<PAGE>


                             MATERIAL CHANGE REPORT

                  Section 75(2) of the Securities Act (Ontario)
            Section 85(1)(b) of the Securities Act (British Columbia)
                Section 146(1)(b) of the Securities Act (Alberta)
           Section 84(1)(b) of The Securities Act, 1988 (Saskatchewan)
                Section 81(2) of the Securities Act (Nova Scotia)
         Section 76(2) of the Securities Act (Newfoundland and Labrador)


1.   REPORTING ISSUER

     Gerdau Ameristeel Corporation
     Hopkins Street South
     Whitby, Ontario
     L1N 5T1

2.   DATE OF MATERIAL CHANGE

     January 23, 2004

3.   PRESS RELEASE

     A press release was issued on January 23, 2004.

4.   SUMMARY OF MATERIAL CHANGE

     Gerdau Ameristeel Corporation announced today the successful completion of
     its offer to exchange up to US$405,000,000 aggregate principal amount of
     registered 10 3/8% Senior Notes due 2011 (the "Exchange Notes") of Gerdau
     Ameristeel Corporation ("Gerdau Ameristeel") and GUSAP Partners (together
     with Gerdau Ameristeel, the "Issuers") for the Issuers' outstanding Notes
     (the "Existing Notes") which were offered in a private placement in June
     2003. All of the Existing Notes validly tendered to the exchange offer have
     been accepted for exchange.

5.   FULL DESCRIPTION OF MATERIAL CHANGE

     Gerdau Ameristeel announced today the successful completion of its offer to
     exchange up to US$405,000,000 aggregate principal amount of the Exchange
     Notes of the Issuers for the Issuers' outstanding Existing Notes which were
     offered in a private placement in June 2003. All of the Existing Notes
     validly tendered to the exchange offer have been accepted for exchange.

     The exchange offer was contemplated in the Registration Rights Agreement
     dated June 27, 2003, pursuant to which the Issuers agreed to register
     substantially identical Notes, including unconditional guarantees on the
     Notes from certain of Gerdau Ameristeel's subsidiaries, and to offer to
     exchange the registered Exchange Notes for the Existing Notes.


<PAGE>

     The Exchange Notes (including the subsidiary guarantees) have substantially
     the same form and terms as the outstanding Existing Notes, except that the
     Exchange Notes are issued under a prospectus in Ontario and the Exchange
     Notes and subsidiary guarantees have been registered under the U.S.
     Securities Act of 1933, as amended, and are not subject to restrictions on
     transfer.

     The Exchange Notes have been accepted for clearance through the DTC and
     assigned the following CUSIP number: 37373MAC6. No payment of additional
     interest is required.

6.   RELIANCE ON CONFIDENTIALITY PROVISIONS OF SECURITIES LEGISLATION

     Not applicable.

7.   OMITTED INFORMATION

     No significant facts remain confidential in, and no information has been
     omitted from, this report.

8.   SENIOR OFFICERS

     For further information please contact Tom J. Landa, Vice-President, Chief
     Financial Officer and Secretary at (813) 207-2300.

9.   STATEMENT OF SENIOR OFFICER

     The foregoing accurately discloses the material change referred to herein.

     DATED at Tampa, Florida, this 26th day of January, 2004.





       /s/  Tom J. Landa
     -----------------------------------------------
     Name:  Tom J. Landa
     Title: Vice-President, Chief Financial Officer
            and Secretary