Item 8.01. Other Events.
On June 12, 2020, American Axle & Manufacturing, Inc. ("AAM"), a Delaware
corporation and wholly owned subsidiary of American Axle & Manufacturing
Holdings, Inc., a Delaware corporation (the "Company"), completed the closing of
the sale of $400 million aggregate principal amount of 6.875% senior notes due
2028 (the "Notes"). The Notes are guaranteed on a senior unsecured basis by the
Company and certain of AAM and Metaldyne Performance Group, Inc.'s current and
future subsidiaries guarantors (the "Subsidiary Guarantors").
The Notes were issued by AAM pursuant to an Indenture, dated as of November 3,
2011 (the "Original Indenture"), by and among AAM, the Compnay, certain
subsidiary guarantors and U.S. Bank National Association, as trustee (the
"Trustee") which governs the terms of the Notes, as supplemented by the First
Supplemental Indenture dated March 23, 2017, among AAM, the Company, Alpha SPV
I, Inc., certain subsidiary guarantors and the Trustee (the "First Supplemental
Indenture"), the Second Supplemental Indenture, dated May 17, 2017, among AAM,
the Company, certain subsidiary guarantors and the Trustee (the "Second
Supplemental Indenture"), and the Third Supplemental Indenture, dated March 23,
2018, among AAM, the Company, certain subsidiary guarantors and the Trustee (the
"Third Supplemental Indenture"). The Original Indenture was included as an
exhibit to the Company's Current Report on Form 8-K previously filed with the
Securities and Exchange Commission on November 3, 2011; the First Supplemental
Indenture was included as an exhibit to the Company's Current Report on Form 8-K
previously filed with the Securities and Exchange Commission on March 23, 2017;
the Second Supplemental Indenture was included as an exhibit to the Company's
Current Report on Form 8-K previously filed with the Securities and Exchange
Commission on May 17, 2017; and the Third Supplemental Indenture was included as
an exhibit to the Company's Current Report on Form 8-K previously filed with the
Securities and Exchange Commission on March 26, 2018. A copy of the form of Note
is attached hereto as Exhibit 4.1 and is incorporated herein by reference.
A copy of the opinions of Shearman & Sterling LLP, counsel to the Company and
AAM, and of David E. Barnes, General Counsel and Secretary of the Company and
AAM, relating to the legality of the Notes are attached hereto as Exhibits 5.1
and 5.2, respectively.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No. Description
4.1 Form of 6.875% Senior Note due 2028.
Opinion of Shearman & Sterling LLP, counsel to American Axle &
5.1 Manufacturing Holdings, Inc. and American Axle & Manufacturing, Inc.
5.2 Opinion of David E. Barnes, General Counsel and Secretary of American
Axle & Manufacturing Holdings, Inc. and American Axle & Manufacturing,
Inc.
23.1 Consent of Shearman & Sterling LLP (included in Exhibit 5.1).
23.2 Consent of David E. Barnes (included in Exhibit 5.2).
Cover Page Interactive File (the cover page tags are embedded within the
104 Inline XBRL document).
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