospace sector remains stable, with commercial aerospace demand being fundamentally healthy despite production challenges [14] - The semiconductor industry is experiencing subdued demand but shows signs of stabilization in certain areas [16] - The automotive market, particularly through toll processing operations, has not shown a slowdown, with stable demand expected [31] Company Strategy and Development Direction - The company continues to focus on acquisitions that align with its growth strategy, having completed four acquisitions in 2024 [6] - A $1.5 billion refresh of the share repurchase plan was approved, indicating a commitment to returning value to shareholders [23] - The company aims to maintain its competitive edge through diversified product offerings and value-added processing capabilities [17] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in long-term growth despite short-term uncertainties, citing potential economic activity increases in 2025 [28] - The company anticipates a decline in tons sold of 6% to 8% in Q4 compared to Q3, but an increase of 4% to 6% compared to Q4 2023 [24] - Management noted that the upcoming presidential election and lower interest rates could positively impact demand in the future [29] Other Important Information - The company celebrated its 85th anniversary and 30th anniversary as a publicly traded company [9] - The board of directors will see a change in leadership, with Doug Stottler succeeding Mark Kaminsky as independent Non-Executive Chair effective January 1, 2025 [8] Q&A Session Summary Question: Impact of temporary factors on Q4 demand - Management noted increased uncertainty at the customer level, particularly due to the presidential election, but remains confident in long-term growth [27][28] Question: Slowdown in the automotive market - Management indicated stable demand in the automotive toll processing business, with no significant pullback observed [30][31] Question: LIFO reserve and pricing dynamics - Management explained that unique inventory characteristics are shifting LIFO income realization to 2025, affecting current estimates [38][40] Question: Gross margins and Q4 expectations - Management suggested that Q4 could be a trough for gross margins, depending on pricing trends in Q1 2025 [42][43] Question: Semiconductor market stabilization - Management acknowledged some activity in the semiconductor consumables sector but noted ongoing challenges in the infrastructure side [46]

EXHIBIT 99.1 Balance Sheet and Cash Flow Data: Reliance, Inc. Reports Third Quarter 2024 Financial Results — Net sales of $3.42 billion with tons sold up 7.1% from Q3 2023 — Gross profit margin of 29.4% — EPS of $3.61, non-GAAP EPS of $3.64 — Cash flow from operations of $463.9 million — Share repurchases of $432.0 million reduced outstanding shares by 3%; replenished existing share repurchase program to $1.5 billion — Amended and restated $1.5 billion credit agreement for a new five-year term — Completed a ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-13122 Reliance, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 95-1142616 (I.R.S. Employer Identification No.) (Mark One) ☒ QU ...

Reliance, Inc. (NYSE:RS) Q2 2024 Earnings Conference Call July 25, 2024 11:00 AM ET Company Participants Kim Orlando - ADDO Investor Relations Karla Lewis - President and Chief Executive Officer Steve Koch - Executive Vice President and Chief Operating Officer Arthur Ajemyan - Senior Vice President and Chief Financial Officer Conference Call Participants Martin Englert - Seaport Research Partners Philip Gibbs - KeyBanc Capital Markets Timna Tanners - Wolfe Research Katja Jancic - BMO Capital Markets Lawson ...

EXHIBIT 99.1 Reliance, Inc. Reports Second Quarter 2024 Financial Results - Net sales of $3.64 billion with tons sold up 4.0% from Q1 2024 - Gross profit margin of 29.8% - EPS of $4.67, non-GAAP EPS of $4.65 - Cash flow from operations of $366.3 million - $519.3 million of share repurchases in Q2 and $165.4 million in July - Completed acquisition of American Alloy Steel, Inc. on April 1, 2024 - Completed acquisition of Mid-West Materials, Inc. on April 1, 2024 | | | | | | | | | | Year | | | Year | | --- | - ...

[PART I — FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%20%E2%80%94%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents Reliance, Inc.'s unaudited consolidated financial statements for the quarter ended March 31, 2024, including balance sheets, income statements, comprehensive income statements, equity statements, and cash flow statements, along with detailed notes explaining significant accounting policies, acquisitions, revenue breakdown, goodwill, intangible assets, debt, leases, income taxes, equity, commitments, earnings per share, and employee benefits [Unaudited Consolidated Balance Sheets](index=3&type=section&id=Unaudited%20Consolidated%20Balance%20Sheets) Consolidated Balance Sheet Highlights (in millions) | Metric | March 31, 2024 | December 31, 2023 | | :-------------------------------- | :------------- | :---------------- | | Total assets | $10,712.2 | $10,480.3 | | Total liabilities | $2,769.5 | $2,747.5 | | Total equity | $7,942.7 | $7,732.8 | - Total assets increased by **$231.9 million** from December 31, 2023, to March 31, 2024, primarily driven by increases in accounts receivable and inventories[8](index=8&type=chunk) [Unaudited Consolidated Statements of Income](index=4&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Income) Consolidated Statements of Income Highlights (in millions, except per share) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :----------------------------------- | :-------------------------------- | :-------------------------------- | | Net sales | $3,644.8 | $3,965.3 | | Operating income | $393.1 | $513.6 | | Net income attributable to Reliance | $302.9 | $383.1 | | Diluted EPS | $5.23 | $6.43 | - Net sales decreased by **8.1%** and net income attributable to Reliance decreased by **20.9%** year-over-year, leading to a **18.6%** decline in diluted EPS[10](index=10&type=chunk) [Unaudited Consolidated Statements of Comprehensive Income](index=5&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Comprehensive%20Income) Consolidated Statements of Comprehensive Income Highlights (in millions) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :----------------------------------- | :-------------------------------- | :-------------------------------- | | Net income | $303.8 | $384.4 | | Total other comprehensive loss | $(16.6) | $(0.2) | | Comprehensive income | $287.2 | $384.2 | | Comprehensive income attributable to Reliance | $286.3 | $382.9 | - Total other comprehensive loss significantly increased to **$(16.6) million** in Q1 2024 from **$(0.2) million** in Q1 2023, primarily due to foreign currency translation losses[12](index=12&type=chunk) [Unaudited Consolidated Statements of Equity](index=6&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Equity) Consolidated Statements of Equity Highlights (in millions, except per share) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :----------------------------------- | :-------------------------------- | :-------------------------------- | | Total equity, beginning balances | $7,732.8 | $7,095.9 | | Net income attributable to Reliance | $302.9 | $383.1 | | Cash dividends and dividend equivalents | $(65.3) | $(62.0) | | Total equity, ending balances | $7,942.7 | $7,354.4 | | Cash dividends declared per common share | $1.10 | $1.00 | - Total equity increased to **$7,942.7 million** by March 31, 2024, from **$7,732.8 million** at the beginning of the period, driven by net income partially offset by dividends and other comprehensive loss[14](index=14&type=chunk) - Cash dividends declared per common share increased by **10%** to **$1.10** in Q1 2024 from **$1.00** in Q1 2023[14](index=14&type=chunk) [Unaudited Consolidated Statements of Cash Flows](index=7&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Cash%20Flows) Consolidated Statements of Cash Flows Highlights (in millions) | Activity | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :----------------------------------- | :-------------------------------- | :-------------------------------- | | Net cash provided by operating activities | $126.3 | $384.6 | | Net cash used in investing activities | $(177.4) | $(102.6) | | Net cash used in financing activities | $(90.3) | $(639.2) | | Cash and cash equivalents at end of period | $934.9 | $816.2 | - Net cash provided by operating activities significantly decreased by **67.2%** year-over-year, mainly due to increased working capital spending and lower profitability[16](index=16&type=chunk) - Net cash used in investing activities increased by **72.9%** due to an acquisition in February 2024 and higher capital expenditures[16](index=16&type=chunk) [Notes to Unaudited Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) [Note 1. Summary of Significant Accounting Policies](index=8&type=section&id=Note%201.%20Summary%20of%20Significant%20Accounting%20Policies) - The company changed its corporate name from Reliance Steel & Aluminum Co. to Reliance, Inc. in February 2024[17](index=17&type=chunk) - The majority of inventory is valued using the last-in, first-out (LIFO) method[20](index=20&type=chunk) - New FASB guidance on segment reporting and income tax disclosures will be effective for fiscal years beginning January 1, 2025, requiring additional disclosures but no impact on financial results[21](index=21&type=chunk)[22](index=22&type=chunk)[24](index=24&type=chunk) [Note 2. Acquisitions](index=10&type=section&id=Note%202.%20Acquisitions) - Acquired Cooksey Iron & Metal Company on February 1, 2024, contributing **$16.1 million** to net sales in Q1 2024[25](index=25&type=chunk) - Acquired American Alloy Steel, Inc. and Mid-West Materials, Inc. on April 1, 2024; their sales were not included in Q1 2024 net sales[26](index=26&type=chunk)[27](index=27&type=chunk)[28](index=28&type=chunk) [Note 3. Revenues](index=10&type=section&id=Note%203.%20Revenues) Net Sales Disaggregated by Product and Service (in millions) | Product/Service | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :---------------------- | :-------------------------------- | :-------------------------------- | | Carbon steel | $2,012.9 | $2,128.5 | | Aluminum | $596.1 | $670.2 | | Stainless steel | $559.9 | $657.3 | | Alloy | $171.9 | $191.4 | | Toll processing and logistics | $157.8 | $155.4 | | Copper and brass | $75.3 | $82.0 | | Other and eliminations | $70.9 | $80.5 | | Total | $3,644.8 | $3,965.3 | - Carbon steel remains the largest revenue contributor, though sales decreased across most product categories year-over-year[30](index=30&type=chunk) [Note 4. Goodwill](index=10&type=section&id=Note%204.%20Goodwill) Goodwill Carrying Amount (in millions) | Metric | Amount | | :-------------------------- | :----- | | Balance at January 1, 2024 | $2,111.1 | | Acquisition | $16.5 | | Effect of foreign currency translation | $(2.3) | | Balance at March 31, 2024 | $2,125.3 | - Goodwill increased by **$14.2 million** in Q1 2024, primarily due to acquisitions, with no accumulated impairment losses[31](index=31&type=chunk) [Note 5. Intangible Assets, Net](index=12&type=section&id=Note%205.%20Intangible%20Assets%2C%20Net) Intangible Assets, Net (in millions) | Category | March 31, 2024 (Net) | December 31, 2023 (Net) | | :-------------------------------- | :------------------- | :-------------------- | | Intangible assets subject to amortization | $207.9 | $212.9 | | Intangible assets not subject to amortization (Trade names) | $778.2 | $768.2 | | Total Intangible Assets, Net | $986.1 | $981.1 | - Amortization expense for intangible assets was **$10.3 million** in Q1 2024, down from **$11.8 million** in Q1 2023[34](index=34&type=chunk) - Estimated future amortization expense totals **$207.9 million**, with **$30.6 million** remaining for 2024[35](index=35&type=chunk) [Note 6. Debt](index=12&type=section&id=Note%206.%20Debt) Debt Composition (in millions) | Debt Type | March 31, 2024 | December 31, 2023 | | :----------------------------------- | :------------- | :---------------- | | Senior unsecured notes (various maturities) | $1,150.0 | $1,150.0 | | Other notes | $1.4 | $1.4 | | Total long-term debt | $1,142.6 | $1,141.9 | - The weighted average effective interest rate on outstanding borrowings was **3.02%** as of March 31, 2024[37](index=37&type=chunk) - No outstanding borrowings on the **$1.5 billion** unsecured revolving credit facility as of March 31, 2024[39](index=39&type=chunk) [Note 7. Leases](index=14&type=section&id=Note%207.%20Leases) Lease Cost and Cash Flow (in millions) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :----------------------------------- | :-------------------------------- | :-------------------------------- | | Operating lease cost | $25.2 | $23.6 | | Cash payments for operating leases | $25.3 | $23.5 | | Right-of-use assets obtained | $28.2 | $15.6 | - The weighted average remaining lease term for operating leases was **6.3 years** as of March 31, 2024, with a weighted average discount rate of **4.5%**[46](index=46&type=chunk) [Note 8. Income Taxes](index=16&type=section&id=Note%208.%20Income%20Taxes) - Effective income tax rate for Q1 2024 was **23.3%**, down from **24.4%** in Q1 2023, primarily due to state income taxes[47](index=47&type=chunk) [Note 9. Equity](index=16&type=section&id=Note%209.%20Equity) Stock-Based Compensation and Dividends (in millions, except per share) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :----------------------------------- | :-------------------------------- | :-------------------------------- | | Stock-based compensation expense | $13.0 | $13.5 | | Cash dividends and dividend equivalents | $65.3 | $62.0 | | Share repurchases | $0.0 | $38.9 | | Cash dividends declared per common share | $1.10 | $1.00 | - The Board of Directors declared a Q2 2024 cash dividend of **$1.10 per share**, a **10%** increase from the prior year[51](index=51&type=chunk)[74](index=74&type=chunk)[98](index=98&type=chunk) - No shares were repurchased in Q1 2024, compared to **$38.9 million** in Q1 2023. The company has **$1.44 billion** remaining authorization under its share repurchase program[53](index=53&type=chunk)[54](index=54&type=chunk)[99](index=99&type=chunk) [Note 10. Commitments and Contingencies](index=19&type=section&id=Note%2010.%20Commitments%20and%20Contingencies) - The company is involved in an environmental remediation project but does not expect a material adverse impact due to insurance coverage[57](index=57&type=chunk) - Routine legal actions are not expected to have a material adverse impact on financial position, results of operations, or cash flows[58](index=58&type=chunk) [Note 11. Earnings Per Share](index=20&type=section&id=Note%2011.%20Earnings%20Per%20Share) Earnings Per Share Computation (in millions, except per share) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :----------------------------------- | :-------------------------------- | :-------------------------------- | | Net income attributable to Reliance | $302.9 | $383.1 | | Weighted average shares outstanding (Basic) | 57,340 | 58,832 | | Weighted average diluted shares outstanding | 57,882 | 59,534 | | Basic EPS | $5.28 | $6.51 | | Diluted EPS | $5.23 | $6.43 | - Diluted EPS decreased to **$5.23** in Q1 2024 from **$6.43** in Q1 2023, reflecting lower net income and a slight reduction in diluted shares outstanding[60](index=60&type=chunk) [Note 12. Employee Benefits](index=20&type=section&id=Note%2012.%20Employee%20Benefits) - Recognized estimated withdrawal liabilities of **$4.6 million** in Q1 2024 due to anticipated withdrawal from two multiemployer plans[61](index=61&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=21&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides an overview of Reliance, Inc.'s financial performance and condition for the first quarter of 2024, highlighting a decline in operating results due to lower metals prices and decreased tons sold, despite healthy demand in most end markets. It details recent acquisitions, analyzes changes in net sales, gross profit, expenses, and operating income, and discusses liquidity, capital resources, and critical accounting estimates [Overview](index=23&type=section&id=Overview) - Operating results in Q1 2024 declined year-over-year due to lower metals prices and a decrease in tons sold, impacted by one less shipping day[69](index=69&type=chunk) - Gross profit margin remained stable at **31.0%** in Q1 2024 (vs. **30.9%** in Q1 2023), supported by strong operational execution, product/market diversity, and increased value-added processing[70](index=70&type=chunk) - Same-store net sales decreased **8.8%** in Q1 2024, driven by a **6.5%** decline in average selling price per ton and a **2.9%** decline in tons sold[71](index=71&type=chunk) - Demand improved in non-residential construction and automotive, remained stable in aerospace, and modestly lower in semiconductors and broader manufacturing[72](index=72&type=chunk) [Acquisitions](index=23&type=section&id=Acquisitions) - Completed three acquisitions in 2024 with combined 2023 annual sales of nearly **$500 million**[75](index=75&type=chunk) - Acquired Cooksey Iron & Metal Company on February 1, 2024, contributing **$16.1 million** to Q1 2024 net sales[75](index=75&type=chunk) - Acquired American Alloy Steel, Inc. (2023 net sales ~**$310 million**) and Mid-West Materials, Inc. (2023 net sales ~**$87 million**) on April 1, 2024, with no sales included in Q1 2024[77](index=77&type=chunk) [Results of Operations](index=25&type=section&id=Results%20of%20Operations) [Net Sales](index=27&type=section&id=Net%20Sales) Net Sales and Volume Trends (Q1 2024 vs. Q1 2023) | Metric | 2024 | 2023 | Dollar Change | Percentage Change | | :----------------------------------- | :----- | :----- | :------------ | :---------------- | | Net sales (in millions) | $3,644.8 | $3,965.3 | $(320.5) | (8.1)% | | Net sales, same-store (in millions) | $3,618.1 | $3,965.3 | $(347.2) | (8.8)% | | Tons sold (in thousands) | 1,494.0 | 1,520.1 | (26.1) | (1.7)% | | Tons sold, same-store (in thousands) | 1,476.4 | 1,520.1 | (43.7) | (2.9)% | | Average selling price per ton sold | $2,442 | $2,623 | $(181) | (6.9)% | | Average selling price per ton sold, same-store | $2,453 | $2,623 | $(170) | (6.5)% | - Same-store net sales declined primarily due to lower selling prices and a decrease in tons sold, impacted by one less shipping day[82](index=82&type=chunk) Year-over-Year Changes in Selling Prices and Mix of Major Commodity Products | Product | Change in Average Selling Price Per Ton Sold | Change in Percentage of Total Tons Sold | | :-------------- | :----------------------------------------- | :-------------------------------------- | | Carbon steel | (4.1)% | 0.3 % | | Aluminum | (6.3)% | (0.2)% | | Stainless steel | (13.3)% | — % | | Alloy | (1.2)% | (0.2)% | [Cost of Sales and Gross Profit](index=27&type=section&id=Cost%20of%20Sales%20and%20Gross%20Profit) Cost of Sales and Gross Profit (Q1 2024 vs. Q1 2023, in millions) | Metric | 2024 | % of Net Sales | 2023 | % of Net Sales | Dollar Change | Percentage Change | | :------------- | :----- | :------------- | :----- | :------------- | :------------ | :---------------- | | Cost of sales | $2,516.6 | 69.0 % | $2,739.3 | 69.1 % | $(222.7) | (8.1)% | | Gross profit | $1,128.2 | 31.0 % | $1,226.0 | 30.9 % | $(97.8) | (8.0)% | | LIFO income | $(50.0) | (1.4)% | $(15.0) | (0.4)% | $(35.0) | | - Gross profit decreased mainly due to lower sales from reduced average selling prices and tons sold. Gross profit margin remained stable at **31.0%**[84](index=84&type=chunk)[86](index=86&type=chunk) - LIFO income increased to **$50.0 million** in Q1 2024 from **$15.0 million** in Q1 2023[83](index=83&type=chunk) [Expenses](index=29&type=section&id=Expenses) Expenses (Q1 2024 vs. Q1 2023, in millions) | Metric | 2024 | % of Net Sales | 2023 | % of Net Sales | Dollar Change | Percentage Change | | :----------------------------------- | :----- | :------------- | :----- | :------------- | :------------ | :---------------- | | SG&A expense | $671.5 | 18.4 % | $651.3 | 16.4 % | $20.2 | 3.1 % | | SG&A expense, same-store | $668.1 | 18.5 % | $651.3 | 16.4 % | $16.8 | 2.6 % | | Depreciation & amortization expense | $63.6 | 1.7 % | $61.1 | 1.5 % | $2.5 | 4.1 % | - Same-store SG&A expense increased due to higher headcount for organic growth, partially offset by lower incentive-based compensation[88](index=88&type=chunk) - SG&A expense as a percentage of sales increased due to decreased sales volume[89](index=89&type=chunk) [Operating Income](index=29&type=section&id=Operating%20Income) Operating Income (Q1 2024 vs. Q1 2023, in millions) | Metric | 2024 | % of Net Sales | 2023 | % of Net Sales | Dollar Change | Percentage Change | | :--------------- | :----- | :------------- | :----- | :------------- | :------------ | :---------------- | | Operating income | $393.1 | 10.8 % | $513.6 | 13.0 % | $(120.5) | (23.5)% | - Operating income decreased by **23.5%** due to lower gross profit (from reduced metals prices and tons sold) and a moderate increase in SG&A expense[90](index=90&type=chunk) [Other Income, Net](index=29&type=section&id=Other%20Income%2C%20Net) Other Income, Net (Q1 2024 vs. Q1 2023, in millions) | Metric | 2024 | % of Net Sales | 2023 | % of Net Sales | Dollar Change | | :-------------- | :----- | :------------- | :----- | :------------- | :------------ | | Other income, net | $(12.8) | (0.4)% | $(5.8) | (0.1)% | $(7.0) | - The increase in other income, net, was mainly due to higher interest income from increased cash balances[93](index=93&type=chunk) [Income Tax Rate](index=31&type=section&id=Income%20Tax%20Rate) - Effective income tax rate for Q1 2024 was **23.3%**, down from **24.4%** in Q1 2023, primarily due to state income taxes[94](index=94&type=chunk) [Financial Condition](index=31&type=section&id=Financial%20Condition) [Operating Activities](index=31&type=section&id=Operating%20Activities) - Net cash provided by operations decreased to **$126.3 million** in Q1 2024 from **$384.6 million** in Q1 2023, mainly due to lower profitability and increased working capital spending[95](index=95&type=chunk) - Days sales outstanding were **40.8 days** (Q1 2024) vs. **40.0 days** (Q1 2023); inventory turnover rate was **4.6 times** (Q1 2024) vs. **4.9 times** (Q1 2023)[95](index=95&type=chunk) [Investing Activities](index=31&type=section&id=Investing%20Activities) - Net cash used in investing activities increased to **$177.4 million** in Q1 2024 from **$102.6 million** in Q1 2023, primarily due to capital expenditures and an acquisition[96](index=96&type=chunk) [Financing Activities](index=31&type=section&id=Financing%20Activities) - Net cash used in financing activities significantly decreased to **$90.3 million** in Q1 2024 from **$639.2 million** in Q1 2023, mainly due to the redemption of **$500 million** senior notes in January 2023 and reduced share repurchases[97](index=97&type=chunk) - Increased quarterly dividend rate by **10%** to **$1.10 per common share** in Q1 2024[98](index=98&type=chunk) [Share Repurchase Plan](index=31&type=section&id=Share%20Repurchase%20Plan) - As of March 31, 2024, **$1.44 billion** remained authorized under the **$1.5 billion** share repurchase program[99](index=99&type=chunk) [Debt](index=31&type=section&id=Debt) - No outstanding borrowings on the **$1.5 billion** unsecured revolving credit facility as of March 31, 2024[100](index=100&type=chunk) - Aggregate of **$1.15 billion** principal amount of senior unsecured note obligations with maturities through 2036[100](index=100&type=chunk) [Liquidity and Capital Resources](index=33&type=section&id=Liquidity%20and%20Capital%20Resources) - Primary sources of liquidity (operations, cash, credit agreement) are believed to be sufficient for cash requirements and stockholder returns[103](index=103&type=chunk) - As of March 31, 2024, cash and cash equivalents were **$934.9 million**, and the net debt-to-total capital ratio was **2.6%**[103](index=103&type=chunk) - **$400.3 million** of debt obligations are due before the Credit Agreement matures on September 3, 2025[104](index=104&type=chunk) [Covenants](index=33&type=section&id=Covenants) - The company was in compliance with all financial maintenance covenants in its Credit Agreement at March 31, 2024[106](index=106&type=chunk) [Seasonality](index=33&type=section&id=Seasonality) - Overall operations have not shown material seasonal trends due to geographic, product, and customer diversity[107](index=107&type=chunk) - Revenues in July, November, and December are typically lower due to fewer working days[107](index=107&type=chunk) [Goodwill and Other Intangible Assets](index=33&type=section&id=Goodwill%20and%20Other%20Intangible%20Assets) Goodwill and Intangible Assets (as of March 31, 2024, in billions) | Asset Type | Amount | % of Total Assets | % of Total Equity | | :-------------------------- | :----- | :---------------- | :---------------- | | Goodwill | $2.13 | 20% | 27% | | Other intangible assets, net | $0.986 | 9% | 12% | - Goodwill and indefinite-lived intangible assets are not amortized but are subject to annual impairment tests[108](index=108&type=chunk) [Critical Accounting Estimates](index=33&type=section&id=Critical%20Accounting%20Estimates) - Critical accounting estimates involve significant estimation uncertainty and include the recoverability of goodwill, other indefinite-lived intangible assets, and long-lived assets[111](index=111&type=chunk) - No material changes to critical accounting estimates occurred during Q1 2024[112](index=112&type=chunk) [Website Disclosure](index=35&type=section&id=Website%20Disclosure) - The company uses its website (www.reliance.com and investor.reliance.com) as a distribution channel for material company information[113](index=113&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=35&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section states that there have been no material changes to the company's exposures to market risk as disclosed in its Annual Report on Form 10-K for the year ended December 31, 2023 - No material changes to market risk exposures since the 2023 Annual Report on Form 10-K[114](index=114&type=chunk) [Item 4. Controls and Procedures](index=35&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of March 31, 2024. No material changes to internal control over financial reporting occurred during the first quarter of 2024 - Disclosure controls and procedures were effective as of March 31, 2024[115](index=115&type=chunk) - No material changes to internal control over financial reporting during Q1 2024[116](index=116&type=chunk) [PART II — OTHER INFORMATION](index=35&type=section&id=PART%20II%20%E2%80%94%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=35&type=section&id=Item%201.%20Legal%20Proceedings) This section incorporates by reference the information on legal matters and environmental contingencies from Note 10 of the Unaudited Consolidated Financial Statements, indicating no material adverse impact is expected from current legal actions or environmental projects - Information on legal matters and environmental contingencies is incorporated from Note 10[117](index=117&type=chunk) [Item 1A. Risk Factors](index=37&type=section&id=Item%201A.%20Risk%20Factors) This section states that there have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2023 - No material changes to risk factors since the 2023 Annual Report on Form 10-K[119](index=119&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=37&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section indicates that there were no unregistered sales of equity securities or use of proceeds to report for the period - No unregistered sales of equity securities or use of proceeds[120](index=120&type=chunk) [Item 3. Defaults Upon Senior Securities](index=37&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This section reports that there were no defaults upon senior securities during the period - No defaults upon senior securities[121](index=121&type=chunk) [Item 4. Mine Safety Disclosures](index=37&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section states that mine safety disclosures are not applicable to the company - Mine safety disclosures are not applicable[122](index=122&type=chunk) [Item 5. Other Information](index=37&type=section&id=Item%205.%20Other%20Information) This section confirms that no directors or officers adopted, terminated, or modified a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during the first quarter of 2024 - No directors or officers adopted, terminated, or modified Rule 10b5-1 or non-Rule 10b5-1 trading arrangements in Q1 2024[123](index=123&type=chunk) [Item 6. Exhibits](index=37&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed or furnished with the Quarterly Report on Form 10-Q, including certifications from the CEO and CFO, Sarbanes-Oxley Act certifications, and unaudited financial information formatted in iXBRL - Includes certifications from CEO and CFO (Exhibits 31.1, 31.2), Sarbanes-Oxley Act certification (Exhibit 32), and unaudited financial information in iXBRL format (Exhibit 101)[124](index=124&type=chunk) [SIGNATURE](index=38&type=section&id=SIGNATURE) This section contains the signature of Arthur Ajemyan, Senior Vice President and Chief Financial Officer, on behalf of Reliance, Inc., certifying the filing of the report - Report signed by Arthur Ajemyan, Senior Vice President and Chief Financial Officer, on May 2, 2024[127](index=127&type=chunk)

Financial Data and Key Metrics Changes - The company reported non-GAAP earnings per diluted share of $5.30 for Q1 2024, which was at the low end of the guided range due to softer pricing than anticipated [15][5] - The gross profit margin for Q1 2024 was 31%, supported by a higher-than-expected LIFO benefit and better alignment of costs [16][6] - Operating cash flow for Q1 was $126.3 million, funding $108.7 million in capital expenditures and $65.3 million in dividends [18][6] Business Line Data and Key Metrics Changes - Tons sold increased by 10.3% compared to Q4 2023, but were down 1.7% year-over-year, outperforming the service center industry decrease of 4.2% [9][10] - Carbon steel tubing, plate, and structurals represented about one-third of sales, showing solid volume growth [11] - Aerospace products accounted for about 9% of total sales, with stable demand year-over-year [12] Market Data and Key Metrics Changes - The average selling price per ton sold was $2,442, a decline of 1% compared to Q4 2023, with carbon steel prices increasing by 1% but trending down in Q2 [10][11] - Demand in the semiconductor industry has stabilized but remains down year-over-year, with a positive long-term outlook due to the CHIPS Act [13] Company Strategy and Development Direction - The company completed three acquisitions in 2024, adding nearly $500 million in annualized sales based on 2023 results, and continues to evaluate future acquisition opportunities [6][7] - The capital expenditure budget for 2024 is $440 million, with two-thirds allocated for growth projects [6][7] Management's Comments on Operating Environment and Future Outlook - Management expects a better-than-normal seasonal recovery in demand for Q2 2024, with shipping volumes anticipated to increase by 2.5% to 4.5% sequentially [19] - The company anticipates non-GAAP earnings per diluted share in the range of $4.70 to $4.90 for Q2 2024, reflecting short-term pressure on gross profit margins [20] Other Important Information - The company has a strong M&A pipeline and has completed 75 acquisitions since its IPO in 1994 [7] - The LIFO reserve on the balance sheet was $529 million, which will benefit future operating results [17] Q&A Session Summary Question: Expectations for FIFO gross margins in Q3 - Management expects FIFO gross margins to improve in Q3 as prices level out [22][23] Question: Operating expenses higher than anticipated - Management noted that increased operating expenses were due to higher volumes and ongoing infrastructure expansions [24][26] Question: Same-store volumes in Q2 and Q3 of last year - Management indicated that same-store volumes were relatively stable, with minor acquisitions not significantly affecting the numbers [31][32] Question: Impact of acquisitions on growth rates - Management confirmed that acquisitions would contribute positively to growth rates, with expectations of around 4% growth year-on-year [34][35] Question: Repurchase activity and acquisition pipeline - Management stated that no share repurchases occurred in Q1 due to ongoing acquisition activities, but they remain open to future repurchases [39][40] Question: Aerospace and defense market outlook - Management sees strong demand in the defense sector, while commercial aerospace faces near-term pressure due to supply chain adjustments [54][56]