EBITDA.3 Defined as Adj. 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. Documents filed with the SEC by AKS will also be available free of charge on the AKS website at www.aksteel.com or by contacting AKS’s investor relations department. 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. 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. 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. AK Steel Recognized by General Motors as a 2019 Supplier of the Year. That works out to about $2.95 per AK ⦠I love looking at the "story" behind investments from an interdisciplinary point of view, with an equal appetite for high-growth disruptors and beaten-down value names. Founded in 1993 by brothers Tom and David Gardner, The Motley Fool helps millions of people attain financial freedom through our website, podcasts, books, newspaper column, radio show, and premium investing services. 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. The combination of Cliffs’ iron ore pellet capabilities and our innovative, high-quality steel product development and production is strategically compelling. Weâre motley! Paul Finan CLEVELAND & WEST CHESTER, Ohio--(BUSINESS WIRE)--Cleveland-Cliffs Inc. (NYSE: CLF) (âCliffsâ) and AK Steel Holding Corporation (NYSE: AKS) (âAK Steel⦠Under the terms of the merger agreement, AK Steel shareholders will receive 0.40 shares of Cliffs common stock for each outstanding share of AK Steel common stock they own. For AK Steel, that means it will be somewhat shielded from future spikes in iron ore prices, as had occurred this year. Cleveland-Cliffs Inc. CLF and AK Steel Holding Corporation AKS recently announced that the shareholders of Cleveland-Cliffs and AK Steelâs stockholders voted in favor of all the resolutions required for completing the earlier announced ⦠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. 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. The combined company could also save a bundle on interest costs, as Cleveland-Cliffs will now refinance AK Steel's debt, which carried a very high 7.2% average cost versus Cleveland-Cliffs' 5.1% average. AK Steel has received 58.42% âunderperformâ votes from our community. 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, on the other hand, is a steel producer with primarily flat rolled operations. Joint Conference Call & Webcast Information. Here's why. Stock Advisor launched in February of 2002. Driven by the core values of safety, social, environmental and capital stewardship, Cleveland-Cliffs’ employees endeavor to provide all stakeholders with operating and financial transparency. AK Steel Holding Corp. was delisted and deregistered from the New York Stock Exchange after Cleveland-Cliffs, Inc. (NYSE:CLF) finalized its $3 billion acquisition of ⦠Cleveland-Cliffs will be refinancing AK Steel's 2021 and 2023 notes, which should have the benefit of not only pushing out those near-term maturities to later in the 2020s but also locking in a lower rate, closer to Cleveland-Cliffs' current rates.Â. View the full release here: https://www.businesswire.com/news/home/20191203005504/en/. 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. 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, Cliffs or their respective directors, (vi) the risk that disruptions from the proposed Merger will harm AK Steelâ s or Cliffsâ business, including current plans and operations, (vii) the ability of AK Steel or Clif fs to retain and hire key Through its subsidiaries, the company also provides customer solutions with carbon and stainless steel tubing products, hot- and cold-stamped components, and die design and tooling. EBITDA – Capex. Cumulative Growth of a $10,000 Investment in Stock Advisor, Why the Cleveland-Cliffs/AK Steel Merger Makes Tons of Sense @themotleyfool #stocks $CLF $AKS $MT, Why Cleveland-Cliffs Stock Fell 13% in February, Why Cleveland-Cliffs Stock Plunged 10% in Early Trading Today, Why Cleveland-Cliffs Surged Another 32.2% in December, Why Cleveland Cliffs Surged 33% in November, Why Shares of Cleveland-Cliffs Rose 29% in October, Copyright, Trademark and Patent Information. 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. Returns as of 03/12/2021. 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. The new company will combine Cleveland-Cliffs' iron ore pellet production capabilities, of which it had about 42% U.S. market share, with AK Steel's blast furnace steel plants and downstream businesses, which make specialized, high-grade steel parts, especially for the auto industry. 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. 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. AKS has over 2.3 million tons of EAF capability much more than X plus AKS makes specialty steel products it is not a volume steel producer like X. AKS-CLF merger ⦠Currently, CLF is an iron ore minersupplying US steel companies. ______________________1 Pro forma LTM numbers exclude intercompany sales, which are calculated based on 25% of revenue, per Cleveland-Cliffs and AK Steel’s 2018 10-Ks.2 Pro forma numbers include $120 million in anticipated synergies and utilizes each companies’ respective methodologies of calculating Adj. Following completion of the transaction, with Mr. Goncalves leading the expanded organization, Mr. Newport will retire as CEO and a Director of AK Steel. AK Steel (ticker: AKS) shareholders will receive 0.4 shares of Cleveland-Cliffs (CLF) for each AK share held. These near-term debt maturities were probably weighing on AK Steel's stock price, which had fallen some 70% over the past three years, as opposed to just a 9% decline for Cleveland-Cliffs. Vote âOutperformâ if you believe AKS General Manager, Investor Relations 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. Excludes HBI-related 9/30/2019 LTM capex of $415m, per Cliffs’ filings. AK Steel Holding Corporation is an American steelmaking company headquartered in West Chester Township, Butler County, Ohio. Douglas O. Mitterholzer Corporate Manager, Communications and Public Relations The companies have agreed to enable the merger â¦