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8-K - AMERICAN AXLE & MANUFACTURING HOLDINGS INC | y48633e8vk.htm |
EX-99.2 - AMERICAN AXLE & MANUFACTURING HOLDINGS INC | y48633exv99w2.htm |
EX-99.5 - AMERICAN AXLE & MANUFACTURING HOLDINGS INC | y48633exv99w5.htm |
EX-99.1 - AMERICAN AXLE & MANUFACTURING HOLDINGS INC | y48633exv99w1.htm |
EX-99.4 - AMERICAN AXLE & MANUFACTURING HOLDINGS INC | y48633exv99w4.htm |
Exhibit 99.3
For Immediate Release
American Axle & Manufacturing Commences
Public Offering of Common Stock
Public Offering of Common Stock
Detroit, Michigan, December 7, 2009 American Axle & Manufacturing Holdings, Inc., which is
traded as AXL on the NYSE, announced today that it has commenced an offering of 14,000,000 shares
of its common stock pursuant to an effective shelf registration statement on Form S-3 filed
previously with the Securities and Exchange Commission (SEC). The company intends to grant the
underwriters an option for 30 days to purchase up to 2,100,000 additional shares of common stock to
cover over-allotments, if any.
The company plans to use the net proceeds from this offering for general corporate purposes.
J.P. Morgan and BofA Merrill Lynch are serving as the joint book-runners for the common stock
offering.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any
securities. A registration statement relating to these securities has been filed with the SEC and
is effective. The preliminary prospectus supplement and the final prospectus supplement relating
to the offering, when available, may be obtained from J.P. Morgan, Broadridge Financial Solutions,
1155 Long Island Avenue, Edgewood, New York 11717, or by calling 1-(866) 803-9204 or from BofA
Merrill Lynch, 4 World Financial Center, New York, NY 10080, Attn: Preliminary Prospectus
Department or by email Prospectus.Requests@ml.com.
AAM is a world leader in the manufacture, engineering, design and validation of driveline and
drivetrain systems and related components and modules, chassis systems and metal-formed products
for trucks, sport utility vehicles, passenger cars and crossover utility vehicles. In addition to
locations in the United States (Michigan, New York, Ohio and Indiana), AAM also has offices or
facilities in Brazil, China, Germany, India, Japan, Luxembourg, Mexico, Poland, South Korea,
Thailand and the United Kingdom.
Cautionary Statement Concerning Forward-Looking Statements
Certain statements contained in this press release are forward-looking statements and relate to
the Companys plans, projections, strategies or future performance. Such statements, made pursuant
to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, are based on
our current expectations, are inherently uncertain, are subject to risks and should be viewed with
caution. Forward-looking statements should not be read as a guarantee of future performance or
results, and will not necessarily be accurate indications of the times at, or by, which such
performance or results will be achieved. Forward-looking statements are based on information
available at the time those statements are made and/or managements good faith belief as of that
time with respect to future events and are subject to risks and may differ materially from those
expressed in or suggested by the forward-looking statements. Important factors that could cause
such differences include, but are not limited to: global economic conditions; our ability to
comply with the definitive terms and conditions of various commercial and financing arrangements
with General Motors LLC (GM); reduced purchases of our products by GM, Chrysler LLC (Chrysler)
or other customers; reduced demand for our customers products (particularly light trucks and sport
utility vehicles (SUVs) produced by GM and Chrysler); availability of financing for working
capital, capital expenditures, R&D or other general corporate purposes, including our ability to
comply with financial covenants; our customers and suppliers availability of financing for
working capital, capital expenditures, R&D or other general corporate purposes; the impact on us
and our customers of requirements imposed on, or actions taken by, our customers in response to the
U.S. governments ownership interest, the Troubled Asset Relief Program or similar programs; our
ability to continue to achieve cost reductions through ongoing restructuring actions; additional
restructuring actions that may occur; our ability to achieve the level of cost reductions required
to sustain global cost competitiveness; our ability to maintain satisfactory labor relations and
avoid future work stoppages; our suppliers, our customers and their suppliers ability to
maintain satisfactory labor relations and avoid work stoppages; our ability to
continue to
implement improvements in our U.S. labor cost structure; supply shortages or price increases in raw
materials, utilities or other operating supplies; currency rate fluctuations; our ability and our
customers and suppliers ability to successfully launch new product programs on a timely basis;
our ability to realize the expected revenues from our new and
incremental business backlog; our ability to attract new customers and programs for new products;
our ability to develop and produce new products that reflect market demand; lower-than-anticipated
market acceptance of new or existing products; our ability to respond to changes in technology,
increased competition or pricing pressures; price volatility in, or reduced availability of, fuel;
adverse changes in laws, government regulations or market conditions affecting our products or our
customers products (such as the Corporate Average Fuel Economy regulations); adverse changes in
the political stability of our principal markets (particularly North America, Europe, South America
and Asia); liabilities arising from warranty claims, product liability and legal proceedings to
which we are or may become a party; changes in liabilities arising from pension and other
postretirement benefit obligations; risks of noncompliance with
environmental regulations or risks
of environmental issues that could result in unforeseen costs at our facilities; our ability to
attract and retain key associates; and other unanticipated events and conditions that may hinder
our ability to compete. For additional discussion, see Item 1A. Risk Factors in our most recent
annual report on Form 10-K and quarterly reports on Form 10-Q. It is not possible to foresee or
identify all such factors and we assume no obligation to update any forward-looking statements or
to disclose any subsequent facts, events or circumstances that may affect their accuracy.
###
For more information...
Christopher M. Son
|
David Tworek | |
Director, Investor Relations and
|
Manager, Communications | |
Corporate Communications
|
(313) 758-4883 | |
(313) 758-4814
|
david.tworek@aam.com | |
chris.son@aam.com |