哪位有关于废钢利用的英文文献?

哪位有关于废钢利用的英文文献?

Metal Management, Inc. (herein, "MTLM" or the "Company") was founded in
1981 and re-incorporated in Delaware in June 1986. Prior to April 11, 1996, the
Company was called General Parametrics Corporation and operated as a
manufacturer and marketer of color thermal and dye sublimation printers and
related consumables, including ribbons, transparencies and paper. This business
was discontinued by the Company during fiscal 1997. On April 9, 1996, the
Company's stockholders approved an amendment to the Company's Certificate of
Incorporation to change the name of the Company from General Parametrics
Corporation to Metal Management, Inc. Effective April 15, 1996, the Company
formally changed its Nasdaq stock symbol to "MTLM". On April 25, 1996, the Board
of Directors of the Company approved a change in the Company's fiscal year end
from October 31 to March 31, effective April 1, 1996.
MTLM entered the scrap metal recycling industry on April 11, 1996, through
its merger with EMCO Recycling Corp. ("EMCO"), headquartered in Phoenix,
Arizona. As part of the strategic redirection, in April 1996, management
announced plans to exit the Spectra*Star printer and consumables business. On
July 16, 1996, Mannesmann Tally ("Tally") acquired the inventory and related
production equipment of the Spectra*Star business for approximately $1.3 million
in cash and provided additional contingent consideration in the form of
royalties on future sales of Spectra*Star printers and related consumables. The
Company discontinued and sold its VideoShow and related products lines business
("VideoShow") in December 1996 for consideration substantially in the form of
royalties on future sales of VideoShow equipment. The VideoShow consideration is
not expected to be material to the Company. On January 1, 1997, the Company
acquired the MacLeod Group of Companies ("MacLeod") headquartered in South Gate,
California. On January 7, 1997, the Company acquired HouTex Metals Company, Inc.
("HouTex"), headquartered in Houston, Texas. On May 1, 1997, the Company
acquired Reserve Iron & Metal, L.P. ("Reserve"), headquartered in Cleveland,
Ohio, with operations in Ohio, Illinois and Alabama. EMCO, MacLeod, HouTex and
Reserve are referred to herein as the "Acquired Companies" and "Recycling
Operations."
The Company and its wholly-owned subsidiaries are engaged in the business
of dismantling, processing, marketing, brokering and recycling of both ferrous
and non-ferrous metals with the goal of becoming one of the largest recyclers of
scrap metal in North America. Giving effect to the acquisition of the Acquired
Companies, MTLM operates twenty recycling centers in five states and resells
processed scrap metal and other materials to domestic and foreign customers.
MTLM intends to continue its expansion principally through acquisition to
consolidate the highly fragmented scrap metal recycling industry. MTLM believes
that no single company is a significant processor of scrap metal on a national
scale, although certain companies are significant processors on a local or
regional scale.
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ACQUISITION STRATEGY
MTLM believes that similar to the solid waste industry, the scrap metal
recycling industry has recently begun to experience market consolidation due to,
among other things: (1) significant capital requirements caused by expanding
equipment needs and by more stringent environmental regulations; and (2) desire
of owners of independent scrap metal processors to sell closely-held businesses
to companies with access to public capital markets.
MTLM seeks to acquire significant processors of scrap metal in large
metropolitan markets which will serve as regional platform companies and to
follow these acquisitions with "tuck-in" acquisitions of smaller processors.
MTLM believes that this consolidation strategy will allow MTLM to improve its
operating margins and profitability by: (1) increasing its market share, which
is expected to enhance customer relationships and enhance supply capabilities;
(2) spreading the cost of management and administrative staff, and utilizing
equipment and other assets, across larger operations; and (3) transferring
technology and best demonstrated processing and marketing strategies among
acquired recycling operations. The Company is continuously evaluating
acquisition opportunities.
RECYCLING OPERATIONS
The Recycling Operations are engaged in buying, processing, and selling
scrap metals. The principal forms in which scrap metals are generated include
industrial scrap and obsolete scrap. Industrial scrap results from residual
materials from manufacturing processes. Obsolete scrap consists primarily of
residual metals from old or obsolete consumer and industrial products such as
appliances and automobiles.
FERROUS OPERATIONS
Ferrous Scrap Purchasing
The Company purchases ferrous scrap from two primary sources: (1)
manufacturers who generate steel and iron ("industrial scrap"); and (2)
junkyards, demolition firms, railroads, the military and others who generate
steel and iron scrap ("obsolete scrap"). In addition to these sources, the
Company purchases, at auction, furnace iron from integrated steel mills and
obsolete steel and iron from government and large industrial accounts. Finally,
the Company purchases materials from small dealers, peddlers and auto wreckers
who deliver directly to the Company's processing facilities. Prices are
determined primarily by market demand and the composition, quality, size, and
weight of the materials.
Ferrous Scrap Processing
The Company prepares ferrous scrap metal for resale through a variety of
methods including sorting, shredding, shearing or cutting, baling, or breaking
and processes a number of differently sized and shaped products depending upon
customer specifications and market demand.
Sorting: After purchasing ferrous scrap metal, the Company inspects the
material to determine how it should be processed to maximize profitability. In
some instances, scrap may be sorted and sold without requiring processing. The
Company's sorting operations separate scrap for further processing according to
its size and composition with conveyor systems, front-end loaders, crane-mounted
electromagnets or claw-like grapples.
Shredding: Obsolete consumer scrap such as automobiles, home appliances and
other consumer goods, as well as certain light gauge industrial scrap, is
processed in the Company's shredding operation. These items are fed into a
shredder that quickly breaks the scrap down into fist-size pieces of ferrous
metal. The shredding process uses magnets to separate ferrous, non-ferrous and
non-metallic materials. The ferrous material is sold to the Company's customers
including mini-mills and the non-metallic by-product of the shredding
operations, referred to as "shredder fluff," is disposed of in third party
landfills. The Company operates a shredder at its EMCO subsidiary in Phoenix.
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Shearing or Cutting: Pieces of oversized ferrous scrap which are too large
for other processing, such as obsolete steel girders and used drill pipe, are
cut with hand torches, crane-mounted alligator shears and/or stationary
guillotine shears. After being reduced to more manageable size, the scrap is
then sold to customers who can accommodate larger materials, such as mini-mills.
The Company operates a shear in Chicago at its Reserve subsidiary and has made
deposits with a vendor to purchase a shear for its EMCO subsidiary.
Baling: The Company processes light gauge ferrous metals such as clips and
sheet iron, and by-products from industrial manufacturing processes, such as
stampings, clippings and excess trimmings, by baling these materials into large,
uniform blocks. The Company uses cranes, front-end loaders and conveyors to feed
the metal into hydraulic presses which compress the materials into uniform
blocks at high pressure.
Breaking of Furnace Iron: The Company processes furnace iron which includes
blast furnace iron, steel pit scrap, steel skulls, beach iron and pit scrap.
Large pieces of iron are broken down by the impact of 8 to 10 ton forged steel
balls dropped from cranes. The fragments are then sorted and screened according
to size and iron content.
Ferrous Scrap Sales
The Company sells processed ferrous scrap to end users such as mini-mills,
integrated steel makers and foundries and to brokers who aggregate materials for
other large end users. Most of the Company's customers purchase processed
ferrous scrap according to a monthly plan which establishes the quantity
purchased for the month. The Company interacts with end users and brokers
through its sales force of approximately 15 people. The price for ferrous scrap
depends upon market demand, as well as quality and grade. The Company believes
profitability may be enhanced by offering a broad product line to its customers;
however, no assurance can be provided in that regard. The Company believes that
its consolidation strategy will allow it to be a premier supplier of scrap since
it will be able to fill larger quantity orders due to increased ability to
source large amounts of raw materials. The Company's sales of processed ferrous
scrap accounted for 32% of the Company's revenues for the twelve months ended
March 31, 1997, representing approximately 152,000 tons of ferrous metals.
NON-FERROUS OPERATIONS
Non-Ferrous Scrap Purchasing
The Company purchases non-ferrous scrap from three primary sources: (1)
manufacturers and other non-ferrous scrap sources who generate or sell waste
aluminum, copper, stainless steel, brass, high-temperature alloys and other
metals; (2) telecommunications, aerospace, defense, and recycling companies that
generate obsolete scrap consisting primarily of copper wire, exotic metal alloys
and used aluminum beverage cans; and (3) peddlers who deliver to the Company
material which they collect from a variety of sources. While peddlers usually
deliver their scrap to the Company, the Company collects non-ferrous scrap from
others sources by placing retrieval bins near these sources. Once full, the bins
are transported to the Company's strategically located processing facilities.
The Company also generates non-ferrous scrap as a by-product of its ferrous
scrap processing. Non-ferrous scrap is recovered from the Company's ferrous
operations through two primary activities: (1) non-ferrous materials, generally
a mixture of aluminum, zinc, die-cast metal, stainless steel and copper, are
recovered as a by-product of the shredding process; and (2) non-ferrous
materials are identified visually and by using hand-held magnets.
A number of factors can influence the continued availability of non-ferrous
scrap such as the level of economic activity and the quality of the Company's
supplier relationships. Consistent with industry practice, the Company has
certain long-standing supply relationships that management believes will improve
as a result of implementing its consolidation strategy; however, no assurance
can be provided in that regard.
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Non-Ferrous Scrap Processing
The Company prepares non-ferrous scrap metal for resale by sorting,
shearing, cutting, chopping and/or baling.
Sorting: The Company's sorting operations separate non-ferrous scrap using
conveyor systems and front-end loaders. In addition, many non-ferrous metals are
sorted and identified using grinders, hand torches and spectrometers. The
Company's ability to identify metallurgical composition is critical to
maintaining margins and profitability. Due to the high value of many non-ferrous
metals, the Company can afford to utilize more labor intensive sorting
techniques than are employed in its ferrous operations. The Company sorts
non-ferrous scrap for further processing according to type, grade, size and
chemical composition. Throughout the sorting process, the Company determines
whether the material requires further processing before being sold.
Copper: Copper scrap may be processed in several ways. The Company
processes copper scrap predominately by using wire choppers which grind the wire
into small pellets. During chopping operations, the plastic casing of the wire
is separated from the copper using a variety of techniques. In addition to wire
chopping, the Company processes scrap copper by baling and other repacking to
meet customer specifications. For the twelve months ended March 31, 1997, the
Company sold approximately 22.6 million pounds of copper.
Aluminum: The Company processes aluminum based on the size of the pieces
and customer specifications. Large pieces of aluminum are cut using crane
mounted alligator shears and stationary guillotine shears and are baled along
with small aluminum stampings to produce large bales of aluminum. Smaller pieces
of aluminum are repackaged to meet customer specifications. For the twelve
months ended March 31, 1997, the Company sold approximately 34.4 million pounds
of aluminum.
Other Non-Ferrous Materials: The Company processes other non-ferrous metals
using similar cutting, baling and repacking techniques as it uses to process
aluminum. Among other significant non-ferrous metals the Company processes
include brass and high-temperature alloys.
Non-Ferrous Scrap Sales
The Company sells processed non-ferrous scrap to end users such as
specialty steel-makers, foundries, aluminum sheet and ingot manufacturers,
copper refineries and smelters, and brass and bronze ingot manufacturers. The
Company interacts with end users and brokers through its sales force of 15
people. Prices for the majority of non-ferrous scrap metals change based upon
the daily publication of spot and futures prices on the COMEX or London Metal
Exchange. The Company's sales of processed non-ferrous scrap accounted for 67%
of the Company's revenues for the twelve months ended March 31, 1997,
representing approximately 65 million pounds of non-ferrous metals.
TRANSPORTATION
The Company's subsidiaries operate trucks, trailers and roll-off containers
to transport material from suppliers and to customers. In addition, the Company
utilizes railroad and independent trucking for a portion of its inbound and
outbound hauling.
ENVIRONMENTAL MATTERS
Information with respect to Environmental Matters is included in the
section "Factors Influencing Future Results and Accuracy of Forward Looking
Statements -- Environmental Matters".
SEASONALITY
The Company's subsidiaries have, in the past, experienced lower sales in
July and December. The Company's operations can be adversely affected by
protracted periods of inclement weather or unexpected closing or shutdown of
customer's plants, which could reduce the volume of material processed at its
facilities.
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PERSONNEL
As of March 31, 1997, the Company employed 376 people, of whom 11 are in
the Corporate office. 365 employees work in the Company's recycling centers, of
which 191 are full-time and 174 are part-time employees. None of the Company's
employees are represented by a labor union. The Company considers relations with
its employees to be satisfactory.
RESEARCH AND DEVELOPMENT
The Company is not currently involved in any research and development
projects.
EXPORT SALES
The Company's MacLeod subsidiary generated approximately $2.5 million (3%
of consolidated net sales) from foreign sales for the year ended March 31, 1997.
Foreign sales are denominated in U.S. dollars.
COMPETITION
The scrap metal recycling industry is highly competitive, with the
principal competitive factors being price and availability of scrap metal.
Competition in the industry is intense in part because the barriers to entry
into the scrap metal collection business are relatively low. Additionally, the
Company faces competition from producers of finished steel products, many of
whom have substantially greater financial resources than the Company, who may
vertically integrate by entering the scrap metal recycling business. There can
be no assurance that the Company will be able to obtain or maintain a market
share necessary to achieve its financial goals or to effectively compete in its
markets.
RECENT DEVELOPMENTS
On May 16, 1997, the Company signed a definitive agreement to merge a
wholly-owned subsidiary with and into Cozzi Iron & Metal, Inc. ("Cozzi"),
headquartered in Chicago, Illinois. Cozzi will be the surviving entity and will
operate as a wholly-owned subsidiary of the Company following the merger. The
closing of the Cozzi merger is subject to shareholder and government approvals
and is also subject to certain other conditions precedent. At the closing of
this merger, the shareholders of Cozzi will receive 11.5 million shares of the
Company's common stock, warrants to purchase 1.5 million shares of common stock,
and $6.0 million in cash. Further, at the effective time of the merger, the
Company intends to appoint Albert A. Cozzi as President and Chief Operating
Officer of the Company. T. Benjamin Jennings will remain Chairman of the Board
and Chief Development Officer, and Gerard M. Jacobs will remain the Chief
Executive Officer of the Company. Contemporaneous with closing, Albert A. and
Frank J. Cozzi, as well as T. Benjamin Jennings and Gerard M. Jacobs, anticipate
entering into five-year employment agreements with the Company. In addition,
Albert A., Frank J. and Gregory P. Cozzi and T. Benjamin Jennings and Gerard M.
Jacobs intend to enter into a ten-year stockholder agreement to, among other
things, vote their respective shares in a common fashion in regard to elections
of directors and officers and in certain other circumstances. No assurance can
be provided that the Cozzi merger will close and failure of such transaction to
close for any reason could have an adverse affect on the Company and its stock
price. See "Factors Influencing Future Results and Accuracy of Forward-Looking
Statements."
On March 18, 1997, the Company signed a binding Letter of Intent to acquire
Proler Southwest Inc., and Proler Steelworks LLC ("Proler"). Proler Southwest,
Inc. and Proler Steelworks LLC have operations in Houston, Texas and Jackson,
Mississippi, respectively. The transaction is expected to be effected by the
Company acquiring all of the equity interests in Proler Southwest Inc., and
Proler Steelworks LLC in exchange for $15.0 million in cash, a $2.0 million
promissory note, 1.75 million shares of common stock of the Company and warrants
to purchase 375,000 shares of common stock. No assurance can be provided that
the Proler transaction will close and failure of such transaction to close for
any reason could have an adverse affect on the Company and its stock price.