/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES
OR DISSEMINATION IN THE UNITED
STATES./
HAMILTON, ON, June 2, 2021 /CNW/ - Stelco Holdings Inc.
("Stelco" or the "Company") (TSX: STLC) announced today that the
previously announced bought deal secondary offering (the
"Offering") of 6,670,000 common shares of the Company (the "Common
Shares") by LG Bedrock Holdings LP (the "Selling Shareholder") at a
price of $33.00 per Common Share for
aggregate gross proceeds of $220,110,000 to the Selling Shareholder has
closed (which included the sale of 870,000 Common Shares pursuant
to the exercise in full by the underwriter of its over-allotment
option (the "Over-Allotment Option")).
The Offering was completed by way of a prospectus supplement
dated May 28, 2021 (the "Prospectus
Supplement") to the final base shelf prospectus of the Company
dated February 11, 2021 (the "Base
Shelf Prospectus"). The Base Shelf Prospectus and the Prospectus
Supplement have been filed with Canadian securities regulators and
are available under the Company's profile at www.sedar.com.
The Offering was led by BMO Capital Markets. All net proceeds of
the Offering, after deducting the underwriting commission, were
paid to the Selling Shareholder.
Prior to the Offering, Bedrock Industries Coöperatief U.A.
("Bedrock Industries") held 34,172,315 Common Shares, representing
38.5% of the issued and outstanding Common Shares. Immediately
following the commencement of the Offering, Bedrock Industries
authorized a distribution in kind of all of its Common
Shares, including the Common Shares sold in the Offering,
indirectly to the Selling Shareholder and to Alan Kestenbaum (or entities beneficially owned
by, or under the control or direction of, or other family members
not under the control of Alan
Kestenbaum) (the "Pre-Closing Share Transfers"). Following
the completion of the Pre-Closing Share Transfers, but prior to the
closing of the Offering, the Selling Shareholder held 25,752,236
Common Shares, representing approximately 29.0% of the issued and
outstanding Common Shares, and, following the closing of the
Offering, the Selling Shareholder holds 19,082,236 Common Shares,
representing approximately 21.5% of the issued and outstanding
Common Shares. Following the completion of the Pre-Closing Share
Transfers and the closing of the Offering, Alan Kestenbaum (or entities beneficially owned
by, or under the control or direction of, or other family members
not under the control of Alan
Kestenbaum) holds 10,708,279 Common Shares, representing
approximately 12.1% of the issued and outstanding Common Shares (of
which Alan Kestenbaum, directly or
indirectly, beneficially owns, or has control or direction over,
8,670,330 Common Shares, representing approximately 9.8% of the
issued and outstanding Common Shares). The net proceeds of the
Offering, after deducting the underwriting commission, were paid to
the Selling Shareholder. The Company did not receive any proceeds
from the Offering or the exercise of the Over-Allotment Option.
Alan Kestenbaum, the Executive
Chairman and CEO of the Company, was not a selling shareholder and
did not receive any proceeds from the Offering or from the exercise
of the Over-Allotment Option.
The Common Shares have not been registered under the U.S.
Securities Act of 1933, as amended, and may not be offered or sold
in the United States absent
registration or an applicable exemption from the registration
requirements. This press release shall not constitute an offer to
sell or the solicitation of an offer to buy nor shall there be any
sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
About Stelco
Stelco is a low cost, integrated and
independent steelmaker with one of the newest and most
technologically advanced integrated steelmaking facilities in
North America. In addition to
being North America's only
integrated producer of pig iron, Stelco produces flat-rolled
value-added steels, including premium-quality coated, cold-rolled
and hot-rolled steel products. With first-rate gauge, crown, and
shape control, as well as reliable uniformity of mechanical
properties, our steel products are supplied to customers in the
construction, automotive and energy industries across Canada and the
United States as well as to a variety of steel service
centres, which are regional distributors of steel products. At
Stelco, we understand the importance of our business reflecting the
communities we serve and are committed to diversity and inclusion
as a core part of our workplace culture, in part, through active
participation in the BlackNorth Initiative.
About the Selling Shareholder
The Selling
Shareholder is organized under the laws of the State of
Delaware and the address of its registered office is 1209
Orange Street, Wilmington, DE
19801, United States. The Common Shares were disposed of by
the Selling Shareholder as a result of investment
considerations including price, market conditions, availability of
funds, evaluation of alternative investments and other
factors. An early warning report relating to the transaction
contemplated hereby will be filed by the Selling
Shareholder in accordance with applicable securities laws and
will be available on SEDAR under Stelco's profile at
www.sedar.com or may be obtained directly
from James C. Pickel,
Jr. upon request at (212) 651-1148.
SOURCE Stelco