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Detroit, Michigan, Feb 14, 2013 - (ACN Newswire) - American Axle & Manufacturing Holdings, Inc. (NYSE: AXL), announced today that its wholly-owned subsidiary, American Axle & Manufacturing, Inc. ("AAM" or the "Company") has commenced a cash Tender Offer (the "Tender Offer") for any and all of its outstanding 7.875% senior notes due 2017 (CUSIP No. 02406PAF7) and a solicitation of consents to certain proposed amendments to the indenture governing the notes (the "Consent Solicitation").
Holders who validly tender their notes prior to 5:00 p.m., New York City time, on February 28, 2013, unless extended (the "Early Tender Time"), will be eligible to receive $1,030 for each $1,000 principal amount of notes tendered and not validly withdrawn (which includes an "Early Tender Premium" of $25 per $1,000 principal amount of notes). Holders who validly tender their notes after the Early Tender Time and prior to 11:59 p.m., New York City time, on March 1, 2013, unless extended (the "Expiration Time"), will be eligible to receive $1,005 for each $1,000 principal amount of notes tendered and will not receive the Early Tender Premium.
Holders will also receive a cash payment equal to the accrued and unpaid interest from the most recent interest payment date on the notes up to, but not including, the applicable settlement date. Holders who validly tender their notes by the Early Tender Time will be eligible to receive payment on the initial settlement date, which is currently expected to occur on or about March 1, 2013, following the Early Tender Time and satisfaction or waiver of the Tender Offer conditions. Holders tendering after the Early Tender Time and prior to the Expiration Time will be eligible to receive payment on the final settlement date following the Expiration Time.
Tendered notes may be withdrawn (thereby revoking the related consent) before 5:00 p.m., New York City time, on February 28, 2013, unless extended by the Company and except in certain limited circumstances. Any extension, delay, termination or amendment of the Tender Offer will be followed as promptly as practicable by a public announcement thereof.
Concurrently with the Tender Offer, the Company is soliciting from holders consents to the proposed amendments to the indenture governing the Notes to eliminate most of the covenants and certain default provisions applicable to the notes. Adoption of the proposed amendments requires the consent of holders of at least a majority of the outstanding principal amount of the Notes.
The Tender Offer is subject to the satisfaction of certain conditions, including a financing condition. There is no minimum amount of notes that must be tendered in the Tender Offer and the Tender Offer is not conditioned upon the successful completion of the Consent Solicitation. Holders who validly tender their Notes pursuant to the Tender Offer will be deemed to have delivered their consents by virtue of such tender. Holders may not tender their notes without delivering consents or deliver consents without tendering their notes effecting the proposed amendments to the indenture governing the notes.
The complete terms and conditions of the Tender Offer and Consent Solicitation are described in the Offer to Purchase and Consent Solicitation Statement dated February 14, 2013, copies of which may be obtained from D.F. King & Co., Inc., the tender and information agent for the Tender Offer and Consent Solicitation, at +1-800-769-4414 (US toll-free) or, for banks and brokers, +1-212-269-5550.
The Company has engaged BofA Merrill Lynch and J.P. Morgan Securities LLC to act as dealer managers and solicitation agents in connection with the Tender Offer and Consent Solicitation. Questions regarding the terms of the Tender Offer may be directed to BofA Merrill Lynch at +1-888-292-0070 (US toll-free) and +1-980-387-3907 (collect) or J.P. Morgan Securities LLC at +1-800-245-8125 (US toll-free) and +1-212-270-0761 (collect).
This announcement is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of consents with respect to any securities. The Tender Offer and Consent Solicitation are being made solely by the Offer to Purchase and Consent Solicitation Statement dated February 14, 2013.
AAM is a world leader in the manufacture, engineering, design and validation of driveline and drivetrain systems and related components and modules, chassis systems and metal-formed products for light trucks, sport utility vehicles, passenger cars, crossover vehicles and commercial vehicles. In addition to locations in the United States (Michigan, Ohio, Pennsylvania and Indiana), AAM also has offices or facilities in Brazil, China, Germany, India, Japan, Luxembourg, Mexico, Poland, Scotland, South Korea, Sweden and Thailand.
Cautionary Statement Concerning Forward-Looking Statements
In this press release, we make statements concerning our expectations, beliefs, plans, objectives, goals, strategies, and future events or performance. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on information available at the time those statements are made and/or management's good faith belief as of that time with respect to future events and are subject to risks and may differ materially from those expressed in or suggested by the forward-looking statements. Important factors that could cause such differences include, but are not limited to: global economic conditions, including the impact of the debt crisis in the Euro-zone; reduced purchases of our products by GM, Chrysler or other customers; reduced demand for our customers' products (particularly light trucks and SUVs produced by GM and Chrysler); our ability or our customers' and suppliers' ability to successfully launch new product programs on a timely basis; our ability to realize the expected revenues from our new and incremental business backlog; our ability to respond to changes in technology, increased competition or pricing pressures; supply shortages or price increases in raw materials, utilities or other operating supplies for us or our customers as a result of natural disasters or otherwise; liabilities arising from warranty claims, product recall or field actions, product liability and legal proceedings to which we are or may become a party; our ability to achieve the level of cost reductions required to sustain global cost competitiveness; our ability to attract new customers and programs for new products; price volatility in, or reduced availability of, fuel; our ability to develop and produce new products that reflect market demand; lower-than-anticipated market acceptance of new or existing products; our ability to maintain satisfactory labor relations and avoid work stoppages; our suppliers', our customers' and their suppliers' ability to maintain satisfactory labor relations and avoid work stoppages; risks inherent in our international operations (including adverse changes in political stability, taxes and other law changes, potential disruptions of production and supply, and currency rate fluctuations); availability of financing for working capital, capital expenditures, R&D or other general corporate purposes, including our ability to comply with financial covenants; our customers' and suppliers' availability of financing for working capital, capital expenditures, R&D or other general corporate purposes; adverse changes in laws, government regulations or market conditions affecting our products or our customers' products (such as the Corporate Average Fuel Economy ("CAFE") regulations); changes in liabilities arising from pension and other postretirement benefit obligations; our ability to attract and retain key associates; risks of noncompliance with environmental laws and regulations or risks of environmental issues that could result in unforeseen costs at our facilities; our ability or our customers' and suppliers' ability to comply with the Dodd-Frank Act and other regulatory requirements and the potential costs of such compliance; our ability to consummate and integrate acquisitions and joint ventures; other unanticipated events and conditions that may hinder our ability to compete. It is not possible to foresee or identify all such factors and we make no commitment to update any forward-looking statement or to disclose any facts, events or circumstances after the date hereof that may affect the accuracy of any forward-looking statement.
For more information...
Christopher M. Son
Director, Investor Relations,
Corporate Communications and Marketing
+1-313-758-4814
chris.son@aam.com
David Tworek
Manager, Communications
+1-313-758-4883
david.tworek@aam.com
Or visit the AAM website at www.aam.com .
This announcement is distributed by Thomson Reuters on behalf of Thomson Reuters clients.
The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and other applicable laws; and
(ii) they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: American Axle & Manufacturing Holdings, Inc via Thomson Reuters ONE
Topic: Press release summary
Source: American Axle & Manufacturing Holdings, Inc.
https://www.acnnewswire.com
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