American Axle Plans $1.44B Debt Offering To Fund Dowlais Merger And Refinance Existing Debt

American Axle & Manufacturing Holdings, Inc. (NYSE:  AXL) ("AAM") announced today that its wholly-owned subsidiary, American Axle & Manufacturing, Inc. (the "Issuer"), intends to offer, subject to market and other conditions, $843 million of senior secured notes due 2032 (the "Secured Notes") and $600 million of senior unsecured notes due 2033 (the "Unsecured Notes," and together with the Secured Notes, the "Notes").

The Secured Notes will be secured by a first priority security interest in substantially all of the assets of the Issuer, AAM and AAM's subsidiaries (other than the Issuer) that guarantee its existing credit agreement, subject to certain thresholds, exceptions and permitted liens. Such assets will also continue to secure borrowings under the Issuer's existing credit agreement on a pari passu basis. The Secured Notes will be unconditionally guaranteed on a senior secured basis and the Unsecured Notes will be unconditionally guaranteed on a senior unsecured basis by AAM and its subsidiaries (other than the Issuer) that guarantee its existing credit agreement.

The Issuer intends to use the net proceeds from this offering, together with borrowings under its existing credit agreement and cash on hand, (i) to pay the cash consideration payable in connection with the pending business combination (the "Combination") with Dowlais Group plc ("Dowlais") and related fees and expenses, (ii) to repay in full all outstanding borrowings under the existing credit facilities of Dowlais and to pay related fees, expenses and premiums, after which the existing credit facilities of Dowlais will be terminated, (iii) to fund a change of control offer for certain outstanding notes of Dowlais and (iv) the remainder, if any, for general corporate purposes, which may include, among other things, repayment of debt.