Item 9.01. Financial Statements and Exhibits.

(a) Financial statements of businesses acquired.






The following financial statements are filed as Exhibit 99.1 to this Amendment
No. 2:



       ·   the audited combined balance sheet of Big River Steel Holdings LLC and
           BRS Stock Holdco LLC as of December 31, 2020 and 2019, the related
           combined statement of operations and comprehensive loss, combined
           statement of changes in members' equity (deficit) and combined
           statement of cash flows for the years then ended, the accompanying
           notes thereto, and the related report of PricewaterhouseCoopers LLP,
           independent auditor for Big River Steel Holdings LLC and BRS Stock
           Holdco LLC, dated February 19, 2021.

(b) Pro forma financial information.

The following pro forma financial information giving effect to the Acquisition is filed as Exhibit 99.2 to this Amendment No. 2:





       ·   the unaudited pro forma condensed combined balance sheet of the
           Corporation as of December 31, 2020, giving effect to the Acquisition
           as if it occurred on December 31, 2020; and




       ·   the unaudited pro forma condensed combined statements of operations of
           the Corporation for the year ended December 31, 2020, giving effect to
           the Acquisition as if it occurred on January 1, 2020.




(d)  Exhibits.



Exhibit
Number   Description

  23.1     Consent of PricewaterhouseCoopers LLP, independent auditor for Big
         River Steel Holdings LLC and BRS Stock Holdco LLC and their
         subsidiaries.

  99.1     Audited combined financial statements as of December 31, 2020 and 2019
         and for the years then ended, of Big River Steel Holdings LLC and BRS
         Stock Holdco LLC.

  99.2     Unaudited pro forma condensed combined financial information as of
         December 31, 2020 and for the year ended December 31, 2020.

104      Cover Page Interactive Data File (embedded within the Inline XBRL
         document).

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