SEC Comment Letter for METALS USA INC (CIK 0001038363) — Sep 1, 2005
METALS USA INC (CIK 0001038363)
Date: Sept. 1, 2005 · CIK: 0001038363 · Accession: 0000000000-05-045616
AI Filing Summary & Sentiment
Letter
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549-3628 DIVISION OF CORPORATION FINANCE Mail Stop 7010 September 1, 2005 via U.S. mail and facsimile Mr. Daniel W. Dienst Chairman of the Board Metals USA, Inc. One Riverway, Suite 1100 Houston, Texas 77056
Re: Metals USA, Inc. Revised Schedule 13e-3 Filed on August 24, 2005 File No. 5-51963 Revised Preliminary Merger Materials on Schedule 14A Filed on August 24, 2005 File No. 0-13123
Dear Mr. Dienst:
We have reviewed your filings and have the following comments. Where indicated, we think you should revise your documents in response to these comments. If you disagree, we will consider your explanation as to why our comment is inapplicable or a revision is unnecessary. Please be as detailed as necessary in your explanation. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. After reviewing this information, we may raise additional comments.
Preliminary Merger Materials on Schedule 14A
Financial Advisory Services of CIBC World Markets Corp, page 32 1. We note that as part of your response to prior comment 8 you have added the ranges of implied equity references based on the analyses conducted by CIBC World Markets. Please revise your disclosure to include the data underlying those results for each analysis. We note that similar information is included in pages 16 to 20 of the May 10, 2005 presentation given by CIBC to your board of directors.
Closing Comments
As appropriate, please amend your filing and respond to these comments within 10 business days or tell us when you will provide us with a response. You may wish to provide us with marked copies of the amendment to expedite our review. Please furnish a cover letter with your amendment that keys your responses to our comments and provides any requested information. Detailed cover letters greatly facilitate our review. Please understand that we may have additional comments after reviewing your amendment and responses to our comments.
Please contact the undersigned, at (202) 551-3619 with any questions. Please address all correspondence to mail stop 3628.
Sincerely,
Daniel F. Duchovny
Attorney-Advisor
Office of Mergers &
Acquisitions
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-3628
DIVISION OF
CORPORATION FINANCE
Mail Stop 7010
September 1, 2005
via U.S. mail and facsimile
Mr. Daniel W. Dienst
Chairman of the Board
Metals USA, Inc.
One Riverway, Suite 1100
Houston, Texas 77056
Re: Metals USA, Inc.
Revised Schedule 13e-3
Filed on August 24, 2005
File No. 5-51963
Revised Preliminary Merger Materials on Schedule 14A
Filed on August 24, 2005
File No. 0-13123
Dear Mr. Dienst:
We have reviewed your filings and have the following
comments.
Where indicated, we think you should revise your documents in
response to these comments. If you disagree, we will consider
your
explanation as to why our comment is inapplicable or a revision is
unnecessary. Please be as detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure. After
reviewing this information, we may raise additional comments.
Preliminary Merger Materials on Schedule 14A
Financial Advisory Services of CIBC World Markets Corp, page 32
1. We note that as part of your response to prior comment 8 you
have
added the ranges of implied equity references based on the
analyses
conducted by CIBC World Markets. Please revise your disclosure to
include the data underlying those results for each analysis. We
note
that similar information is included in pages 16 to 20 of the May
10,
2005 presentation given by CIBC to your board of directors.
Closing Comments
As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response. You may wish to provide us with marked copies of
the amendment to expedite our review. Please furnish a cover
letter
with your amendment that keys your responses to our comments and
provides any requested information. Detailed cover letters
greatly
facilitate our review. Please understand that we may have
additional
comments after reviewing your amendment and responses to our
comments.
Please contact the undersigned, at (202) 551-3619 with any
questions. Please address all correspondence to mail stop 3628.
Sincerely,
Daniel F. Duchovny
Attorney-Advisor
Office of Mergers &
Acquisitions
cc: via facsimile
Lorne Smith, Esq.
Melinda Kramer
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Daniel W. Dienst
Metals USA, Inc.
September 1 2005
Page 1
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