AK Steel Announces $125 Million Exchangeable Senior Notes Offering

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: [email protected]; 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: [email protected]; Morgan Stanley at Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014, 866-718-1649, or email: [email protected] ; or BofA Merrill Lynch, Attn: Prospectus Department, 222 Broadway, New York, NY 10038, or email: [email protected].

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