AK STEEL HOLDING CORPORATION (NYSE:AKS) Files An 8-K Other EventsItem 8.01Other Events.
On August2, 2017, AK Steel Corporation (“AK Steel”), a wholly owned subsidiary of AK Steel Holding Corporation (the “Company”), priced the public offering of $280.0million aggregate principal amount of its 6.375% Senior Notes due 2025 (the “Notes”). The Notes will be fully and unconditionally guaranteed by the Company and by AK Tube LLC, AK Steel Properties, Inc. and Mountain State Carbon, LLC, three wholly-owned subsidiaries of AK Steel (collectively and together with the Company, the “Guarantors”).
The Notes were sold in a public offering to a Registration Statement on Form S-3, as amended (File No.333-210785) (the “Registration Statement”) and a related prospectus and prospectus supplement filed with the Securities and Exchange Commission. We expect the offering to close on August9, 2017, subject to the satisfaction of customary closing conditions.
AK Steel and the Guarantors entered into an underwriting agreement, dated August2, 2017 (the “Underwriting Agreement”), with Wells Fargo Securities, LLC, Deutsche Bank Securities Inc. and Goldman Sachs& Co. LLC as the representatives of the several underwriters named therein, in connection with the issuance and sale of the Notes and the related guarantees. In connection with the offering of the Notes, the Company is filing as Exhibit 1.1 hereto, and incorporating by reference herein, the Underwriting Agreement.
AK Steel expects the net proceeds from the issuance and sale of the notes will be approximately $275.8million after deducting the underwriting discounts and commissions. AK Steel intends to use the net proceeds from this offering, together with cash on hand and/or borrowings under its revolving credit facility, to pay the consideration for its previously announced concurrent cash tender offer (the “Cash Tender Offer”) of its 8.375% senior notes due 2022 (the “Existing Notes”), including accrued and unpaid interest and estimated offering expenses. If any Existing Notes remain outstanding following the completion of the Cash Tender Offer, AK Steel intends to use the proceeds to redeem such Existing Notes in accordance with the terms of the Existing Notes and the applicable indenture. The closing of the Cash Tender Offer is contingent upon the closing of this offering, but the closing of this offering is not contingent on the repayment or discharge of the Existing Notes.
Item 8.01. Financial Statements and Exhibits
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Exhibit Number |
Description |
| 1.1 | Underwriting Agreement, dated August2, 2017, among AK Steel Corporation, as issuer, the guarantors named therein and Wells Fargo Securities, LLC, Deutsche Bank Securities Inc. and Goldman Sachs& Co. LLC, as representatives of the several underwriters named therein. |
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AK STEEL HOLDING CORP ExhibitEX-1.1 2 d432387dex11.htm EX-1.1 EX-1.1 Exhibit 1.1 $280,…To view the full exhibit click here
About AK STEEL HOLDING CORPORATION (NYSE:AKS)
AK Steel Holding Corporation is an integrated producer of flat-rolled carbon, stainless and electrical steels and tubular products through its subsidiary, AK Steel Corporation (AK Steel). The Company operates approximately eight steelmaking and finishing plants, over two coke plants and approximately two tube manufacturing plants across states, which include Indiana, Kentucky, Michigan, Ohio, Pennsylvania and West Virginia. These operations produce flat-rolled carbon, specialty stainless and electrical steels that it sells in sheet and strip form, and carbon and stainless steel that it finishes into welded steel tubing. The Company also produces metallurgical coal through its subsidiary, AK Coal Resources, Inc. (AK Coal). In addition, the Company operates trading companies in Mexico and Europe that buy and sell steel and steel products and other materials. It sells flat-rolled carbon steel products, consisting of coated, cold-rolled, and hot-rolled carbon steel products.
