FORT WAYNE, INDIANA, June 8, 2009—Steel Dynamics, Inc. (NASDAQ:
STLD) announced that it has priced its public offerings of common stock
and 5.125% convertible senior notes due 2014. The offerings were made
pursuant to the Company’s shelf registration statement filed with the
Securities and Exchange Commission.
The Company announced that it has agreed to sell 27,000,000 shares of
its common stock at a public offering price of $13.50. The Company has
granted the underwriters a 30-day option to purchase up to an additional
4,050,000 shares of common stock from the Company on the same terms and
conditions to cover over-allotments, if any.
The Company also announced the pricing of its public offering of
$250,000,000 aggregate principal amount of 5.125% convertible senior
notes due 2014. The Company has granted the underwriters a 30-day option
to purchase up to an additional $37,500,000 principal amount of
convertible senior notes on the same terms and conditions to cover
over-allotments, if any. The convertible senior notes will pay interest
semi-annually at a rate of 5.125% and will mature on June 15, 2014,
unless earlier repurchased or converted. The convertible senior notes
will be convertible at the holder’s option into shares of the Company at
an initial conversion rate of 56.9801 shares of common stock per $1,000
principal amount of convertible senior notes, equivalent to a
conversion price of approximately $17.55 per share of common stock,
subject to adjustment in certain circumstances. The convertible senior
notes are guaranteed by certain subsidiaries of the Company.
The Company intends to use the net proceeds from the offerings to
repay the term loan portion of its existing senior secured credit
facility in full. The remaining proceeds from the offerings will be used
for general corporate purposes.
Merrill Lynch & Co., Goldman, Sachs & Co., Morgan Stanley
& Co. Incorporated and J.P. Morgan Securities Inc. are serving as
joint book-running managers for both the common stock and the
convertible senior notes offerings. BMO Capital Markets, PNC Capital
Markets LLC and Wachovia Securities are serving as co-managers for the
common stock offering. ABN AMRO Incorporated and PNC Capital Markets LLC
are serving as co-managers for the convertible senior notes offering.
Copies of the prospectuses relating to offerings meeting the
requirements of Section 10 of the Securities Act of 1933, as amended,
may be obtained from Merrill Lynch & Co., 4 World Financial Center,
New York, New York 10080, Attention: Prospectus Department; Goldman,
Sachs & Co., 85 Broad Street, New York, New York 10004, Attention:
Prospectus Department or by calling 212-902- 1171; Morgan Stanley &
Co. Incorporated, 180 Varick Street, Second Floor, New York, New York
10014, Attention: Prospectus Department (email: prospectus@
morganstanley.com); or J.P.Morgan Securities Inc., National Statement
Processing, Prospectus Library, 4 Chase Metrotech Center, CS Level,
Brooklyn, New York 11245 or by telephone at (718) 242-8002.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the convertible senior notes or the
common stock, nor shall there be any sale of any of the convertible
senior notes or the common stock in any state or jurisdiction in which
such an offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
state or jurisdiction. A registration statement relating to these
securities has been filed with the Securities and Exchange Commission
and is effective.
Cautionary Statements
Contact:
Fred Warner, Investor Relations Manager
(260) 969-3564 or fax (260) 969-3590
f.warner@steeldynamics.com |