Filed Pursuant to Rule 433
Registration No. 333-175508-01
Registration No. 333-175508
Dated: February 14, 2013
American Axle & Manufacturing, Inc.
Pricing Term Sheet
| Issuer: | American Axle & Manufacturing, Inc. | |||
| Guaranteed by: | American Axle & Manufacturing Holdings, Inc. and certain subsidiaries | |||
| Face: | $400,000,000 | |||
| Net Proceeds to Issuer Before Expenses: | $394,500,000 | |||
| Maturity: | March 15, 2021 | |||
| Coupon: | 6.250% | |||
| Price: | 100.000% of face amount | |||
| Yield to Maturity: | 6.250% | |||
| Spread to Treasury: | +473 basis points | |||
| Benchmark: | UST 2.625% due November 15, 2020 | |||
| Interest Payment Dates: | March 15 and September 15, commencing September 15, 2013 | |||
| Equity Clawback: | Prior to March 15, 2016, up to 35% at 106.250% | |||
| Redemption Provisions: | ||||
| Optional Redemption: | Make-whole call @ T+50 basis points prior to March 15, 2016, plus accrued and unpaid interest to the redemption date, then: | |||
| On or after: |
Price: | |||
| March 15, 2016 | 104.688% | |||
| March 15, 2017 | 103.125% | |||
| March 15, 2018 | 101.563% | |||
| March 15, 2019 and thereafter | 100.000% | |||
| Change of Control: | Put @ 101% of principal plus accrued and unpaid interest | |||
| Trade Date: | February 14, 2013 | |||
| Settlement: | (T+9); February 28, 2013
We expect that delivery of the notes will be made to investors on or about February 28, 2013, which will be the ninth business day following the date of this prospectus supplement (such settlement being referred to as “T+9”). Under Rule 15c6-1 under the Securities Exchange Act of 1934, trades in the secondary market are required to settle in three business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes prior to the delivery of the notes hereunder will be required, by virtue of the fact that the notes initially settle in T+9, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade the notes prior to their date of delivery hereunder should consult their advisors. | |||
| CUSIP: | 02406P AM2 | |||
| ISIN: | US02406PAM23 | |||
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates and a preliminary prospectus supplement relating to this offering. Before you invest, you should read the prospectus in that registration statement, the preliminary prospectus supplement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling toll-free (800) 294-1322.
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