Zekelman Industries, Inc. intends to commence an offering of $425 million of senior secured notes due 2023 to be offered and sold only to qualified institutional buyers in an unregistered offering pursuant to Rule 144A under the Securities Act of 1933 as amended, and to certain non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Act. The Notes will be guaranteed by the Company's wholly owned domestic restricted subsidiaries, subject to certain exceptions. The company is commencing the Offering in connection with the previously announced amendment to its existing senior secured asset based credit facility, to, among other things, reduce availability to $350 million, and the previously announced amendment and restatement of its existing senior secured term loan facility, to, among other things, extend the maturity thereof to 2021 and increase the borrowing capacity under a new $371 million incremental term loan, increasing the total term loan borrowings to an aggregate of $800 million. The Company expects to use the proceeds from the Offering, borrowings of approximately $371 million under the Company's amended and restated senior secured term loan facility and cash on hand, to fund the redemption of all of the company's outstanding 8.25% Senior Notes due 2018 (the "2018 Notes"), pay related transaction fees and expenses and for general corporate purposes and working capital purposes. There can be no assurance that the issuance and sale of the Notes will be consummated. The redemption of the 2018 Notes is conditioned upon the closing of the Offering, the closing of the amendment and restatement of the company's existing senior secured term loan facility and the closing of the amendment and restatement of the Company's existing senior secured asset based credit facility.