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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 28, 1999
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AK STEEL HOLDING CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware File No. 1-13696 31-1401455
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(State or other (Commission file number) (IRS employer
jurisdiction of identification
incorporation) number)
703 Curtis Street, Middletown, Ohio 45043
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: 513-425-5000
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Not Applicable
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
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Filed herewith is a copy of a Press Release, dated October 28, 1999, issued
by AK Steel Holding Corporation (the "Company")to announce that it has commenced
change of control repurchase offers for all $150,000,000 of its 9% Senior Notes
Due 2007 (CUSIP No. 04210 AN 0) and $75,000,000 of its 8-7/8% Senior Notes Due
2008 (CUSIP No. 042170 AR 1). Both series of notes were originally issued by
Armco Inc. and were assumed by the Company upon the merger with Armco on
September 30, 1999.
The Company further said that it is also offering cash payments to holders
of notes who agree on or before November 12, 1999 to waive their repurchase
rights and not to sell their notes prior to expiration of the change of control
offer. The cash payments will be $17.50 for each $1,000 principal amount of the
9% Notes and $20.00 for each $1,000 principal amount of the 8-7/8% notes. Only
holders of record as of the close of business on November 2, 1999 will be
eligible to receive such cash payments.
Item 7. Exhibit.
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(a) Financial Statements of business acquired:
Not applicable.
(b) Pro Forma financial information:
Not applicable.
(c) Exhibit:
(1) Press Release, dated October 28, 1999
2
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Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
AK STEEL HOLDING CORPORATION
/s/ Brenda S. Harmon
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Brenda S. Harmon
Secretary
Dated: October 28, 1999
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AK STEEL HOLDING CORPORATION
FORM 8-K
CURRENT REPORT
Exhibit Index
Exhibit No. Description Page
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(1) Press Release, dated October 28, 1999 5
4
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Exhibit 99.1
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[LOGO] News Release
AKSteel
Contacts: Media - Alan H. McCoy, Vice President, Public Affairs (513) 425-2826
Investors - James L. Wainscott, Vice President, Treasurer & CFO (513)
425-5392
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AK STEEL ANNOUNCES CHANGE OF CONTROL
REPURCHASE AND WAIVER OFFERS FOR FORMER
ARMCO NOTES
MIDDLETOWN, OH, October 28, 1999 -- AK Steel (NYSE: AKS) today announced that it
has commenced change of control repurchase offers for all $150,000,000 of its
9% Senior Notes Due 2007 (CUSIP No. 04210 AN 0) and $75,000,000 of its 8-7/8%
Senior Notes Due 2008 (CUSIP No. 042170 AR 1). Both series of notes were
originally issued by Armco Inc. and were assumed by AK Steel upon the merger
with Armco on September 30,1999.
Because the merger constituted a change of control of Armco, holders have
the right, until December 7, 1999, to tender their notes for repurchase at 101%
of their principal amount, plus accrued interest to the repurchase date, which
also will be December 7, 1999.
AK Steel said that it is also offering cash payments to holders of notes
who agree on or before November 12, 1999 to waive their repurchase rights and
not to sell their notes prior to expiration of the change of control offer. The
cash payments will be $17.50 for each $1,000 principal amount of the 9% Notes
and $20.00 for each $1,000 principal amount of the 8-7/8% notes. Only holders of
record as of the close of business on November 2, 1999 will be eligible to
receive such cash payments.
The repurchase offer and the alternative waiver offer are more fully
described in a written Change of Control Offer, dated today, copies of which
(together with related materials) can be obtained by contacting either the
information agent, Innisfree M&A Incorporated, at (888) 750-5834, or AK Steel's
financial advisor, Credit Suisse First Boston Corporation, at (800) 820-1653.
AK Steel produces flat-rolled carbon, stainless and electrical steel
products for automotive, appliance, construction and manufacturing markets, as
well as standard pipe and tubular steel products. AK Steel is headquartered in
Middletown, Ohio. It employs about 11,500 men and women in plants and offices
in Middletown, Coshocton, Dover, Mansfield, Warren and Zanesville, Ohio;
Ashland, Kentucky; Rockport, Indiana; and Butler, Sharon and Wheatland,
Pennsylvania. AK Steel also produces snow and ice control products, and operates
a major industrial park on the Houston, Texas ship channel.
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