PLTE Claymont Steel Hlds (MM)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE TO

(Amendment No. 3)

Tender Offer Statement under Section 14 (d)(1) or 13 (e)(1)

of the Securities Exchange Act of 1934

Claymont Steel Holdings, Inc.

(Name of Subject Company (Issuer))

Titan Acquisition Sub, Inc.

and

Evraz Group S.A.

(Names of Filing Persons (Offerors))

Common Stock, par value $0.001 per share

(Title of Class of Securities)

18382P104

(CUSIP Number of Class of Securities)

Alexander V. Frolov

Chief Executive Officer

Evraz Group S.A.

1 Allée Scheffer

L-2520 Luxembourg

+7 (495) 232-1370

Copy to:

William A. Groll, Esq.

Neil Q. Whoriskey, Esq.

Cleary Gottlieb Steen & Hamilton LLP

One Liberty Plaza

New York, NY 10006

(212) 225-2000

(Name, Address and Telephone Numbers of Persons

Authorized to Receive Notices and Communications on Behalf of Filing Persons)

CALCULATION OF FILING FEE

Check the following box if the filing is a final amendment reporting the results of the tender offer:   x

This Amendment No. 3 (this “ Amendment ”) amends and supplements the Tender Offer Statement on Schedule TO (the “ Schedule TO ”) filed with the United States Securities and Exchange Commission on December 18, 2007, as amended on January 4, 2008 and January 7, 2008, by Evraz Group S.A., a company organized as a société anonyme under the laws of the Grand Duchy of Luxembourg (“ Evraz ”), and its wholly owned subsidiary Titan Acquisition Sub, Inc. (“ Purchaser ”), a Delaware corporation. This Amendment also amends and supplements the Schedule 13D of Evraz with respect to the Shares.

The Schedule TO relates to the offer by Purchaser to purchase all outstanding shares of common stock, par value $0.001 per share, of Claymont Steel Holdings, Inc., a Delaware corporation, at a price of $23.50 per Share, net to the seller in cash, without interest thereon and less any applicable stock transfer taxes and withholding taxes, upon the terms and subject to the conditions set forth in the Offer to Purchase dated December 18, 2007 (the “ Offer to Purchase ”) and in the related Letter of Transmittal (which, together with any amendments or supplements thereto, collectively constitute the “ Offer ”), which are annexed to the Schedule TO as Exhibits (a)(1)(A) and (a)(1)(B), respectively. Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Offer to Purchase.

Items 1, 4 and 11.

Items 1, 4 and 11 of the Schedule TO are hereby amended and supplemented as follows:

“Evraz issued a press release on January 17, 2008 announcing that the Offer was successfully completed. Based on information provided by Mellon Investor Services LLC, the depositary for the Offer, as of the expiration of the Offer at midnight, New York City time, on January 16, 2008, stockholders of Claymont Steel had tendered into the Offer 16,415,722 Shares (excluding Shares delivered pursuant to notices of guaranteed delivery), representing approximately 93.4 percent of the outstanding Shares. All validly tendered Shares have been accepted for payment in accordance with the terms of the Offer.

“In accordance with the Merger Agreement, Evraz now intends to effect a short-form merger. Pursuant to the Merger Agreement, each Share not accepted for payment in the Offer, other than those as to which holders exercise dissenters’ rights and those held by Evraz or Claymont Steel or their respective subsidiaries, will be converted in the Merger into the right to receive $23.50 in cash, without interest thereon and less any applicable stock transfer taxes and withholding taxes. A copy of the press release is filed as Exhibit (a)(1)(L) hereto and is incorporated herein by reference.”

Item 12. Exhibits.

Item 12 of the Schedule TO is hereby amended and supplemented to add the following exhibit:

“(a)(1)(L) Text of press release issued by Evraz on January 17, 2008.”

SIGNATURE

After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: January 17, 2008

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