UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Allegheny Technologies Incorporated
(Exact name of registrant as specified in its charter)
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Delaware
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1-12001
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25-1792394 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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1000 Six PPG Place, Pittsburgh, Pennsylvania
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15222-5479 |
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(Address of principal executive offices)
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(Zip Code) |
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Registrant’s telephone number, including area code |
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(412) 394-2800 |
N/A
(Former name or former address, if changed since last report).
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of
the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 1.01. |
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Entry into a Material Definitive Agreement. |
On
January 7, 2011, Allegheny Technologies Incorporated (the
“Company”) completed its offering
and sale of $500,000,000 aggregate principal amount of
the Company’s 5.950% Senior Notes due 2021
(the
“Notes”). The offering and sale of the Notes was made pursuant to
the Company’s shelf
registration statement filed with the Securities and Exchange Commission.
The Notes will accrue interest at the rate of 5.950% per annum, with interest payable in cash
semi-annually in arrears on each January 15 and July 15, commencing
July 15, 2011. The Notes will
mature on
January 15, 2021.
The Company may redeem the Notes, at any time and from time to time, prior to
October 15,
2020, in whole or in part, at a redemption price equal to the greater of (i) 100% of the principal
amount of the Notes being redeemed or (ii) the sum of the present values of the remaining scheduled
payments of principal and interest with respect to the Notes being redeemed (exclusive of interest
accrued to the date of redemption) discounted to the redemption date on a semiannual basis plus a
“make-whole” premium, in either case plus accrued interest on the principal amount of the Notes
being redeemed to the redemption date. On and after
October 15, 2020,
the Company may redeem the
Notes, at any time and from time to time, at a redemption price equal to 100% of the principal
amount of the Notes to be redeemed, plus accrued and unpaid interest on the principal amount of the
Notes being redeemed to the redemption date. If
the Company undergoes a change of control
repurchase event, holders may request that
the Company repurchase the Notes, in whole or in part,
for cash at a price equal to 101% of the principal amount of the Notes to be purchased plus any
accrued and unpaid interest to the repurchase date. If
the Company does not consummate its
acquisition of Ladish & Co., Inc. on or prior to
June 30, 2011 or if the merger agreement related
to that acquisition is terminated on or prior to
June 30, 2011,
the Company will redeem 50% of the
aggregate principal amount of the outstanding Notes on a pro rata basis at a redemption price equal
to 102% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest from
the date of initial issuance to the redemption date.
If an event of default with respect to the Notes occurs, the principal amount of the Notes,
plus premium, if any, and accrued and unpaid interest may be declared immediately due and payable,
subject to certain conditions. These amounts automatically become due and payable in the case of
certain types of bankruptcy, insolvency or reorganization events of default involving
the Company.