United States Steel Corporation Announces Pricing On Senior Convertible Notes And Senior Notes Offerings

PITTSBURGH, March 20, 2013 /PRNewswire/ -- United States Steel Corporation (NYSE: X) today announced that it has priced its public offerings of senior convertible notes and senior notes. 

The Company announced the pricing of its public offering of $275 million aggregate principal amount of 2.75% Senior Convertible Notes due 2019 (the "Convertible Notes").  The Company has granted the underwriters a 30-day option to purchase up to an additional $41.25 million aggregate principal amount of the Convertible Notes on the same terms and conditions to cover over-allotments, if any.  The Convertible Notes will pay interest semi-annually in arrears on April 1 and October 1 of each year beginning October 1, 2013 at a rate of 2.75% per year, and will mature on April 1, 2019, unless earlier redeemed, repurchased or converted.  Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company's common stock or a combination of cash and shares of the Company's common stock, at the Company's election.  The conversion rate will initially be 39.5491 shares of common stock per $1,000 principal amount of Convertible Notes (representing an initial conversion price of approximately $25.29 per share of common stock and a conversion premium of approximately 30% based on the closing price of $19.45 per share of the Company's common stock on March 20, 2013), subject to adjustment in certain circumstances.  The offerings are expected to close on March 26, 2013, subject to customary closing conditions.

The Company also announced the pricing of its public offering of $275 million aggregate principal amount of 6.875% senior notes due 2021 (the "Senior Notes").  The Senior Notes were priced at 100% of the principal amount.  The Senior Notes will pay interest semi-annually in arrears on April 1 and October 1 of each year beginning October 1, 2013, and will mature on April 1, 2021, unless earlier redeemed or repurchased.

The Company intends to use the net proceeds from the offerings for repurchases or repayment of indebtedness, focusing on near-term maturities, and any remaining proceeds for general corporate purposes.

J.P. Morgan Securities LLC, Barclays Capital Inc., Goldman, Sachs & Co., and Morgan Stanley & Co. LLC are the joint book-runners for these offerings.

The offerings will be made pursuant to the Company's shelf registration statement filed with the Securities and Exchange Commission on February 15, 2013. Copies of the preliminary prospectus supplements and accompanying prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, may be obtained from: J.P. Morgan Securities LLC c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717 or by telephone at (866) 803-9204; Barclays Capital Inc. c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (888) 603-5847 or email: [email protected]; Goldman, Sachs & Co., Attn: Prospectus Department, 200 West Street, New York, NY 10282, or by telephone at (866) 471-2526, facsimile: (212) 902-9316 or e-mail: [email protected]; or Morgan Stanley & Co. LLC, Attn: Prospectus Department, 180 Varick Street, Second Floor, New York, NY 10014, or by telephone at (866) 718-1649 or email: [email protected].

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Cautionary Statement

This release contains forward-looking statements with respect to market conditions and proposed offerings. In accordance with "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, cautionary statements identifying important factors, but not necessarily all factors, that could cause actual results to differ materially from those set forth in the forward-looking statements have been included in the prospectuses for these offerings, the Form 10-K of U. S. Steel for the year ended December 31, 2012, and in subsequent filings for U. S. Steel.

For more information on United States Steel go to www.ussteel.com

SOURCE United States Steel Corporation

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