RTI International Metals Announces Public Offering of Convertible Senior Notes Due 2019


RTI International Metals Announces Public Offering of Convertible Senior Notes Due 2019

PITTSBURGH--(BUSINESS WIRE)-- RTI International Metals, Inc. (NYS: RTI) , today announced its intention to offer, subject to market and other conditions, approximately $250 million principal amount of convertible senior notes due October 15, 2019 in an offering registered under the Securities Act of 1933, as amended (the "Securities Act"). Upon conversion, RTI will deliver or pay, as the case may be, shares of RTI common stock, cash or a combination of cash and shares of RTI common stock, at RTI's election. RTI also expects to grant the underwriters of the offering an option to purchase up to $37.5 million aggregate principal amount of additional notes to cover over-allotments, if any.

The notes will be senior unsecured obligations of RTI and will pay interest semi-annually. The interest rate, conversion rate, offering price and other terms will be determined at the time of pricing of the offering. The notes will be guaranteed by each of RTI's subsidiaries that guarantee RTI's obligations under RTI's current credit facility, as amended. Each subsidiary guarantee will be a joint and several, unconditional guarantee of RTI's obligations under the notes and the indenture under which the notes are issued.

RTI intends to use the net proceeds from the sale of the notes for working capital and general corporate purposes, including capital expenditures, potential future acquisitions and potential repurchases of its outstanding 3.000% Convertible Senior Notes due 2015.

Underwriters Contact Information

Barclays Capital Inc. and Citigroup Global Markets Inc. are acting as joint book-running managers of the offering. The notes will be offered and sold under RTI's effective shelf registration statement, as amended, on file with the Securities and Exchange Commission (the "SEC"). Before you invest, you should read the prospectus and prospectus supplement to that registration statement and other documents RTI has filed with the SEC for more complete information about RTI and this offering. You may obtain electronic copies of these filed documents at the SEC web site at www.sec.gov. Printed copies of the preliminary prospectus supplement and accompanying prospectus relating to this offering may also be obtained by requesting copies from the joint book-running managers by contacting: Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, telephone at (888) 603-5847 or by e-mail at Barclaysprospectus@broadridge.com; or Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, telephone at (800) 831-9146 or by e-email at BATProspectusdept@citi.com.

This press release does not constitute an offer to sell or the solicitation of an offer to buy securities, nor shall there be any sales of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction.

Forward-Looking Statement

The statements in this release relating to matters that are not historical facts are "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that may involve risks and uncertainties and certain other factors, which may include, among others, the current market demand for these types of securities generally and the securities of RTI specifically, conditions in the financial markets, and customary offering closing conditions. In accordance with "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, cautionary statements identifying important factors, but not necessarily all factors, that could cause actual results to differ materially from those set forth in the forward-looking statement have been included in the prospectus for this offering, the Form 10-K of RTI for the year ended December 31, 2012, and in subsequent filings for RTI. Please see RTI's filings with the SEC for certain other risks that could impact the offering or RTI's business.

Company Description

RTI International Metals, Inc., headquartered in Pittsburgh, specializes in advanced titanium, meeting the requirements of the world's most technologically sophisticated applications in aerospace, defense, propulsion, medical device, energy, industrial, and chemical markets. For over 60 years, RTI has been taking titanium further through advanced manufacturing, engineering, machining, and forming processes. RTI delivers titanium mill products, extruded shapes, form-ready parts, and highly engineered components through our downstream-integrated supply chain. RTI has locations in the United States, Canada, Europe, and Asia.

RTI International Metals, Inc.
Dan Crookshank, Director - Investor Relations, 412-893-0084

KEYWORDS: United States North America Ohio Pennsylvania


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