ak steel acquisition
OH 44114-2544 - Phone: 216-694-5700, Cleveland-Cliffs Completes Acquisition of AK Steel, Virtual Meeting for 2021 Annual Meeting of Shareholders, Producing Environmentally-Friendly Iron Ore Pellets, https://www.businesswire.com/news/home/20200313005219/en/. Cleveland-Cliffs, which claims to be North America's largest producer of iron ore pellets, in March closed its $1.1 billion acquisition of AK Steel to integrate vertically iron ore and steel products. 200 Public Square, Suite 3300, Cleveland. Iron-ore miner Cleveland-Cliffs Inc. announced Tuesday morning that it has entered a definitive merger agreement to acquire AK Steel Holding Corp. ) in an all-stock deal valued at $1.1 billion. © 2017 Cleveland-Cliffs Inc. All Rights Reserved. Cleveland-Cliffs Inc. recently completed the acquisition of AK Steel Holding Corporation. Together, we expect to be able to take advantage of growth opportunities faster and more fully than either company could on its own. (216) 694-5316, INVESTOR CONTACT: Important risk factors that may cause such a difference include (i) the completion of the proposed transaction on the anticipated terms and timing or at all, including obtaining shareholder and regulatory approvals and anticipated tax treatment, (ii) potential unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, economic performance, indebtedness, financial condition, losses and future prospects, (iii) the ability of CLF to integrate its and AKS’s businesses successfully and to achieve anticipated synergies, (iv) business and management strategies for the management, expansion and growth of the combined company’s operations following the consummation of the proposed transaction, (v) potential litigation relating to the proposed transaction that could be instituted against AKS, CLF or their respective directors, (vi) the risk that disruptions from the proposed transaction will harm AKS’ or CLF’s business, including current plans and operations, (vii) the ability of AKS or CLF to retain and hire key personnel, (viii) potential adverse reactions or changes to business relationships resulting from the announcement or completion of the proposed transaction, (ix) uncertainty as to the long-term value of CLF’s common stock, (x) continued availability of capital and financing and rating agency actions, (xi) legislative, regulatory and economic developments and (xii) unpredictability and severity of catastrophic events, including acts of terrorism or outbreak of war or hostilities, as well as management’s response to any of the aforementioned factors. Information regarding CLF’s directors and executive officers, including a description of their direct interests, by security holdings or otherwise, is set forth in CLF’s Form 10-K for the fiscal year ended December 31, 2018, filed with the SEC on February 8, 2019 (the “CLF 10-K”), and its proxy statement filed with the SEC on March 12, 2019. 03:00. The integrated mining and steel producer is building on its recent acquisition of AK Steel. Cleveland-Cliffs, Chairman and CEO Lourenco Goncalves, explained how the acquisition would enable the company to realize a diverse client base. (216) 694-6544. Investor Relations: https://www.businesswire.com/news/home/20200313005219/en/, MEDIA CONTACT: Since March 13 when the AK Steel acquisition was signed, sealed and delivered, Cliffs has made a series of decisions resulting in the temporary idling or permanent shutdown of members of its expanded family of iron ore mining, metallic and steelmaking assets. Headquartered in Ontario, the company employs more than … The transaction implies an aggregate consideration to AK Steel shareholders of approximately $1.1 billion on a fully diluted basis, a total enterprise value of approximately $3.0 billion for AK Steel and an acquisition multiple of 5.6x LTM Adjusted EBITDA. While the list of factors presented here is, and the list of factors to be presented in the registration statement on Form S-4 are, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. The transaction is subject to closing and regulatory approvals in the United States and Canada. EBITDA – Capex. Mr. Goncalves stated: “We are excited to be able to deliver real value to the shareholders of both Cliffs and AK Steel through a value enhancing and leverage-neutral transaction. Following completion of the transaction, with Mr. Goncalves leading the expanded organization, Mr. Newport will retire as CEO and a Director of AK Steel. The Pittsburgh office is the e-recycler’s fifth location. Cleveland-Cliffs' Acquisition Of AK Steel - Some Important Considerations Dec. 24, 2019 3:59 AM ET Cleveland-Cliffs Inc. (CLF) AKS 95 Comments 32 Likes Vladimir Dimitrov, CFA The transaction will combine Cliffs, North America’s largest producer of iron ore pellets, with AK Steel, a leading producer of innovative flat-rolled carbon, stainless and electrical steel products, to create a vertically integrated producer of value-added iron ore and steel products. March 13, 2020 08:35 AM Eastern Daylight Time. By Eric Schwartzberg. Combines complementary businesses across mining, pelletizing and innovative manufacturing to create vertically integrated producer of value-added iron ore and steel products, Compelling financial profile with strong balance sheet, expected earnings accretion, and strong free cash flow generation to execute on long-term growth opportunities, Combination creates significant value for shareholders through realization of $120 million in annual cost synergies. By combining the best-in-class quality of AK Steel’s assets and its enviable product mix with Cliffs’ debt profile and proven management team, we are creating a premier North American company, self-sufficient in iron ore pellets and geared toward high value-added steel products.”, He continued, “The pro forma Cliffs will be a vertically integrated steel company that is expected to drive improved profitability for existing Cliffs and AK Steel shareholders and is well-positioned to serve both the blast furnace and electric arc furnace segments. The acquisition will be beneficial to AK Steel in a number of ways. In 2020, Cliffs acquired two major steelmakers, AK Steel and ArcelorMittal USA, vertically integrating its legacy iron ore business with quality-focused steel production and emphasis on the automotive end market. With the acquisition now completed, AK Steel's annual shipments are expected to exceed 7.5 million tons. The deal also included the acquisition of the Mountain State Carbon cokemaking facility in Follansbee, West Virginia and ownership in three joint ventures that finish flat rolled carbon steel products. Headquartered in West Chester, Ohio (Greater Cincinnati), the company has approximately 9,500 employees at manufacturing operations in the United States, Canada and Mexico, and facilities in Western Europe. View source version on businesswire.com: https://www.businesswire.com/news/home/20191203005504/en/, Cleveland-Cliffs We will be catering to a desirable customer base and primarily doing business in the United States, the most resilient manufacturing economy in the world,” said Mr. Goncalves. 07:37. Director, Investor Relations Define AK Steel Acquisition. Define AK Steel Acquisition Agreement. AK Steel Completes Acquisition of Severstal Dearborn. The real reason for this acquisition might be that AK Steel is one of Cleveland-Cliffs' largest customers, accounting for some 25% of its revenues in 2018 and 29% in 2017. AK Steel will also continue to run its research and innovation center in Middletown, Ohio. The combined company will be led by Chairman, President and Chief Executive Officer Lourenco Goncalves. Lourenco Goncalves, chairman of the board, president and CEO at Cleveland-Cliffs, will lead the expanded organization. Summary. CLEVELAND & WEST CHESTER, Ohio--(BUSINESS WIRE)--Dec. 3, 2019-- Cleveland-Cliffs Inc. (NYSE: CLF) and AK Steel Holding Corporation (NYSE: AKS) are pleased to announce that they have entered into a definitive merger agreement pursuant to which Cliffs will acquire all of the issued and outstanding shares of AK Steel common stock. Joint Conference Call & Webcast Information. AK Steel employs 9,500 workers in North America and Europe. AKS and CLF may also file other documents with the SEC regarding the proposed transaction. General Manager, Investor Relations As we noted earlier this week, the Cleveland-Cliffs acquisition of ArcelorMittal USA came at a price tag of $1.4 billion.. Lisa H. Jester Combining the two would create a more vertically integrated company. Excludes HBI-related 9/30/2019 LTM capex of $415m, per Cliffs’ filings. Under terms of the deal announced on Tuesday, AK Steel shareholders will receive 0.4 a Cleveland-Cliffs share for each AK Steel share at $3.36 a share, which represents a … (513) 425-2510, 9227 Centre Pointe Drive Cleveland-Cliffs Completes Acquisition of AK Steel. With AK Steel’s 120-year heritage, which began in Ohio, and expertise in steelmaking, AK Steel and Cliffs make an excellent combination, which we expect will facilitate a smooth integration process.”, Additional Transaction Details & Governance. Cleveland-Cliffs has reached an agreement to buy Ohio steelmaker AK Steel for about $1.1 billion in stock, the companies announced.The combined company will match Cleveland-Cliffs’ mining operations with AK Steel’s steel production. Patricia Persico (216) 694-6544, Media: The $1.1 billion deal, CEO Goncalves says, will add value to both companies’ products. Cleveland-Cliffs Inc. (NYSE: CLF) announced today that it has successfully completed the acquisition of AK Steel Holding Corporation, integrating North America’s largest producer of iron ore pellets downstream into the production of value-added steel and specialty manufactured parts for the automotive industry. The acquisition was financed with a combination of debt and equity securities offerings. Other factors that may present significant additional obstacles to the realization of forward looking statements or which could have a material adverse effect on AKS’ or CLF’s respective consolidated financial condition, results of operations, credit rating or liquidity are contained in AKS’s and CLF’s respective periodic reports filed with the SEC, including the AKS 10-K and CLF 10-K. By 2020, Cleveland-Cliffs expects to be the sole producer of hot briquetted iron (HBI) in the Great Lakes region with the development of its first production plant in Toledo, Ohio. Moelis & Company LLC and Credit Suisse are acting as financial advisors to Cliffs and Jones Day is serving as legal counsel. The name of AK Steel will be changing soon. Director, Corporate Communications CLEVELAND--(BUSINESS WIRE)-- Mar 13, 2020. Our track record of providing high-grade iron ore combined with AK Steel’s recognized ability to produce the highest quality steel grades, creates a highly complementary and compelling business model. Cleveland-Cliffs, which claims to be North America's largest producer of iron ore pellets, in March closed its $1.1 billion acquisition of AK Steel to integrate vertically iron ore and steel products. This communication is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote of approval, nor shall there be any sale of 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. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. Most steel stocks are getting hammered Tuesday after Cleveland-Cliffs (ticker: CLF) announced it was buying AK Steel (AKS) in an all-stock deal. WEST CHESTER, OH--(Marketwired - Aug 7, 2017) - AK Steel (NYSE: AKS) announced today that it has completed its acquisition of Precision Partners Holding Company. Subscribe. I present my first take on the deal. Documents filed with the SEC by CLF will also be available free of charge on CLF’s website at clevelandcliffs.com or by contacting CLF’s investor relations department: AKS, CLF and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. The fixed exchange ratio implies a consideration of $3.36 per share of AK Steel common stock and represents a premium of 16% based on the closing share prices of Cliffs and AK Steel common shares, respectively, as of December 2, 2019, and a premium of 27% based on the 30-day volume weighted average price of AK Steel common shares. plants ‘Car czar’ Ray Tanguay: Canada … West Chester, OH, September 16, 2014—AK Steel (NYSE: AKS) said today that it has completed its acquisition of Severstal North America’s integrated steelmaking assets located in Dearborn, Michigan. Yesterday, Cleveland-Cliffs (CLF) announced that it would acquire AK Steel (AKS) at a premium of 16% over both stocks’ December 2 closing prices. Cleveland-Cliffs CEO Lourenco Goncalves joins CNBC's "Closing Bell" for an exclusive interview on Cleveland-Cliffs' acquisition of AK Steel. INVESTORS AND SECURITYHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, THE JOINT PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND RELATED MATTERS. Cleveland-Cliffs and AK Steel will conduct a live conference call and webcast on December 3, 2019 at 8:30 a.m. Eastern Time. Cleveland-Cliffs Completes Acquisition of AK Steel. Forward-looking statements are based on assumptions and estimates that are inherently affected by economic, competitive, regulatory, and operational risks and uncertainties and contingencies that may be beyond AKS’s or CLF’s control. means the direct or indirect acquisition by the Parent of 100% of the equity interests of the Target pursuant to the AK Steel Acquisition Agreement. AK Steel will become a subsidiary of Cliffs, maintaining its brand. Precision Partners is a leading North American provider of engineering, tooling and hot and cold stamped products, with a broad portfolio of highly engineered solutions. Upon completion of the transaction, Cliffs shareholders will own approximately 68% and AK Steel shareholders will own approximately 32% of the combined company, respectively, on a fully diluted basis. December 3, 2019. IMPORTANT INFORMATION ABOUT THE TRANSACTION AND WHERE TO FIND IT. The call will be broadcast live and archived on Cliffs' website at www.clevelandcliffs.com and on AK Steel’s website at www.aksteel.com. 4thBin opens office in Pittsburgh. Investor Relations: AK Steel is a highly leveraged company, with its debt-to-equity ratio of roughly 4.3x being significantly higher than its close peers US Steel (0.6x) and Nucor Steel (0.4x), as of September 30, 2019. Tuesday’s announcement that a Cleveland-based company would be acquiring Middletown’s cornerstone manufacturer surprised … We look forward to welcoming the AK Steel team into our organization and creating a unique company focused on executing value-enhancing opportunities for all of our stakeholders.”, Roger K. Newport, CEO of AK Steel, added, “We believe this transaction is a compelling opportunity for AK Steel shareholders to participate in the substantial upside potential of what will be a premier vertically integrated producer of value-added iron ore and steel products with significant scale and diversification. AK Steel Holding’s largest acquisition to date was in 2014, when it acquired Severstal Dearborn for $700M. The company will get access to highly modernized and upgraded steelmaking equipment and facilities. (216) 650-0168, AK Steel The $1.1 billion deal, CEO Goncalves says, will add value to both companies’ products. A commitment to environmental sustainability is core to our business operations and extends to how we partner with stakeholders across our communities and the steel value chain. Neither AKS nor CLF assumes any obligation to publicly provide revisions or updates to any forward looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by applicable law. Additional information about AK Steel is available at www.aksteel.com. CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION. Lourenco Goncalves, Chairman of the Board, President and CEO of Cliffs, will lead the expanded organization. Any AK Steel shareholder voting against the acquisition would be ignoring the 68% share price slide in the company’s stock since January of 2017. Director, Investor Relations Investors and securityholders may obtain free copies of the registration statement and the joint proxy statement/prospectus (when available) and other documents filed with the SEC by AKS or CLF through the web site maintained by the SEC at www.sec.gov. AK Steel announced today that it has completed its acquisition of Precision Partners Holding Company. The company also provided carbon and stainless steel tubing products, die design and tooling, and hot- and cold-stamped components. WEST CHESTER, OH--(Marketwired - Aug 7, 2017) - AK Steel (NYSE: AKS) announced today that it has completed its acquisition of Precision Partners Holding Company. A total of 1 acquisition came from private equity firms. A company spokeswoman said that “while Cleveland Cliffs appreciates and respects the legacy of AK Steel,” they will be retiring the name in the coming months. Cliffs has obtained an approximately $2 billion financing commitment from Credit Suisse in connection with a new Asset Backed Loan and the refinancing of AK Steel’s 2023 senior secured notes. AK Steel said that it paid $707 million in cash for the acquisition, which includes $314 million for working capital. Cliffs is a producer of iron ore pellets; AK Steel makes flat-rolled carbon, stainless and electrical steel products. Presentation slides will also be available on the webcast link and on both companies’ Investor Relations pages on their websites, as well as through the joint transaction website at www.clevelandcliffsaksteel.acquisitionannouncement.com. AK Steel announced today that it has completed its acquisition of Precision Partners Holding Company. After the Cleveland-Cliffs (NYSE: CLF) agrees to acquire AK Steel (NYSE: AKS) in an all-stock deal valued at ~$1.1B. For more information, visit http://www.clevelandcliffs.com, View source version on businesswire.com: Precision Partners is a leading North American provider of engineering, tooling and hot and cold stamped products, with a broad portfolio of highly engineered solutions. AK Steel produced flat-rolled carbon, stainless and electrical steel products, primarily for the automotive, infrastructure and manufacturing sectors, including electrical power, and distributors and converters markets. Full interview with Cleveland-Cliffs CEO Lourenco Goncalves. In addition, Cliffs’ existing strong balance sheet and self-sufficiency in pellets for the combined company provide flexibility to pursue additional growth opportunities, including the potential future utilization of the blast furnace in Ashland to produce merchant pig iron, an opportunity neither company could pursue on a standalone basis.”, Mr. Goncalves concluded, “For Cliffs, we expect to realize immediate growth and a long-desired objective of a more diverse customer base, as well as more predictable cash flow generation due to the contracted nature of AK Steel’s sales of high-end automotive steel. Our shareholders will benefit from exposure to a larger, more diversified company that is better positioned to capitalize on growth opportunities. Cleveland-Cliffs Inc. of Cleveland and AK Steel Holding Corp. of West Chester, Ohio, have announced that they have entered into a definitive merger agreement pursuant to which Cleveland-Cliffs will acquire all of the issued and outstanding shares of AK Steel's common stock. The companies have agreed to enable the merger of a fully-owned Cleveland-Cliffs subsidiary with and into AK Steel. Douglas O. Mitterholzer completed the acquisition of AK Steel Holding Corporation, integrating North America’ s largest producer of iron ore pellets downstream into the production of value-added steel and specialty manufactured parts for the automotive industry. The company is a major supplier of iron ore pellets to the North American steel industry from its mines and pellet plants located in Michigan and Minnesota. Paul Finan IW Staff. With an emphasis on non-commoditized products, Cliffs is uniquely positioned to supply both customized iron ore pellets and sophisticated steel solutions to a quality-focused customer base, with an industry-leading market share in the automotive industry. The combined company will be led by Chairman, President and Chief Executive Of ficer Lourenco Goncalves. This press release features multimedia. “This is a new era for Cleveland-Cliffs as a producer of differentiated, high quality iron ore, metallics and steel in North America. West Chester, Ohio 45069P 513.425.5000, Privacy Policy California Privacy Rights Terms of Use Sitemap, Heating, Ventilation and Air Conditioning, https://www.businesswire.com/news/home/20191203005504/en/, www.clevelandcliffsaksteel.acquisitionannouncement.com. In this context, forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “estimate,” “would,” “target” and similar expressions, as well as variations or negatives of these words. They are also subject to inherent risks and uncertainties that could cause actual results or performance to differ materially from those expressed in any forward-looking statements. The transaction implies an aggregate consideration to AK Steel shareholders of approximately $1.1 billion on a fully diluted basis, a total enterprise value of approximately $3.0 billion for AK Steel and an acquisition multiple of 5.6x LTM Adjusted EBITDA. AK Steel compensation for executive officers, if they lose their jobs within two years following the company’s expected March 13 acquisition by Cleveland Cliffs: • … For more information, visit http://www.clevelandcliffs.com. Patricia Persico Director, Corporate Communications Three existing members of AK Steel’s Board of Directors will join the Cliffs Board, and two existing Cliffs Board members will step down, bringing the Cliffs Board to 12 members in total. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about the consummation of the proposed transaction and the anticipated benefits thereof. Cleveland-Cliffs CEO on AK Steel acquisition: The price is right. AK Steel Holding Corporation (NYSE: AKS ) has entered into a definitive merger agreement with Cleveland-Cliffs Inc (NYSE: CLF ), in which the latter will acquire all the shares of the steelmaker. And will retain its branding and corporate identity founded in 1847, is. Be ideally positioned to capitalize on growth opportunities faster and more fully than either could! 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