Metallus (MTUS) risk factors, FY2024 10-K

Risks Relating to Our Industry and Our Business

1. 01Competition in the steel industry, together with potential global overcapacity, could result in significant pricing pressure for our products
2. 02We are dependent on our key customers
3. 03Any change in the operation of our raw material surcharge mechanisms, a raw material market index or the availability or cost of raw materials could materially affect our revenues, earnings, and cash flows
4. 04The cost and availability of electricity and natural gas are also subject to volatile market conditions
5. 05Moreover, many of our finished steel products are delivered by truck. Unforeseen fluctuations in the price of fuel would also have a negative impact on our costs or on the costs of many of our customers
6. 06Unexpected equipment failures or other disruptions of our operations may increase our costs and reduce our sales and earnings due to production curtailments or shutdowns
7. 07Our operating results depend in part on continued successful research, development and marketing of products and services
8. 08Product liability, warranty and product quality claims could adversely affect our operating results
9. 09Work stoppages or similar difficulties could significantly disrupt our operations, reduce our revenues and materially affect our earnings
10. 10A significant portion of our manufacturing facilities are located in Stark County, Ohio, which increases the risk of a significant disruption to our business as a result of unforeseeable developments in this geographic area
11. 11We have significant pension and retiree health care costs, as well as future cash contribution requirements, which may negatively affect our results of operations and cash flows
12. 12We may incur restructuring and impairment charges that could materially affect our profitability
13. 13We may not be able to execute successfully on our strategic imperatives or achieve the intended results
14. 14Expectations relating to environmental, social and governance (“ESG”) matters and/or our reporting of such matters could expose us to potential liabilities, increased costs, reputational harm and other negative impacts on our business

Risks Related to Our Debt

1. 15As of December 31, 2024, we had outstanding debt of $5.4 million and our total liquidity was $458.6 million
2. 16Restrictive covenants in the agreements governing our indebtedness may restrict our ability to operate our business, which may affect the market price of our common shares
3. 17The conditional conversion feature of the Convertible Notes, if triggered, may adversely affect our financial condition and operating results
4. 18Our capital resources may not be adequate to provide for all of our cash requirements, and we are exposed to risks associated with financial, credit, capital and banking markets

Risks Related to Our Common Shares

1. 19The price of our common shares may fluctuate significantly
2. 20future sales of our common shares or securities convertible into, or exchangeable or exercisable for, our common shares
3. 21Conversion of the Convertible Notes may dilute ownership interest of our shareholders or may otherwise depress the market price of our common shares
4. 22We may issue preferred shares with terms that could dilute the voting power or reduce the value of our common shares
5. 23Provisions in our corporate documents and Ohio law could have the effect of delaying, deferring or preventing a change in control of us, even if that change may be considered beneficial by some of our shareholders, which could reduce the market price of our common shares
6. 24authorizing the issuance of “blank check” preferred shares, which could be issued by our Board of Directors to increase the number of outstanding securities of ours with voting rights and thwart a takeover attempt
7. 25We may be subject to risks relating to our information technology systems and cybersecurity
8. 26If we are unable to attract and retain key personnel, our business could be materially adversely affected
9. 27We are subject to a wide variety of domestic and foreign laws and regulations that could adversely affect our results of operations, cash flow or financial condition
10. 28Pandemics, epidemics, widespread illness or other health issues could adversely affect the Company's operations and financial results, including cash flows and liquidity
11. 29If our internal controls are found to be ineffective, our financial results or our stock price may be adversely affected