PITTSBURGH, May 24, 2016 /PRNewswire/ -- United States Steel
Corporation (NYSE: X) ("we" or "U. S. Steel") announced the early
results as of 5:00 p.m. EDT on
May 23, 2016 (the "Early Tender
Date"), of its previously announced tender offers to purchase
(each, a "Tender Offer" and collectively, the "Tender Offers") for
cash, subject to certain terms and conditions, up to a total of
$500 million aggregate principal
amount of its outstanding 7.000% senior notes due 2018 (the "2018
Notes"), 7.375% senior notes due 2020 (the "2020 Notes") and 6.875%
senior notes due 2021 (the "2021 Notes" and, together with the 2018
Notes and the 2020 Notes, the "Securities").
On May 10, 2016, U. S. Steel
commenced the Tender Offers to purchase the Securities in
accordance with the terms and conditions set forth in the Offer to
Purchase and related Letter of Transmittal (collectively, the
"Tender Offer Materials"), which set forth a more detailed
description of the Tender Offers. The Tender Offers will
expire at 11:59 p.m., EDT, on
June 7, 2016, unless extended or
earlier terminated by U.S. Steel. Capitalized terms not otherwise
defined herein shall have the meanings assigned to such terms in
the Tender Offer Materials.
The following table presents the aggregate principal amount of
Securities of each series amount accepted and not validly withdrawn
as of the Early Tender Date at 5:00pm,
EDT, as reported by D.F. King
& Co., Inc., the Tender Agent and Information Agent for the
Tender Offers, and the amount of each series accepted for
purchase.
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Title of
Security
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CUSIP Number
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Principal Amount Outstanding
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Aggregate
Principal Amount Tendered
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Aggregate Principal
Amount Accepted as of
the Early Tender Date
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Acceptance Priority
Level
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Series Maximum Tender
Amount
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Total Consideration(1)
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7.000%
Senior
Notes due 2018
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912656AG0
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$486,967,000
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$325,701,000
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$325,701,000
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1
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N/A
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$1,070.00
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7.375% Senior
Notes due 2020
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912909AF5
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$600,000,000
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$284,158,000
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$149,906,000
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2
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$150,000,000
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$860.00
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6.875% Senior
Notes due 2021
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912909AJ7
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$275,000,000
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$122,740,000
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$23,680,000
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3
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$50,000,000
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$820.00
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(1) Excludes accrued and unpaid
interest up to, but not including, the Early Settlement Date, which
will be paid in addition to the Tender Offer Consideration or Total
Consideration, as applicable, and includes the Early Tender
Premium.
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The Early Settlement Date for Securities validly tendered at or
prior to the Early Tender Date and accepted for purchase is
expected to occur on May 24, 2016.
Holders that tendered Securities at or prior to the Early Tender
Date and whose Securities are accepted for payment, subject to the
applicable priority level and the proration procedures described in
the Tender Offer Materials, will be entitled to receive the Total
Consideration, which includes the Early Tender Premium, plus
accrued and unpaid interest up to, but not including, the Early
Settlement Date, as set forth in the table above. Validly tendered
Securities may no longer be validly withdrawn.
The Tender Cap Amount has been achieved. Therefore, U. S.
Steel will not accept for purchase any additional Securities
tendered.
U. S. Steel has retained BofA Merrill Lynch, Credit Suisse,
Goldman, Sachs & Co. and J.P. Morgan to serve as Dealer
Managers for the Tender Offers. D.F.
King & Co., Inc. has been retained to serve as the
Information Agent and Tender Agent for the Tender Offers. Questions
regarding the Tender Offers may be directed to BofA Merrill Lynch
at 214 North Tryon Street, 21st Floor Charlotte, North Carolina 28255, Attn:
Liability Management Group, Collect: (980) 388 3646, Toll-Free: (888) 292-0070, Credit Suisse at 11
Madison Avenue New York, New York
10010, Attn: Liability Management Group, (800) 820-1653
(toll-free), (212) 325 6340 (collect), Goldman, Sachs & Co. at
200 West Street, 7th Floor, New York, New
York 10282, Attn: Liability Management Group, (800) 828-3182
(toll-free), (212) 902-6941 (collect) and J.P. Morgan Securities
LLC at 383 Madison Avenue, 3rd Floor New York,
New York 10179 Attn:
Liability Management Group, Collect: (212) 834-3424, Toll-Free: (866) 834-4666. Requests for the
Tender Offer Materials may be directed to D.F. King & Co., Inc. at 48 Wall Street,
New York, New York 10005, Attn:
Peter Aymar, (212) 269-5550 (for
banks and brokers) or (866) 796-7179 (for all others) or
email at uss@dfking.com.
U. S. Steel is making the Tender Offers only by, and pursuant
to, the terms of the Tender Offer Materials. None of U. S. Steel,
the Dealer Managers, the Information Agent and Tender Agent make
any recommendation as to whether Holders should tender or refrain
from tendering their Securities. Holders must make their own
decision as to whether to tender Securities and, if so, the
principal amount of the Securities to tender. The Tender
Offers are not being made to holders of Securities in any
jurisdiction in which the making or acceptance thereof would not be
in compliance with the securities, blue sky or other laws of such
jurisdiction. In any jurisdiction in which the securities
laws or blue sky laws require the Tender Offers to be made by a
licensed broker or dealer, the Tender Offers will be deemed to be
made on behalf of U. S. Steel by the Dealer Managers, or one or
more registered brokers or dealers that are licensed under the laws
of such jurisdiction.
This press release does not constitute an offer to purchase
securities or a solicitation of an offer to sell any securities or
an offer to sell or the solicitation of an offer to purchase any
new securities, nor does it constitute an offer or solicitation in
any jurisdiction in which such offer or solicitation is
unlawful. Capitalized terms used in this press release but
not otherwise defined herein have the meanings assigned to them in
the Tender Offer Materials.
Cautionary Statement
All statements included in this press release, other than
historical information or statements of historical fact, are
"forward-looking statements" within the meaning of Section 27A of
the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Words such as, but not limited to,
"believes," "expects," "anticipates," "estimates," "intends,"
"plans," "could," "may," "will," "should," and similar expressions
are intended to identify forward-looking statements. All
forward-looking statements rely on a number of assumptions,
estimates and data concerning future results and events and are
subject to a number of uncertainties and other factors, many of
which are outside U. S. Steel's control that could cause actual
results to differ materially from those reflected in such
statements. Accordingly, U. S. Steel cautions that the
forward-looking statements contained herein are qualified by these
and other important factors and uncertainties that could cause
results to differ materially from those reflected by such
statements. For more information on the potential factors, please
review U. S. Steel's filings with the Securities and Exchange
Commission, including, but not limited to, U. S. Steel's Annual
Report on Form 10-K, its Quarterly Reports on Form 10-Q and its
Current Reports on Form 8-K.
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SOURCE United States Steel Corporation