Exhibit 99.1
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NEWS RELEASE
Contact:
Dan L. Greenfield
412-394-3004 |
Allegheny Technologies Announces Pricing of Concurrent Senior Notes and
Convertible Notes Offerings
Pittsburgh, PA May 27, 2009 Allegheny Technologies Incorporated (NYSE:ATI) announced today
that it has priced its concurrent public offerings of senior notes due 2019 and convertible notes
due 2014. The offerings are being made pursuant to the Companys shelf registration statement filed
with the Securities and Exchange Commission. Neither the completion of the senior notes offering
nor the convertible notes offering will be contingent on the completion of the other.
ATI announced that it has agreed to sell $350,000,000 aggregate principal amount of 9.375% Senior
Notes due 2019 (the Senior Notes). ATI previously had announced an intention to sell $300,000,000
of Senior Notes. The Senior Notes will pay interest semi-annually in arrears at a rate of 9.375%
per year and will mature on June 1, 2019, unless earlier repurchased. ATI intends to use the net
proceeds from the offering of the Senior Notes to purchase any and all of its outstanding 8.375%
Notes due 2011 (the 8.375% Notes) pursuant to the terms of a tender offer by ATI for those 8.375%
Notes. As of today, there were $300 million in aggregate principal amount of 8.375% Notes
outstanding. Any net proceeds from the offering of Senior Notes not used to purchase the 8.375%
Notes will be used for general corporate purposes.
ATI also announced the pricing of its offering of $350,000,000 aggregate principal amount of 4.25%
Convertible Senior Notes due 2014 (the Convertible Notes). ATI has granted the underwriters a
30-day option to purchase up to an additional $52,500,000 aggregate principal amount of the
Convertible Notes on the same terms and conditions to cover over-allotments, if any. The
Convertible Notes will pay interest semi-annually in arrears at a rate of 4.25% per year and will
mature on June 1, 2014, unless earlier repurchased or converted. Holders may convert their
Convertible Notes into shares of ATIs common stock at their option any time prior to the close of
business on the second scheduled trading day immediately preceding the maturity date. The
conversion rate will initially be 23.9263 shares of common stock per $1,000 principal amount of
Convertible Notes (representing an initial conversion price of approximately $41.80 per share of
common stock), subject to adjustment in certain circumstances. ATI intends to use the net proceeds
from the offering of Convertible Notes to manage its liabilities and other obligations, such as by
making voluntary contributions to its defined benefit pension trust and contributions to trusts
established to fund retiree medical benefits, and the balance for general corporate purposes.
Citi and J.P. Morgan Securities Inc. are the joint book-running managers for the Senior Notes
offering. J.P. Morgan Securities Inc. and Citi are the joint book-running managers for the
Convertible Notes offering.
This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor
shall there be any sale of any of the Senior Notes or Convertible Notes 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. A registration statement relating to the Senior
Notes and Convertible Notes has been filed with the Securities and Exchange Commission.
Copies of the prospectus and Senior Notes prospectus supplement meeting the requirements of Section
10 of the Securities Act of 1933, as amended, may be obtained from Citi, Prospectus Department,
Brooklyn Army Terminal, 140 58th Street, 8th Floor, Brooklyn, New York 11220
or by telephone at 800-831-9146 and at www.sec.gov. Copies of the prospectus and Convertible Notes
prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as
amended, may be obtained from 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 and at www.sec.gov.
ATIs obligation to accept any 8.375% Notes due 2011 tendered in its tender offer and to pay the
applicable consideration for them are set forth solely in the related Offer to Purchase and the
Letter of Transmittal. This news release is neither an offer to purchase nor a solicitation of an
offer to sell any 8.375% Notes due 2011. The tender offer is made only by, and pursuant to the
terms of, the Offer to Purchase, and the information in this news release is qualified by reference
to the Offer to Purchase and the related Letter of Transmittal. Subject to applicable law, ATI may
amend, extend or, subject to certain conditions, terminate the tender offer.
This news release contains forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Certain statements in this news release relate to future
events and expectations and, as such, constitute forward-looking statements. Forward-looking
statements include those containing such words as anticipates, believes, estimates,
expects, would, should, will, will likely result, forecast, outlook, projects, and
similar expressions. Forward-looking statements are based on managements current expectations and
include known and unknown risks, uncertainties and other factors, many of which we are unable to
predict or control, that may cause our actual results, performance or achievements to materially
differ from those expressed or implied in the forward-looking statements. Important factors that
could cause actual results to differ materially from those in the forward-looking statements
include: (a) material adverse changes in economic or industry conditions generally, including
credit market conditions and related issues, and global supply and demand conditions and prices for
our specialty metals; (b) material adverse changes in the markets we serve, including the aerospace
and defense, construction and mining, automotive, electrical energy, chemical process industry, oil
and gas, medical and other markets; (c) our inability to achieve the level of cost savings,
productivity improvements, synergies, growth or other benefits anticipated by management, including
those anticipated from strategic investments and the integration of acquired businesses, whether
due to significant increases in energy, raw materials or employee benefits costs, the possibility
of project cost overruns or unanticipated costs and expenses, or other factors; (d) volatility of
prices and availability of supply of the raw materials that are critical to the manufacture of our
products; (e) declines in the value of our defined benefit pension plan assets or unfavorable
changes in laws or regulations that govern pension plan funding; (f) significant legal proceedings
or investigations adverse to us; (g) other risk factors summarized in our Annual Report on Form
10-K for the year ended December 31, 2008, and in other reports filed with the Securities and
Exchange Commission. We assume no duty to update our forward-looking statements.
Building the Worlds Best Specialty Metals Company
Allegheny Technologies Incorporated is one of the largest and most diversified specialty metals
producers in the world with revenues of $5.3 billion during 2008. ATI has approximately 9,600
full-time employees world-wide who use innovative technologies to offer global markets a wide range
of specialty metals solutions. Our major markets are aerospace and defense, chemical process
industry/oil and gas, electrical energy, medical, automotive, food equipment and appliance, machine
and cutting tools, and construction and mining. Our products include titanium and titanium alloys,
nickel-based alloys and superalloys, grain-oriented electrical steel, stainless and specialty
steels, zirconium, hafnium, and niobium, tungsten materials, and forgings and castings.