This Quarterly Report contains "forward-looking statements" within the meaning
of the Private Securities Litigation Reform Act of 1995. Such statements can be
identified by the use of forward-looking terminology such as "objectives,"
"goals," "preliminary," "range," "believes," "expects," "may," "estimates,"
"will," "should," "plans," or "anticipates" or the negative thereof or other
variations thereon or comparable terminology, or by discussions of strategy.
Readers are cautioned that any such forward-looking statements are not
guarantees of future performance and may involve significant risks and
uncertainties, and that actual results may vary materially from those
anticipated or implied in the forward-looking statements as a result of various
factors. These forward-looking statements involve a number of risks and
uncertainties that could cause actual results to differ materially from those
suggested by the forward-looking statements. Forward-looking statements should,
therefore, be considered in light of various factors, including those set forth
under "Special Note Regarding Forward-Looking Statements" and "Risk Factors" in
our Annual Report on Form 10-K for the year ended December 31, 2021 filed on
February 23, 2022 and the section entitled "Management's Discussion and Analysis
of Financial Condition and Results of Operations - Industry and Operating
Trends" and elsewhere in this Quarterly Report on Form 10-Q. Moreover, we
caution you not to place undue reliance on these forward-looking statements,
which speak only as of the date they were made. We do not undertake any
obligation to publicly release any revisions to these forward-looking statements
to reflect events or circumstances after the date of this Quarterly Report or to
reflect the occurrence of unanticipated events.

The contents herein are provided for general information purposes only and do
not constitute an offer to sell or buy, or a solicitation of an offer to buy,
any security ("Security") of Ryerson Holding or its affiliates in any
jurisdiction. Ryerson does not intend to solicit and is not soliciting, any
action with respect to any Security or any other contractual relationship with
Ryerson. Nothing in this Form 10-Q, individually or taken in the aggregate,
constitutes an offer of securities for sale or buy, or a solicitation of an
offer to buy, any Security in the United States, or to US persons, or in any
other jurisdiction in which such an offer or solicitation is unlawful.

The following discussion should be read in conjunction with our condensed consolidated financial statements and accompanying notes in Section 1, “Financial Statements” of this Quarterly Report on Form 10-Q, and our consolidated financial statements and accompanying notes for the financial year ended
December 31, 2021 in our Annual Report on Form 10-K filed on February 23, 2022.

Industry and Operation Trends

We are a metals service center providing value-added processing and distribution
of industrial metals with operations in the United States, Canada, Mexico, and
China. We purchase large quantities of metal products from primary producers and
sell these materials in smaller quantities to a wide variety of metals-consuming
industries. We carry a full line of nearly 75,000 products in stainless steel,
aluminum, carbon steel, and alloy steels and a limited line of nickel and red
metals in various shapes and forms. In addition to our metals products, we offer
numerous value-added processing and fabrication services, and nearly 80% of the
metals products we sell are processed by us by bending, beveling, blanking,
blasting, burning, cutting-to-length, drilling, embossing, flattening, forming,
grinding, laser cutting, machining, notching, painting, perforating, polishing,
punching, rolling, sawing, scribing, shearing, slitting, stamping, tapping,
threading, welding, or other techniques to process materials to a specified
thickness, length, width, shape, and surface quality pursuant to specific
customer orders.

Similar to other metals service centers, we maintain substantial inventories of
metals to accommodate the short lead times and just-in-time delivery
requirements of our customers. Accordingly, we purchase metals to maintain our
inventory at levels that we believe to be appropriate to satisfy the anticipated
needs of our customers based upon customer forecasts, historic buying practices,
supply agreements with customers, mill lead times, and market conditions. Our
commitments to purchase metals are generally at prevailing market prices in
effect at the time we place our orders. At the request of our customers, we have
entered into swaps in order to mitigate our customers' risk of volatility in the
price of metals and we have entered into metals hedges to mitigate our own risk
of volatility in the price of metals. We have no long-term, fixed-price metals
purchase contracts. When metals prices decline, customer demands for lower
prices and our competitors' responses to those demands could result in lower
sale prices and, consequently, lower gross profits and earnings as we sell
existing metals inventory. When metals prices increase, competitive conditions
will influence how much of the price increase we may pass on to our customers.

The metals service center industry is cyclical and volatile in both pricing and
demand, and difficult to predict. In the first half of 2022, Ryerson experienced
stronger pricing compared to the first half of 2021, with average selling prices
42.6% higher, reflective of the strong commodity pricing environment caused by
global demand outpacing supply availability, trade disruption due to the Russian
war on Ukraine, and customers building inventory in preparation for continued
supply chain issues. Changes in average selling prices are primarily driven by
commodity metals prices, which impact Ryerson's selling prices.

Key industry indicators showed slowing growth in the second quarter of 2022.
This is evidenced by the Institute for Supply Management's Purchasing Managers'
Index ("PMI"), which reported sequential declines in April, May, and June.
Additionally, U.S. Industrial Production decreased year-over year for the month
of June, signifying slowing conditions.

According to the Metal Service Center Institute, North American service center
volumes declined by 4.4% in the first half of 2022 compared to the first half of
2021. On a North American basis, Ryerson performed better than the industry with
volumes

                                       22
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declining 2.7% over the same period. However, on a quarterly sequential basis,
industry volume growth of 0.3% was greater than Ryerson's volume decrease of
0.7%. On a quarterly sequential basis, Ryerson end-market demand decreased in
the HVAC and food processing and agricultural equipment sectors, but was
partially offset by demand growth in the oil & gas, metal fabrication and
machine shops, as well as commercial ground transportation sectors.

First Half 2022 Performance Highlights vs. First Half 2021

$3.5B                            25.1%                             $360M
                                                                   Net Income Attributable to
Total Revenues                   Gross Margin                      Ryerson
             36% increase                    740 bps increase                    $222M increase
$9.26                            $9.56                             $168M
                                                                   Cash from Operating
Diluted EPS                      Adj. Diluted EPS*                 Activities
             $5.69 increase                  $8.06 increase                      $219M increase

*A reconciliation of the non-GAAP financial measure to the comparable GAAP measure is included in the following table.

Ryerson generated revenues of $3.5 billion in the first six months of 2022, an
increase of 36.1% compared to $2.6 billion for the first six months of 2021,
with average selling prices 42.6% higher and tons shipped 4.5% lower. In the
first six months of 2022, gross margin expanded to 25.1% compared to 17.7% for
the first six months of 2021. Included in the first six months of 2022 cost of
materials sold was LIFO income of $71.6 million, compared to LIFO expense of
$188.6 million in the first six months of 2021. Net income attributable to
Ryerson Holding Corporation was $360.0 million, or earnings of $9.26 per diluted
share, in the first six months of 2022 compared to net income attributable to
Ryerson Holding Corporation of $138.2 million, or income of $3.57 per diluted
share, for the first six months of 2021.

To provide greater insight into the Company's operating trends for the first six
months of 2022 apart from the period's one-time transactions, Ryerson provides
adjusted net income and adjusted diluted earnings per share figures, which are
not U.S. generally accepted accounting principles ("GAAP") financial measures,
to compliment the reported GAAP net income and diluted earnings per share
figures. Management uses these metrics to assess year-over-year performance
excluding non-recurring transactions. Adjusted net income and adjusted diluted
earnings per share do not represent, and should not be used as a substitute for,
net income or diluted earnings per share determined in accordance with GAAP.
Illustrated in the below table, the first six months of 2022 net income
attributable to Ryerson of $360.0 million includes a loss on retirement of debt
of $19.8 million and a gain on sale of assets of $3.8 million. After adjusting
for these non-core business transactions and the related income tax provision,
the adjusted net income attributable to Ryerson for the first six months of 2022
is $371.9 million, an increase of $313.8 million compared to the year-ago
adjusted net income attributable to Ryerson of $58.1 million which adjusted a
gain on the sale of assets of $107.7 million and related income taxes.

(Dollars and shares in millions, except per share data) First half 2022

      First Half 2021
Net income attributable to Ryerson Holding Corporation    $           360.0     $           138.2
Gain on sale of assets                                                 (3.8 )              (107.7 )
Loss on retirement of debt                                             19.8                     -
Provision (benefit) for income taxes on above items                    (4.1 )                27.6

Adjusted net income attributable to Ryerson Holding Company

                                               $           371.9     $            58.1
Diluted earnings per share                                $            9.26     $            3.57
Adjusted diluted earnings per share                       $            9.56     $            1.50
Shares outstanding - diluted                                           38.9                  38.7


Recent Developments

After the Russian forces invaded Ukraine on February 24, 2022, the Biden
administration issued executive orders prohibiting the importation of goods from
covered regions related to Ukraine and Russia. Ryerson takes this very seriously
and has reviewed our direct and indirect material purchases to ensure
compliance. On April 8, 2022, President Biden signed into law the Suspending
Normal Trade Relations with Russia and Belarus Act, which denies "most-favored
nation" tariff treatment to products of Russia and Belarus

                                       23
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and extends the President's authority to impose sanctions under the Global
Magnitsky Human Rights Accountability Act. Beginning April 9, 2022, the Act
imposes a 10.5% import duty on unalloyed primary aluminum and 11.0% on value-add
aluminum products. The import duties are not expected to have a meaningful
impact on the availability of aluminum for Ryerson. In 2022, the Company has not
purchased material from Russia or the named Ukrainian regions and has no open
purchases orders issued to Russian suppliers as of June 30, 2022.

On August 10, 2021, the Senate passed the Infrastructure Investment and Jobs
Act, a $1.2 trillion bill which features $550 billion in new federal spending
over 5 years. Included in this spending is investment in roads, bridges, and
major projects, passenger and freight rail, electrical grid improvements,
expansion of broadband access, transit systems, infrastructure for electric
vehicles, and improvements to water systems. This bill was signed into law on
November 15, 2021. The Company believes that the additional government spending
on infrastructure projects under the Infrastructure Investment and Jobs Act may
generate additional demand for our products especially within the industrial
equipment, construction, green energy, and transportation industries.
Accordingly, we anticipate that the Infrastructure Investment and Jobs Act will
be beneficial to the Company, but ultimately the impact on the Company's
operations is unclear.

On April 22, 2021, the U.S. International Trade Commission ("USITC") confirmed
the Department of Commerce's affirmative antidumping duty determinations and
injury determinations regarding US imports of common alloy aluminum sheet. As a
result, the USITC has issued final antidumping duty orders on U.S. imports of
common alloy aluminum sheet from the following sixteen countries: Bahrain,
Brazil, Croatia, Egypt, Germany, India, Indonesia, Italy, Oman, Romania, Serbia,
Slovenia, South Africa, Spain, Taiwan, and Turkey. Antidumping rates differ
greatly depending on country of origin and producing mill and range from the low
single digits to as high as 243%. Ryerson anticipates that the actions of the
USITC will support the prices of domestically produced aluminum sheet and
therefore benefit the Company's average selling prices.

On March 1, 2018, the White House announced a 25% tariff on all imported steel
products and 10% tariff on all imported aluminum products for an indefinite
amount of time under Section 232 of the Trade Expansion Act ("Section 232").
These tariffs, while in effect, have discouraged metal imports from non-exempt
countries and have had a favorable impact on the prices of the products we sell
and our results of operations. In October 2021, the US and European Union agreed
to revise Section 232 tariffs applied to the import of European steel and
aluminum, allowing for the duty-free import of European steel and aluminum into
the US, subject to tariff rate quotas. Specifically, the tariff rate quota
includes the duty-free import of 3.3 million metric tons of steel melted and
poured in the European Union, 18 thousand metric tons of unwrought aluminum, and
366 thousand metric tons of semi-finished aluminum. The revision is to be
applied on January 1, 2022. Tariff rate quotas have since been implemented for
Japan and the United Kingdom at 1.25 million metric tons and 0.5 million metric
tons, respectively. Effective dates for the revisions are April 1, 2022 for
Japan and June 1, 2022 for the United Kingdom.

Components of operating results

We generate substantially all of our revenue from sales of our metals products.
The majority of revenue is recognized upon delivery of product to customers. The
timing of shipment is substantially the same as the timing of delivery to
customers given the proximity of our distribution sites to our customers.
Revenues associated with products which we believe have no alternative use, and
where the Company has an enforceable right to payment, are recognized on an
over-time basis. Over-time revenues are recorded in proportion with the progress
made toward completing the performance obligation.

Sales, cost of materials sold, gross margin and controlling operating expenses are the main factors that affect our profitability.

Net sales. Our sales volume and pricing are driven by market demand, which is
largely determined by overall industrial production and conditions in the
specific industries in which our customers operate. Sales prices are also
primarily driven by market factors such as overall demand and availability of
product. Our net sales include revenue from product sales, net of returns,
allowances, customer discounts, and incentives.

Cost of materials sold. Cost of materials sold includes metal purchase and
in-bound freight costs, third-party processing costs, and direct and indirect
internal processing costs. The cost of materials sold fluctuates with our sales
volume and our ability to purchase metals at competitive prices. Increases in
sales volume generally enable us to improve purchasing leverage with suppliers,
as we buy larger quantities of metals inventories.

Gross profit. Gross profit is the difference between net sales and the cost of
materials sold. Our sales prices to our customers are subject to market
competition. Achieving acceptable levels of gross profit is dependent on our
acquiring metals at competitive prices, our ability to manage the impact of
changing prices, and efficiently managing our internal and external processing
costs.

Operating expenses. Optimizing business processes and asset utilization to lower
fixed expenses such as employee, facility, and truck fleet costs, which cannot
be rapidly reduced in times of declining volume, and maintaining a low fixed
cost structure in times of increasing sales volume, have a significant impact on
our profitability. Operating expenses include costs related to warehousing and
distributing our products as well as selling, general, and administrative
expenses.

                                       24
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Results of Operations – Comparison of Three and Six Months Ended June 30, 2022
at three and six months ended June 30, 2021

The following table sets forth data from our condensed consolidated statements of earnings for the three-month and six-month periods ended June 30, 2022 and 2021 (some percentages may not be calculated due to rounding):

                                              Three Months Ended June 30,                                Six Months Ended June 30,
                                           2022                         2021                         2022                         2021
                                                % of Net                     % of Net                     % of Net                     % of Net
                                     $           Sales            $           Sales            $           Sales            $           Sales
                                                    ($ in millions)                                           ($ in millions)
Net sales                        $ 1,743.5          100.0 %   $ 1,419.0    

100.0% $3,492.3 100.0% $2,566.3 100.0% Cost of Materials Sold

             1,277.6           73.3       1,162.0           81.9       2,616.3           74.9       2,111.4           82.3
Gross profit                         465.9           26.7         257.0           18.1         876.0           25.1         454.9           17.7
Warehousing, delivery,
selling, general, and
administrative expenses              182.9           10.5         178.3           12.6         358.2           10.3         350.1           13.6
Gain on sale of assets                (3.8 )         (0.2 )       (87.4 )   

(6.2) (3.8) (0.1) (107.7) (4.2) Operating income

                     286.8           16.4         166.1           11.7         521.6           14.9         212.5            8.3

Other (expenses) and income (23.6) (1.4) (14.3)

(1.0 ) (39.6 ) (1.1 ) (27.5 ) (1.1 ) Profit before tax

           263.2           15.1         151.8           10.7         482.0           13.8         185.0            7.2
Provision for income taxes            66.8            3.8          38.5            2.7         121.8            3.5          46.1            1.8
Net income                           196.4           11.3         113.3            8.0         360.2           10.3         138.9            5.4
Less: Net income attributable
to noncontrolling interest               -              -           0.4              -           0.2              -           0.7              -
Net income attributable to
Ryerson Holding Corporation      $   196.4           11.3 %   $   112.9            8.0 %   $   360.0           10.3 %   $   138.2            5.4 %
Basic earnings per share         $    5.20                    $    2.94                    $    9.45                    $    3.61
Diluted earnings per share       $    5.10                    $    2.91                    $    9.26                    $    3.57




                                       25
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Net sales

The following graphs show the percentage of the Company’s sales by main product lines for the six months ended June 30, 2022 and 2021:


                     [[Image Removed: img212497228_0.jpg]]


                                               June 30,                 Dollar      Percentage
                                        2022             2021           change        change
                                            ($ in millions)
Net sales (three-months ended)       $   1,743.5     $     1,419.0     $  324.5            22.9 %
Net sales (six-months ended)         $   3,492.3     $     2,566.3     $  926.0            36.1 %

                                               June 30,                  Tons       Percentage
                                        2022             2021           change        change
                                            (in thousands)
Tons sold (three-months ended)               524               559          (35 )          (6.3 )%
Tons sold (six-months ended)               1,052             1,102          (50 )          (4.5 )%
                                               June 30,                 Price       Percentage
                                        2022             2021           change        change
Average selling price per ton sold
(three-months ended)                 $     3,327     $       2,538     $    789            31.1 %
Average selling price per ton sold
(six-months ended)                   $     3,320     $       2,329     $    991            42.6 %


Revenue for the three-month and six-month periods ended June 30, 2022 increased
from the same periods a year ago due to higher average selling prices caused by
higher commodity prices and supply constraints. Compared to the year ago
periods, average selling price increased for all of our product lines in the
three-month and six-month periods ended June 30, 2022 with the largest increases
in our stainless flat, stainless long, carbon plate, and aluminum flat products.
Tons sold decreased in the three-month and six-month periods ended June 30,
2022, compared to the year ago periods, for almost all of our product lines with
the largest decreases in our stainless flat, aluminum flat, aluminum plate, and
stainless plate product lines.


                                       26
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Cost of materials sold
                                                    June 30,
                                        2022                         2021
                                             % of Net                     % of Net                           Percentage
                                  $           Sales            $           Sales         Dollar change         change
                                                 ($ in millions)
Cost of materials sold
(three-months ended)          $ 1,277.6           73.3 %   $ 1,162.0           81.9 %   $         115.6               9.9 %
Cost of materials sold
(six-months ended)            $ 2,616.3           74.9 %   $ 2,111.4           82.3 %   $         504.9              23.9 %




                                                  June 30,                 Cost       Percentage
                                           2022             2021          change        change
Average cost of materials sold per
ton sold (three-months ended)           $     2,438     $      2,078     $    360            17.3 %
Average cost of materials sold per
ton sold (six-months ended)             $     2,487     $      1,916     $    571            29.8 %


The increase in cost of materials sold in the three-month and six-month periods
ended June 30, 2022 compared to the year ago periods is primarily due to the
increase in average cost of materials sold per ton partially offset by lower
tons sold. The average cost of materials sold increased across all product lines
with the largest increases in our carbon plate, carbon flat, and stainless long
product lines during the three-month and six-month periods ended June 30, 2022.
During the second quarter of 2022, LIFO income was $73.8 million compared to
LIFO expense of $104.8 million in the second quarter of 2021. During the first
six months of 2022, LIFO income was $71.6 million compared to LIFO expense of
$188.6 million in the first six months of 2021.

Gross profit
                                               June 30,
                                    2022                       2021
                                        % of Net                   % of Net                           Percentage
                              $          Sales           $          Sales         Dollar change         change
                                            ($ in millions)
Gross profit
(three-months ended)       $ 465.9           26.7 %   $ 257.0           18.1 %   $         208.9              81.3 %
Gross profit (six-months
ended)                     $ 876.0           25.1 %   $ 454.9           17.7 %   $         421.1              92.6 %


Gross profit increased in the three-month and six-month periods ended June 30,
2022 compared to the year ago periods as average selling price increased faster
than the increase in the average cost of materials sold resulting in an increase
in gross margin.

Operating expenses
                                                               June 30,
                                                   2022                        2021
                                                       % of Net                     % of Net        Dollar        Percentage
                                             $          Sales            $           Sales          change          change
                                                            ($ in millions)
Warehousing, delivery, selling,
general, and administrative expenses
(three-months ended)                      $ 182.9           10.5 %    $  178.3           12.6 %    $     4.6               2.6 %
Warehousing, delivery, selling,
general, and administrative expenses
(six-months ended)                        $ 358.2           10.3 %    $  350.1           13.6 %    $     8.1               2.3 %
Gain on sale of assets (three-months
ended)                                    $  (3.8 )         (0.2 )%   $  (87.4 )         (6.2 )%   $    83.6             (95.7 )%
Gain on sale of assets (six-months
ended)                                    $  (3.8 )         (0.1 )%   $ (107.7 )         (4.2 )%   $   103.9             (96.5 )%


Warehousing, delivery, selling, general, and administrative expenses increased
slightly in the three-month and six-month periods ended June 30, 2022 compared
to the year ago periods primarily due to higher facility costs of $6.1 million
in the second quarter and $9.5 million in the first six months of 2022 primarily
due to higher operating supplies and to higher rent expense after the leaseback
of facilities sold in 2021, higher selling, general, and administrative expenses
of $4.4 million in the second quarter of 2022 and $7.8 million in the first six
months of 2022 primarily due to higher consulting fees and higher travel and
entertainment expenses, increased salaries and wages expense of $2.8 million in
the second quarter of 2022 and $6.4 million in the first six months of 2022, and
increased delivery expenses of $4.0 million in the second quarter of 2022 and
$6.0 million in the first six months of 2022 primarily due to higher fuel
prices. Partially offsetting the increase in expenses was a decrease in
incentive compensation of $14.1 million in the second quarter of 2022 and $21.0
million in the first six months of 2022.

                                       27
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The second quarter of 2022 includes a gain on sale of assets of $3.8 million
from the sale of a facility in Texas that Ryerson had an option to purchase. In
the second quarter of 2021, we recognized a gain of $87.4 million on the sale
and leaseback of twelve facilities across the United States. In the first
quarter of 2021, we recognized a gain on sale of assets of $20.3 million from
the sale and leaseback of our Renton, Washington facility.

Operating profit
                                                 June 30,
                                      2022                       2021
                                          % of Net                   % of Net       Dollar        Percentage
                                $          Sales           $          Sales         change          change
                                              ($ in millions)
Operating profit
(three-months ended)         $ 286.8           16.4 %   $ 166.1           11.7 %   $   120.7              72.7 %
Operating profit
(six-months ended)           $ 521.6           14.9 %   $ 212.5            8.3 %   $   309.1             145.5 %


Our operating profit increased in the three-month and six-month periods ended
June 30, 2022 compared to the three-month and six-month periods ended June 30,
2021, primarily due to the increase in average selling prices discussed above.

Other expenses
                                                       June 30,
                                           2022                        2021
                                               % of Net                    % of Net        Dollar       Percentage
                                     $          Sales            $          Sales          change         change
                                                   ($ in millions)
Interest and other expense on
debt (three-months ended)         $  (8.3 )         (0.5 )%   $ (13.6 )         (1.0 )%   $    (5.3 )         (39.0 )%
Interest and other expense on
debt (six-months ended)           $ (18.6 )         (0.5 )%   $ (27.1 )         (1.1 )%   $    (8.5 )         (31.4 )%
Other income and (expense), net
(three-months ended)              $ (15.3 )         (0.9 )%   $  (0.7 )            -      $   (14.6 )      (2,085.7 )%
Other income and (expense), net
(six-months ended)                $ (21.0 )         (0.6 )%   $  (0.4 )     

$(20.6) (5,150.0)%


Interest and other expense on debt decreased in the three-month and six-month
periods ended June 30, 2022 compared to the year ago periods primarily due to
the redemption and repurchase of $400.0 million principal amount of our 8.50%
senior secured notes due 2028 (the "2028 Notes") since June 30, 2021. In July
2021, $150.0 million of the 2028 Notes were redeemed and $250.0 million were
repurchased and retired in the first six months of 2022. Partially offsetting
the impact of lower outstanding 2028 Notes was higher interest expense in the
three-month and six-month periods ended June 30, 2022 due to a higher level of
borrowings outstanding under our $1.3 billion revolving credit facility ("the
Ryerson Credit Facility") compared to the year ago periods.

The other expense in the second quarter and first six months of 2022 includes a
$14.5 million loss and a $19.8 million loss, respectively, on the repurchases of
the 2028 Notes. In addition, the other expense in the second quarter and first
six months of 2022 includes $0.7 million of foreign exchange losses. The other
expense in the second quarter and first six months of 2021 includes a $1.3
million loss and a $1.0 million loss, respectively, resulting from the change in
the fair value of the embedded derivative connected with the redemption options
under the 2028 Notes.

Provision for income taxes. Our effective income tax rate was 25.4% in the
second quarter of 2022 and 25.3% in the first six months of 2022 compared to
25.4% in the second quarter of 2021 and 24.9% in the first six months of 2021.
The differences between our effective income tax rates and the U.S. federal
statutory rate of 21.0% were mainly due to state and foreign income taxes
partially offset by the effects of certain discrete items recorded during the
periods.

Earnings per share. Basic earnings per share was $5.20 in the second quarter of
2022 and $9.45 in the first six months of 2022 compared to basic income per
share of $2.94 in the second quarter of 2021 and $3.61 in the first six months
of 2021. Diluted earnings per share was $5.10 in the second quarter of 2022 and
$9.26 in the first six months of 2022 compared to diluted income per share of
$2.91 in the second quarter of 2021 and $3.57 in the first six months of 2021.
The changes in earnings per share are due to the results of operations discussed
above.

                                       28
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Liquidity and cash flow

Our primary sources of liquidity are cash and cash equivalents, cash flows from
operations, and borrowing availability under the Ryerson Credit Facility. Our
principal source of operating cash is from the sale of metals and other
materials. Our principal uses of cash are for payments associated with the
procurement and processing of metals and other materials inventories, costs
incurred for the warehousing and delivery of inventories, the selling and
administrative costs of the business, and capital expenditures.

We had cash and cash equivalents of $41.4 million at June 30, 2022, compared to
$51.2 million at December 31, 2021. Our total debt outstanding at June 30, 2022
decreased to $534 million compared to $639 million at December 31, 2021 due to
income from operations in the first six months of 2022. We had a
debt-to-capitalization ratio of 39% and 54% at June 30, 2022 and at December 31,
2021, respectively. We had total liquidity (defined as cash and cash equivalents
and availability under the Ryerson Credit Facility and foreign debt facilities)
of $894 million at June 30, 2022 versus $741 million at December 31, 2021. Our
net debt (defined as total debt less cash and cash equivalents) was $492 million
and $588 million at June 30, 2022 and December 31, 2021, respectively. Total
liquidity and net debt are not U.S. generally accepted accounting principles
("GAAP") financial measures. We believe that total liquidity provides additional
information for measuring our ability to fund our operations. Total liquidity
does not represent, and should not be used as a substitute for, net income or
cash flows from operations as determined in accordance with GAAP and total
liquidity is not necessarily an indication of whether cash flow will be
sufficient to fund our cash requirements. We believe that net debt provides a
clearer perspective of the Company's overall debt profile. Net debt should not
be used as a substitute for total debt outstanding as determined in accordance
with GAAP.

Below is a reconciliation of cash and cash equivalents to total liquidity:

                                                    June 30, 2022         December 31, 2021
                                                                (In millions)
Cash and cash equivalents                         $               41     $                51
Availability under Ryerson Credit Facility and
foreign debt facilities                                          853                     690
Total liquidity                                   $              894     $               741

Below is a reconciliation of total debt to net debt:

                                   June 30, 2022       December 31, 2021
                                               (In millions)
Total debt                        $         533.5     $             639.3
Less: cash and cash equivalents             (41.4 )                 (51.2 )
Net debt                          $         492.1     $             588.1


Of the total cash and cash equivalents, as of June 30, 2022, $12.5 million was
held in subsidiaries outside the United States which is deemed to be permanently
reinvested. Ryerson does not currently foresee a need to repatriate earnings
from its non-U.S. subsidiaries. Although Ryerson has historically satisfied
needs for more capital in the U.S. through debt or equity issuances, Ryerson
could elect to repatriate earnings held in foreign jurisdictions, which could
result in higher effective tax rates. We have not recorded a deferred tax
liability for the effect of a possible repatriation of these earnings as
management intends to permanently reinvest these earnings outside of the U.S.
Specific plans for reinvestment include funding for future international
acquisitions and funding of existing international operations.

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The following table summarizes the Company’s cash flows:

                                                            Six Months Ended June 30,
                                                            2022                2021
                                                                  (In millions)
Net income                                              $       360.2       $       138.9
Gain on sale of assets                                           (3.8 )            (107.7 )
Loss on retirement of debt                                       19.8                   -
Non-cash (gain) loss from derivatives                           (15.4 )     

40.4

Change in operating assets and liabilities:
Receivables                                                    (126.9 )            (275.9 )
Inventories                                                    (179.9 )            (109.1 )
Accounts payable                                                118.3               200.0
All other operating cash flows                                   (4.3 )     

62.3

Net cash provided by (used in) operating activities             168.0               (51.1 )
Acquisitions, net of cash acquired                               (5.8 )                 -
Capital expenditures                                            (42.8 )             (13.3 )
Proceeds from sale of property, plant, and equipment              7.2       

165.9

All other investing cash flows                                   (2.0 )              (0.5 )
Net cash provided by (used in) investing activities             (43.4 )     

152.1

Repayment of debt                                              (268.6 )              (0.9 )
Net proceeds (repayments) of short-term borrowings              142.8              (139.6 )
Net increase in book overdrafts                                  57.0       

21.6

Dividends paid to shareholders                                   (8.5 )                 -
Share repurchases                                               (48.2 )                 -
All other financing cash flows                                  (10.6 )              (5.1 )
Net cash used in financing activities                          (136.1 )            (124.0 )
Effect of exchange rates on cash and cash equivalents             1.7                (0.3 )
Net decrease in cash and cash equivalents               $        (9.8 )     

$(23.3)


Operating activities. Working capital fluctuates throughout the year based on
business needs. Working capital needs tend to be counter-cyclical, meaning that
in periods of expansion the Company will use cash to fund working capital
requirements, but in periods of contraction the Company will generate cash from
reduced working capital requirements. In the first six months of 2021, working
capital requirements increased as average selling prices increased due to supply
constraints as mills were slow to come back online after COVID-19 shutdowns in
2020. Similarly in the first six months of 2022, average selling prices
continued to increase due to supply constraints and briefly, due to the war
between Russia and Ukraine. The first six months of 2022, however, resulted in
cash generated from operations, as opposed to a use of cash in the same period
of 2021, due to average selling prices being 43% higher, resulting in
significantly higher operating profits offsetting a build in working capital.

Investing activities. The Company's main investing activities are capital
expenditures and proceeds from the sale of property, plant, and equipment.
Capital expenditures have increased year-over-year to $42.8 million for the
first six months of 2022 compared to $13.3 million in the first six months of
2021 as the capital expenditure budget for 2022 was increased to partially
utilize the proceeds from two of the 2021 sale-leaseback transactions to
modernize operations and to invest in two new facilities in 2022. The Company
sold property, plant, and equipment and assets held for sale generating cash
proceeds of $7.2 million and $165.9 million during the first six months of 2022
and 2021, respectively. The Company paid $5.8 million in the first six months of
2022 to acquire Apogee Steel Fabrication Incorporated and Ford Tool Steels, Inc.
See Note 7: Acquisitions within Part I, Item I of this report, for further
discussion of the acquisitions.

Financing activities. The Company's main source of liquidity to fund working
capital requirements is borrowings on the Ryerson Credit Facility. In the first
six months of 2022, we repurchased and retired $250.0 million principal of our
2028 Notes, which was partially offset by an increase of $152.5 million in
Credit Facility borrowings. Book overdrafts fluctuate based on the timing of
payments. In the first six months of 2022, we repurchased $48.2 million of our
common stock. The Company started paying quarterly cash dividends in the third
quarter of 2021 and $8.5 million was paid to shareholders in the first six
months of 2022.

As market conditions warrant and subject to our contractual restrictions,
liquidity position, and other factors, we may from time to time seek to
refinance, repurchase, or retire any outstanding debt through cash purchases
and/or exchanges for other debt or equity securities in open market
transactions, privately negotiated transactions, by tender offer, or otherwise.
Any such cash repurchases by us may be funded by cash on hand or by incurring
additional debt. The amounts involved in any such transactions, individually or
in the aggregate, may be material. Furthermore, any such repurchases or
exchanges may result in our acquiring and retiring a substantial amount of such
indebtedness, which would impact the trading liquidity of such indebtedness.

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Off-Balance Sheet Arrangements. In the normal course of business with customers,
vendors, and others, we have entered into off-balance sheet arrangements, such
as letters of credit, which totaled $18 million as of June 30, 2022. We do not
have any other material off-balance sheet financing arrangements. Our
off-balance sheet arrangements are not likely to have a material effect on our
current or future financial condition, results of operations, liquidity, or
capital resources.

Capital resources

We believe that cash flow from operations and proceeds from the Ryerson Credit
Facility will provide sufficient funds to meet our contractual obligations and
operating requirements in the normal course of business.

Total debt on the condensed consolidated balance sheet decreased to $533.5 million at June 30, 2022 of $639.3 million at December 31, 2021mainly due to cash generated from operating activities in the first half of 2022.

Total debt outstanding as of June 30, 2022 consisted of the following amounts:
$468.5 million borrowings under the Ryerson Credit Facility, $50.0 million under
the 2028 Notes, $17.3 million of foreign debt, and $5.2 million of other debt,
less $7.5 million of unamortized debt issuance costs. For further information,
see Note 8: Long Term Debt in Part I, Item I - Notes to Condensed Consolidated
Financial Statements.

Pension Funding

At December 31, 2021, pension liabilities exceeded plan assets by $95.8 million.
Through the six months ended June 30, 2022, we have made $4.6 million in pension
contributions and we anticipate an additional minimum required pension
contribution of approximately $2.0 million in the remaining six months of 2022
under the Employee Retirement Income Security Act of 1974 ("ERISA") and Pension
Protection Act in the U.S. and Ontario Pension Benefits Act in Canada. The
expected future contributions reflect recent pension funding relief measures
under the American Rescue Plan Act ("ARPA") passed in March 2021. Future
contribution requirements depend on the investment returns on plan assets, the
impact of discount rates on pension liabilities, and changes in regulatory
requirements. We are unable to determine the amount or timing of any such
contributions required by ERISA or whether any such contributions would have a
material adverse effect on our financial position or cash flows.

Changes in returns on plan assets may affect our plan funding, cash flows, and
financial condition. Differences between actual plan asset returns and the
expected long-term rate of return on plan assets impact the measurement of the
following year's pension expense and pension funding requirements. However, we
believe that cash flow from operations and the Ryerson Credit Facility described
above will provide sufficient funds to make the minimum required contributions.

Material cash needs

The Company expects to make approximately $541.0 million in principal payments
to satisfy its debt obligations, consisting of $50.0 million of the 2028 Notes
which were redeemed on July 23, 2022, $17.3 million of foreign debt coming due
within a year, $5.2 million of other debt coming due through 2025, and $468.5
million for the Ryerson Credit Facility coming due in 2027. Please refer to Part
I, Item I - Notes to the Condensed Consolidated Financial Statements, Note 8:
Long Term Debt for further information, and Note 18: Subsequent Events.

The Company expects to pay approximately $25 million of interest on the 2028
Notes, Ryerson Credit Facility, foreign debt, and other debt over the next 12
months and $102 million thereafter. Interest payments related to the variable
rate debt were estimated using the weighted average interest rate for the
respective debt instrument, including the effect of the interest rate swaps.

The Company leases various assets including real estate, trucks, trailers,
mobile equipment, processing equipment, and IT equipment. We have noncancelable
operating leases expiring at various times through 2042, and finance leases
expiring at various times through 2028. The total amount of future lease
payments is estimated to be $257 million, with $36 million over the next 12
months. Including leases signed but not yet commenced as of June 30, 2022, total
future lease payments is estimated to be $449 million.

Purchase obligations with suppliers are entered into when we receive firm sales
commitments with certain of our customers. As of June 30, 2022, we had
outstanding purchase obligations of approximately $31.4 million expiring within
a year.

Income Taxes

We maintain a valuation allowance on certain foreign and U.S. federal deferred
tax assets until such time as in management's judgment, considering all
available positive and negative evidence, and consistent with its past
determinations, we determine that these deferred tax assets are more likely than
not realizable.

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