WEST CHESTER, Ohio,
Nov. 13, 2012 /PRNewswire/ -- AK
Steel Holding Corporation (NYSE: AKS) ("AK Holding") announced
today that its subsidiary, AK Steel Corporation ("AK Steel"), has
commenced a registered offering of $125
million aggregate principal amount of exchangeable senior
notes due 2019 (the "notes"). AK Steel expects to grant the
underwriters an option to purchase up to an additional $18.75 million aggregate principal amount of
notes. The notes will be fully and unconditionally guaranteed on a
senior unsecured basis by AK Holding, will pay interest
semi-annually and will be exchangeable under certain circumstances
and during certain periods, based on an exchange rate to be
determined. Upon exchange of the notes, AK Steel will pay
cash up to the aggregate principal amount of the notes to be
exchanged and pay or deliver, as the case may be, cash, shares of
AK Holding common stock or a combination of cash and shares of AK
Holding common stock, at AK Steel's election, in respect of the
remainder, if any, of its exchange obligation in excess of the
aggregate principal amount of the notes being exchanged. The
interest rate, exchange rate, exchange price and other terms of the
notes will be determined at the time of pricing of the
offering. AK Steel intends to use the net proceeds from the
sale of the notes to repay borrowings under its asset-backed
revolving credit facility and for general corporate purposes.
The offering is being made pursuant to an effective shelf
registration statement on file with the Securities and Exchange
Commission (the "SEC").
Concurrently with this offering of notes, AK Holding has
commenced a registered offering of 25,000,000 shares of its common
stock.
The joint book-running managers for the offering are Credit
Suisse, J.P. Morgan, Citigroup, Wells Fargo Securities, Morgan
Stanley and BofA Merrill Lynch.
AK Holding and AK Steel have filed a registration statement
(including a prospectus) with the SEC relating to the
offering. The offering may be made only by means of a
prospectus supplement and the accompanying prospectus. Before
you invest, you should read the prospectus supplement and
accompanying prospectus and other documents AK Holding and AK Steel
have filed with the SEC for more complete information about AK
Holding, AK Steel and the offering. You may review electronic
copies of these documents for free by visiting EDGAR on the SEC Web
site at www.sec.gov.
Alternatively, any underwriter or any dealer participating in
the offering will arrange to send you the prospectus supplement and
accompanying prospectus if you request them by contacting: Credit
Suisse at Credit Suisse Securities (USA) LLC, Prospectus Department, One Madison
Avenue, New York, NY 10010,
800-221-1037, or email: newyork.prospectus@credit-suisse.com; J.P.
Morgan at J.P. Morgan Securities LLC, Attn: Broadridge Financial
Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, 866-803-9204;
Citigroup at Citigroup Global Markets Inc., Brooklyn Army Terminal,
Attention: Prospectus Department, 140 58th Street, 8th Floor,
Brooklyn, New York 11220,
877-858-5407; Wells Fargo Securities at Wells Fargo Securities,
LLC, Attn: Equity Syndicate Department, 375 Park Avenue,
New York, New York 10152,
800-326-5897, or email: cmclientsupport@wellsfargo.com; Morgan
Stanley at Morgan Stanley & Co. LLC, Attention: Prospectus
Department, 180 Varick Street, 2nd Floor, New York, NY 10014, 866-718-1649, or email:
prospectus@morganstanley.com ; or BofA Merrill Lynch, Attn:
Prospectus Department, 222 Broadway, New
York, NY 10038, or email:
dg.prospectus_requests@baml.com.
This announcement does not constitute an offer to sell or the
solicitation of an offer to buy the notes in the offering, nor
shall there be any sale of such notes in any state in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state.
Forward-Looking Statements
Some of the statements in this release are intended to be, and
hereby are identified as "forward-looking statements" for purposes
of the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. The company cautions readers that such
forward-looking statements involve risks and uncertainties that
could cause actual results to differ materially from those
currently expected by management, including those risks and
uncertainties discussed in AK Holding's Annual Report on Form 10-K
for the year ended December 31, 2011
and Quarterly Report on Form 10-Q for the quarter ended
June 30, 2012, as updated in its
subsequent Quarterly Reports on Form 10-Q and Current Reports on
Form 8-K filed with or furnished to the Securities and Exchange
Commission. Except as required by law, the company disclaims
any obligation to update any forward-looking statements to reflect
future developments or events.
AK Steel
AK Steel produces flat-rolled carbon, stainless and electrical
steels, primarily for automotive, infrastructure and manufacturing,
construction and electrical power generation and distribution
markets. The company employs about 6,200 men and women in
Middletown, Mansfield, Coshocton and Zanesville, Ohio; Butler, Pennsylvania; Ashland, Kentucky; Rockport, Indiana; and its corporate
headquarters in West Chester,
Ohio.
AK Tube LLC, a wholly-owned subsidiary of AK Steel, employs
about 300 men and women in plants in Walbridge, Ohio and Columbus, Indiana.
AK Tube produces carbon and stainless electric resistance welded
(ERW) tubular steel products for truck, automotive and other
markets.
AK Coal Resources, Inc., another wholly-owned subsidiary of AK
Steel, controls and is developing metallurgical coal reserves in
Somerset County,
Pennsylvania. AK Steel also owns 49.9% of Magnetation LLC, a
joint venture headquartered in Grand
Rapids, Minnesota, which produces iron ore concentrate from
previously-mined ore reserves.
SOURCE AK Steel Holding Corporation