MPG Metaldyne Performance Grp. Inc. (delisted)

Issuer:

American Axle & Manufacturing, Inc.

Guaranteed by:

American Axle & Manufacturing Holdings, Inc. and certain of its subsidiaries

Face:

$400,000,000

Net Proceeds to Issuer Before Expenses:

$395,000,000

Maturity:

July 1, 2028

Coupon:

6.875%

Price:

100.000% of face amount

Yield to Maturity:

6.875%

Interest Payment Dates:

January 1 and July 1, commencing January 1, 2021

Equity Clawback:

Prior to July 1, 2023, up to 35% at 106.875%

Redemption Provisions:

Optional Redemption:

Make-whole call @ T+50 basis points prior to July 1, 2023, plus accrued and unpaid interest to the redemption date, then:

On or after:

Price:

July 1, 2023

103.438%

July 1, 2024

101.719%

July 1, 2025 and thereafter

100.000%

Change of Control:

Put @ 101% of principal plus accrued and unpaid interest

Trade Date:

June 9, 2020

Settlement:

(T+3); June 12, 2020

We expect that delivery of the notes will be made to investors on or about June 12, 2020, which will be the third business day following the date of the prospectus supplement (such settlement being referred to as “T+3”). Under Rule 15c6-1 under the Securities Exchange Act of 1934, trades in the secondary market are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes on the date of pricing will be required, by virtue of the fact that the notes initially settle in T+3, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade the notes prior to their date of delivery hereunder should consult their advisors.

CUSIP:

02406P BA7

ISIN:

US02406PBA75