Current Report Filing (8-k)
March 16 2017 - 9:44AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 16, 2017
AK STEEL HOLDING CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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1-13696
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31-1401455
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(State or other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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9227 Centre Pointe Drive
West Chester, Ohio
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45069
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
(513) 425-5000
Not Applicable
(Former name or former address if changed since last report.)
Check the appropriate box below if the
Form 8-K
filing is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following provisions:
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to
Rule 14a-12
under the Exchange Act (17 CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to
Rule 14d-2(b) under
the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to
Rule 13e-4(c) under
the Exchange Act (17 CFR
240.13e-4(c))
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On March 16, 2017, AK Steel Holding Corporation (the “Company”) issued a
press release announcing that AK Steel Corporation, its wholly-owned subsidiary (“AK Steel”), commenced an offer to purchase (the “Tender Offer”) for cash any and all of the $529.8 million outstanding principal amount of its
7.625% senior notes due 2020 (CUSIP C001546 AL4) (the “Notes”). The Tender Offer is being made upon the terms and subject to the conditions set forth in the Offer to Purchase dated March 16, 2017, and a related Letter of Transmittal
and Notice of Guaranteed Delivery, which set forth the terms and conditions of the Tender Offer in full detail. Holders who validly tender their Notes at or prior to 5:00 p.m. New York City time on March 22, 2017 (the “Expiration
Date”) will be eligible to receive the purchase price of $1,021.25 per $1,000 principal amount of Notes tendered. Tendering holders will also receive accrued and unpaid interest from the last applicable interest payment date to, but not
including, the settlement date of the Tender Offer.
AK Steel expressly reserves the right, in its sole discretion, subject to applicable law, to
terminate the Tender Offer at any time prior to the Expiration Date. The Tender Offer is subject to the satisfaction of certain conditions set forth in the Offer to Purchase.
A copy of the Company’s press release is attached as Exhibit 99.1 to this Current Report on
Form 8-K
and is incorporated into this Item 8.01 by reference.
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Item 9.01.
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Financial Statements and Exhibits
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(d) Exhibits
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Exhibit
Number
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Description of Exhibit
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99.1
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Press Release issued on March 16, 2017.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
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AK STEEL HOLDING CORPORATION
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Date: March 16, 2017
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By:
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/s/ Joseph C. Alter
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Name: Joseph C. Alter
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Title: Corporate Secretary
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