Filed by Legato Merger Corp.
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
under the Securities Exchange Act of 1934
Form F-4 File No.: 333-257732
Subject Company: Legato Merger Corp.
(Commission File No. 001-39906)
MEDIA
RELEASE
August
13, 2021
ALGOMA
STEEL SCHEDULES FIRST QUARTER FISCAL 2022 EARNINGS RELEASE AND CONFERENCE CALL
SAULT
STE. MARIE, ONTARIO (August 13, 2021) – Algoma Steel Inc. (“Algoma” or the “Company”) and its merger partner
Legato Merger Corp. (LEGO, LEGOU, LEGOW), announced
today that Algoma will release its financial results for its fiscal first quarter ended June 30, 2021 on Thursday, August 19, 2021, after
the close of the market.
Michael
McQuade, Algoma’s Chief Executive Officer, and Rajat Marwah, Algoma’s Chief Financial Officer, will host a conference call
on Friday, August 20, 2021, at 11:00 am Eastern Daylight Time to discuss the Company’s results
and business outlook. To access the call, dial 1.800.734.8583. Following the conclusion of the live call, a replay of the webcast
will be available on the Investors section of the Company's website for at least 90 days.
___________________________________________
Cautionary
Information About Forward-Looking Statements
This
news release contains forward-looking statements within the meaning of applicable securities legislation, including the “safe harbor”
provisions of the United States Private Securities Litigation Reform Act of 1995. These forward-looking statements generally are identified
by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,”
“strategy,” “future,” “opportunity,” “plan,” “pipeline,” “may,”
“should,” “will,” “would,” “will be,” “will continue,” “will likely
result,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events
that are based on current expectations and assumptions. Many factors could cause actual future events to differ materially from the forward-looking
statements in this document, including but not limited to: the risk that the benefits of the proposed merger with Legato (the “transaction”)
may not be realized; the risk that the transaction may not be completed in a timely manner or at all; the failure to satisfy the conditions
to the consummation of the transaction, including the failure of Legato’s stockholders to approve and adopt the merger agreement
or the failure of Legato to satisfy the minimum cash condition following redemptions by its stockholders; the inability to complete the
concurrent private placement in connection with the transaction; the occurrence of any event, change or other circumstance that could
give rise to the termination of the merger agreement; the outcome of any legal proceedings that may be initiated following announcement
of the transaction; the effect of the announcement or pendency of the transaction on Algoma’s business relationships, operating
results and business generally; risks that the proposed transaction could disrupt current plans and operations of Algoma; the risks associated
with the steel industry generally; the ability of Algoma to implement and realize its business plans; the risk of downturns and a changing
regulatory landscape in Algoma’s highly competitive and cyclical industry; and changes in general economic conditions, including
as a result of the COVID-19 pandemic. The foregoing list of factors is not exhaustive and readers should also consider the other risks
and uncertainties set forth in the section entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements”
in Legato’s final prospectus dated January 19, 2021 relating to its initial public offering (the “Legato Final Prospectus”)
and in subsequent filings with the Securities and Exchange Commission (the “SEC”), including the proxy statement/prospectus
described below filed by Algoma and Legato in connection with the transaction. Forward-looking statements speak only as of the date they
are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Algoma and Legato assume no obligation and
do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.
Algoma
Steel Inc. | 105 West Street, Sault Ste. Marie, ON, Canada P6A 7B4 | T: 705-945-2351 F: 705-945-2203 | algoma.com
YOUR
PARTNER IN STEEL. SINCE 1901
Additional
Information and Where to Find It
This
news release is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect
of the transaction and does not constitute an offer to sell, buy or exchange or the solicitation of an offer to sell, buy or exchange
any securities or the solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, purchase, or exchange of
securities or solicitation of any vote or approval in any jurisdiction in contravention of applicable law.
In
connection with the proposed transaction between Algoma and Legato, on July 6, 2021, Algoma filed with the SEC a registration statement
on Form F-4 which includes its prospectus as well as Legato’s preliminary proxy statement (the “Preliminary Proxy Statement/Prospectus”).
Legato plans to mail the definitive Proxy Statement/Prospectus to its stockholders in connection with the transaction once available.
INVESTORS AND SECURITYHOLDERS OF LEGATO ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED OR TO BE
FILED WITH THE SEC CAREFULLY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT ALGOMA, LEGATO, THE TRANSACTION
AND RELATED MATTERS. Investors and security holders will be able to obtain free copies of the Preliminary Proxy Statement/Prospectus
and other documents filed with the SEC by Algoma and Legato through the website maintained by the SEC at www.sec.gov. In addition, investors
and securityholders may obtain free copies of the documents filed with the SEC on Legato’s website at https://legatomerger.com
or by directing a written request to Legato at 777 Third Avenue, 37th Floor, New York, NY 10017 or by contacting Algoma by email to brenda.stenta@algoma.com.
Participants
in the Solicitation
Legato,
Algoma and certain of their respective directors, executive officers and employees may be considered to be participants in the solicitation
of proxies in connection with the transaction. Information regarding the persons who may, under the rules of the SEC, be deemed participants
in the solicitation of the stockholders of Legato in connection with the transaction, including a description of their respective direct
or indirect interests, by security holdings or otherwise, will be included in the Proxy Statement/Prospectus described above when it
is filed with the SEC. Additional information regarding Legato’s directors and executive officers can also be found in the Legato
Final Prospectus. These documents are available free of charge as described above.
Algoma
Steel Inc. | 105 West Street, Sault Ste. Marie, ON, Canada P6A 7B4 | T: 705-945-2351 F: 705-945-2203 | algoma.com
YOUR
PARTNER IN STEEL. SINCE 1901
About
Algoma Steel Inc.
Based
in Sault Ste. Marie, Ontario, Canada, Algoma is a fully integrated producer of hot and cold rolled steel products including sheet and
plate. With a current raw steel production capacity of an estimated 2.8 million tons per year, Algoma’s size and diverse capabilities
enable it to deliver responsive, customer-driven product solutions straight from the ladle to direct applications in the automotive,
construction, energy, defense, and manufacturing sectors. Algoma is a key supplier of steel products to customers in Canada and Midwest
USA and is the only producer of plate steel products in Canada. The Company’s mill is one of the lowest cost producers of hot rolled
sheet steel (HRC) in North America owing in part to its state-of-the-art Direct Strip Production Complex (“DSPC”), which
is the newest thin slab caster in North America with direct coupling to a basic oxygen furnace (BOF) melt shop.
Algoma
has achieved several meaningful improvements over the last several years that are expected to result in enhanced long-term profitability
for the business. Algoma has modernized its DSPC facility and recently installed its No. 2 Ladle Metallurgy Furnace. Additionally, the
Company has cost cutting initiatives underway and is in the process of investing to modernize its plate mill facilities.
Today
Algoma is returning to its roots as a customer-focused, entrepreneurial company with the courage and growing capability to meet the industry’s
challenges head-on. It is investing in its people and processes, optimizing and modernizing so that it might continue to be your partner
in steel.
For
more information, please contact:
Brenda
Stenta
Manager Communications & Branding
Phone: +1.705.206.1022
E-mail: brenda.stenta@algoma.com
Algoma
Steel Inc. | 105 West Street, Sault Ste. Marie, ON, Canada P6A 7B4 | T: 705-945-2351 F: 705-945-2203 | algoma.com
YOUR
PARTNER IN STEEL. SINCE 1901
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