Exhibit 99.1
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NEWS RELEASE
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Allegheny Technologies Incorporated
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Contact:
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Corporate Headquarters
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Dan L. Greenfield
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1000 Six PPG Place
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412-394-3004 |
Pittsburgh, PA 15222-5479
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U.S.A.
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www.alleghenytechnologies.com |
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Allegheny Technologies Announces Completion of Senior Notes Offering and
Amendment to Unsecured Credit Facility
Pittsburgh,
PA, June 1, 2009 Allegheny Technologies Incorporated (NYSE:ATI) announced today that
it has completed its previously announced public offering of senior notes due 2019. The offering
was made pursuant to the Companys shelf registration statement filed with the Securities and
Exchange Commission.
In the offering, ATI issued and sold $350,000,000 aggregate principal amount of 9.375% Senior Notes
due 2019 (the Senior Notes). 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.
Citi and J.P. Morgan Securities Inc. were the joint book-running managers for the 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 Senior 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 has been filed with the
Securities and Exchange Commission.
Copies of the prospectus and prospectus supplement meeting the requirements of Section 10 of the
Securities Act of 1933, as amended, may be obtained from Citigroup Global Markets Inc., Prospectus
Department, Brooklyn Army Terminal, 140 58th Street, 8th Floor, Brooklyn, New
York 11220 or by telephone at 877-858-5407 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.
The Company also announced that it has amended certain definitions and financial covenants in its
$400 million senior unsecured domestic revolving credit facility to provide additional financial
flexibility. The amendment restates the definition of consolidated earnings before interest and
taxes and consolidated earnings before income, taxes, depreciation and amortization as used in the
interest coverage and leverage ratios to exclude any non-cash pension expense or income and
restates the definition of consolidated indebtedness used in the leverage ratio, which previously
was based on gross indebtedness, to be net of cash on hand in excess of $50 million. The Company
has not drawn upon its credit facilities in the last ten years.
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.
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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.
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