Date of report (Date of earliest event reported): | September 6, 2005 |
OREGON
|
0-22496
|
93-0341923
|
(State
or other jurisdiction
|
(Commission
|
(IRS
Employer
|
of
incorporation)
|
File
Number)
|
Identification
No.)
|
3200
N.W. Yeon Ave.
|
|
P.O.
Box 10047
|
|
Portland,
OR
|
97296-0047
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant’s telephone number including area code: | (503) 224-9900 |
Item
1.01.
|
Entry
into a Material Definitive
Agreement
|
Item 7.01. |
Regulation
FD Disclosure
|
Item 9.01. |
Financial
Statements and Exhibits
|
2.1
|
Asset
Purchase Agreement, dated as of September 2, 2005, between RRC
Acquisition, LLC, Regional Recycling LLC, Metal Asset Acquisition,
LLC,
939 Fortress Investments, LLC, Fortress Apartments, LLC, Integrity
Metals,
LLC, RCC Recycling, LLC, Alan Dreher, George Dreher, Paul Dreher,
James J.
Filler, Teja Jouhal and Herbert
Miller.
|
Schedule
2.2
|
Excluded
Assets
|
|
Schedule
2.3
|
Assumed
Liabilities
|
|
Schedule
3.2
|
Conflicts;
Consents
|
|
Schedule
3.3
|
Subsidiaries
|
|
Schedule
3.6
|
Title
to Properties
|
Schedule
3.10
|
Liabilities
|
|
Schedule
3.11
|
Taxes
|
|
Schedule
3.13
|
Employee
Benefits
|
|
Schedule
3.14
|
Legal
Requirements
|
|
Schedule
3.15
|
Litigation;
Pending Proceedings
|
|
Schedule
3.16
|
Changes
and Events
|
|
Schedule
3.17(a)
|
Contracts
|
|
Schedule
3.17(b)
|
Invalid,
Not Binding, Unenforceable Contracts
|
|
Schedule
3.18
|
Insurance
|
|
Schedule
3.19
|
Environmental
Matters
|
|
Schedule
3.20
|
Employees
|
|
Schedule
3.21
|
Labor
Relations
|
|
Schedule
3.22
|
Intellectual
Property
|
|
Schedule
3.23
|
Bank
Accounts
|
|
Schedule
3.24
|
Relationships
with Related Persons
|
|
Schedule
3.26
|
Members’
Percentage Interest
|
|
Schedule
4.2
|
Conflicts;
Consents (Buyer)
|
|
Schedule
7.3
|
Material
Consents
|
|
Exhibit
2.8(a)(iii)
|
Noncompetition
Agreement
|
99.1
|
Press
Release dated September 7, 2005 titled “Schnitzer Steel To Expands Its
Eastern U.S. Metals Recycling
Business.”
|
SCHNITZER
STEEL INDUSTRIES, INC.
(Registrant)
|
||
|
|
|
Date: September 7, 2005 | By: | /s/ Gregory J. Witherspoon |
Gregory J. Witherspoon |
||
Interim Chief Financial Officer |