SGH and Steel Dynamics Submit Revised Offer to Acquire BlueScope Steel

SGH and Steel Dynamics confirm that together they have submitted a revised Non-Binding Indicative Offer, or NBIO, to acquire 100% of BlueScope Steel. The revised offer of AU$32.35 per share, equivalent to AU$34.00 per share prior to deductions of AU$1.65, consisting of BSL's $1.00 per share unfranked special dividend and AU$0.65 unfranked interim dividend, represents a compelling value proposition and highly attractive premium for BSL shareholders. The increased purchase price represents SGH and SDI's best and final offer in the absence of a superior competing proposal for all or a material part of BSL. The consideration represents a total equity value for BSL of AU$15B or $11B to be comprised entirely of cash. As previously disclosed, if the proposal is implemented and following the transaction close, SGH would on-sell BSL's North American operations to SDI, and SGH would retain the remaining BSL "Australia + Rest of World" operations. The proposed acquisition is closely aligned with SGH's stated capital allocation criteria, with an opportunity to support performance improvement through the disciplined application of the SGH operating model. SGH is uniquely positioned to be the steward of BSL's Australia + Rest of World businesses as a leading Australian industrial platform with diversified operations across a range of businesses and a strong capital foundation. SGH and SDI's NBIO is subject to customary regulatory approvals, and they do not believe there are any material obstacles in obtaining the relevant approvals.