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American Axle & Manufacturing Announces Proposed Senior Notes Offering

Published on March 12, 2018

DETROIT, MICHIGAN – March 12, 2018 — American Axle & Manufacturing Holdings, Inc. (NYSE: AXL) (“Holdings”) announced today that its wholly owned subsidiary, American Axle & Manufacturing, Inc. (“AAM”), is planning a public offering of $350 million of senior notes, subject to market and other conditions.

The notes will bear interest at a rate to be determined at pricing and will be unconditionally guaranteed on a senior unsecured basis by Holdings and certain of AAM’s present and future domestic subsidiaries. 

AAM intends to use the net proceeds, cash on hand and/or borrowings under its credit agreement to fund the repurchase of any and all of its outstanding 6.25% Senior Notes due 2021 in its concurrent tender offer and consent solicitation, including the payment of accrued interest and any applicable consent premium.

Citigroup, Barclays, BofA Merrill Lynch, J.P. Morgan and RBC Capital Markets will be joint book-running managers for the debt offering.

This press release shall not constitute an offer to sell or a solicitation of an offer to purchase any of these securities and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state.  An effective shelf registration statement related to the offering is on file with the U.S. Securities and Exchange Commission (“SEC”).  This offering will be made only by means of a prospectus supplement and the accompanying base prospectus.  Additionally, this press release shall not constitute an offer to buy or the solicitation of an offer to sell the 6.25% Senior Notes due 2021 which are to be tendered in the concurrent tender offer and consent solicitation.

Before you invest, you should read the prospectus supplement and the accompanying base prospectus and other documents Holdings has filed with the SEC for more complete information about AAM, Holdings and this offering.  You may get these documents for free by visiting EDGAR on the SEC website at  Alternatively, AAM, any underwriter or any dealer participating in the offering will arrange to send you the prospectus supplement and the accompanying base prospectus.  The prospectus supplement and the accompanying base prospectus for this offering may be obtained by directing a request to Citigroup Global Markets Inc. toll-free at 1-800-831-9146.

About AAM

AAM is a global Tier 1 supplier to the automotive, commercial and industrial markets. AAM designs, engineers, validates and manufactures driveline, metal forming, powertrain and casting products, employing over 25,000 associates, operating at more than 90 facilities in 17 countries, to support its customers on global and regional platforms with a continued focus on delivering operational excellence, technology leadership and quality.

Cautionary Statement Concerning Forward-Looking Statements

In this press release, we make statements concerning our expectations, beliefs, plans, objectives, goals, strategies, and future events or performance. 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 management’s 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: reduced purchases of our products by General Motors Company (GM), FCA US LLC (FCA), or other customers; reduced demand for our customers' products (particularly light trucks and sport utility vehicles (SUVs) produced by GM and FCA); our ability to respond to changes in technology, increased competition or pricing pressures; 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 attract new customers and programs for new products; risks inherent in our global operations (including adverse changes in trade agreements, such as NAFTA, tariffs, immigration policies, political stability, taxes and other law changes, potential disruptions of production and supply, and currency rate fluctuations); a significant disruption in operations at one or more of our key manufacturing facilities; global economic conditions; our ability to successfully integrate the business and information systems of Metaldyne Performance Group, Inc. (MPG) and to realize the anticipated benefits of the merger; risks related to disruptions to ongoing business operations as a result of the merger with MPG, including disruptions to management time; risks related to a failure of our information technology systems and networks, and risks associated with current and emerging technology threats and damage from computer viruses, unauthorized access, cyber attack and other similar disruptions; negative or unexpected tax consequences; liabilities arising from warranty claims, product recall or field actions, product liability and legal proceedings to which we are or may become a party, or the impact of product recall or field actions on our customers; our ability to achieve the level of cost reductions required to sustain global cost competitiveness; supply shortages or price increases in raw materials, utilities or other operating supplies for us or our customers as a result of natural disasters or otherwise; our ability or 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 maintain satisfactory labor relations and avoid work stoppages; our suppliers', our customers' and their suppliers' ability to maintain satisfactory labor relations and avoid work stoppages; price volatility in, or reduced availability of, fuel; potential liabilities or litigation relating to, or assumed in, the MPG merger; potential adverse reactions or changes to business relationships resulting from the completion of the merger with MPG; our ability to protect our intellectual property and successfully defend against assertions made against us; our ability to attract and retain key associates; availability of financing for working capital, capital expenditures, research and development (R&D) or other general corporate purposes including acquisitions, as well as 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; changes in liabilities arising from pension and other postretirement benefit obligations; risks of noncompliance with environmental laws and regulations or risks of environmental issues that could result in unforeseen costs at our facilities or reputational damage; adverse changes in laws, government regulations or market conditions affecting our products or our customers' products; our ability or our customers' and suppliers' ability to comply with regulatory requirements and the potential costs of such compliance; and other unanticipated events and conditions that may hinder our ability to compete. It is not possible to foresee or identify all such factors and we make no commitment to update any forward-looking statement or to disclose any facts, events or circumstances after the date hereof that may affect the accuracy of any forward-looking statement.