TimkenSteel Corporation Debuts as a Public Company Following Spinoff

PR Newswire

CANTON, Ohio, June 30, 2014 /PRNewswire/ -- TimkenSteel Corporation (NYSE: TMST, timkensteel.com), a leader in customized alloy steel products and services, today announced the completion of its spinoff from The Timken Company. Timken shareholders of record as of June 23, 2014 receive one share of TimkenSteel common stock (TMST) for every two shares of Timken stock (TKR). Beginning tomorrow, July 1, TMST shares will be issued and commence "regular-way" trading on the New York Stock Exchange.

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"As a 100-year-old start-up, we are excited to write this next chapter of our history," said Ward J. "Tim" Timken, Jr., chairman, CEO and president. "Our long record of solving customers' toughest challenges has delivered the financial performance shareholders value. We plan to grow that value through continued focus on product innovation, core business expansion and new investments."

TimkenSteel focuses on special bar quality (SBQ) steels and seamless mechanical tubing – high-end alloy steel designed for demanding applications. The company tailors these products, as well as its value-added supply chain solutions, for each customer's need. With operations in six countries and approximately 3,000 employees, TimkenSteel has a global presence to grow along with its multi-national customer base.

"Our business model makes us unique in the industry," Timken said. "We focus on the most demanding applications because we have the knowledge to tackle those challenges and the operational excellence to deliver a tailored solution. Everyone at TimkenSteel also shares common goals around profit, cash flow, growth and communications to ensure we get off to a strong start."

At its June 19 investor day, TimkenSteel provided the following guidance:

  • 20-25% revenue increase for full-year 2014 over The Timken Company's Steel Segment's 2013 revenue, driven by strong demand in the energy and industrial sectors.
  • Balance sheet strength that will enable the company to grow the business and take additional steps to generate value for shareholders.
  • Targeted dividend payout ratio of 20-30%, and an initial quarterly dividend of $0.13 to $0.15 per share, subject to board approval.

On July 1, the board of directors and leadership team of TimkenSteel will mark the spinoff by ringing the opening bell at the New York Stock Exchange at 9:30 a.m., Eastern Time. Footage of the bell ringing will be available live on NYSE's website. The company also will be covering the event on its Twitter feed, @TimkenSteel.

Transaction Details
On September 5, 2013, The Timken Company (TKR) announced that its board of directors approved a plan to separate the steel business from Timken through a spinoff. Timken shareholders of record on June 23, 2014, receive one TimkenSteel common share for every two Timken common shares they own. Regular-way trading of TimkenSteel common shares will begin on July 1, 2014 under the ticker symbol TMST on the New York Stock Exchange.


About TimkenSteel Corporation
TimkenSteel (NYSE:TMST, timkensteel.com), creates tailored steel products and services for demanding applications, helping customers push the bounds of what's possible within their industries. The company reaches around the world in its customers' products and leads North America in large alloy steel bars (6"+) and seamless mechanical tubing made of its special bar quality steel, as well as supply chain and steel services. Operating from six countries, TimkenSteel posted sales of $1.4 billion in 2013.

This news release includes "forward-looking" statements within the meaning of the federal securities laws. You can generally identify the company's forward-looking statements by words such as "anticipate," "believe," "could," "estimate," "expect," "forecast," "outlook," "intend," "may," "possible," "potential," "predict," "project," "seek," "target," "could," "may," "should" or "would" or other           similar words, phrases or expressions that convey the uncertainty of future events or outcomes. The company cautions readers that actual results may differ materially from those expressed or implied in forward-looking statements made by or on behalf of the company due to a variety of factors, such as: the company's ability to realize the expected benefits of the spinoff; deterioration in world economic conditions, or in economic conditions in any of the geographic regions in which the company  conducts business, including additional adverse effects from global economic slowdown, terrorism or hostilities, including political risks associated with the potential instability of governments and legal systems in countries in which the company or its customers conduct business, and changes in currency valuations; the effects of fluctuations in customer demand on sales, product mix and prices in the industries in which the company operates, including the ability of the company to respond to rapid changes in customer demand, the effects of customer bankruptcies or liquidations, the impact  of changes in industrial business cycles, and whether conditions of fair trade continue in U.S. markets; competitive factors, including changes in market penetration, increasing price competition by existing or new foreign and domestic competitors, the introduction of new products by existing and new competitors, and new technology that may impact the way the company's products are sold or distributed; changes in operating costs, including the effect of changes in the company's manufacturing processes, changes in costs associated with varying levels of operations and manufacturing capacity, availability of raw materials and energy, the company's ability to mitigate the impact of fluctuations in raw materials and energy costs and the effectiveness of its surcharge mechanism, changes in the expected costs associated with product warranty claims, changes resulting from inventory management, cost reduction initiatives and different levels of customer demands, the effects of unplanned work stoppages, and changes in the cost of labor and benefits; the success of the company's operating plans, announced programs, initiatives and capital investments, the ability to integrate acquired companies, the ability of acquired companies to achieve satisfactory operating results, including results being accretive to earnings, and the company's ability to maintain appropriate relations with unions that represent its associates in certain locations in order to avoid disruptions of business; and changes in worldwide financial markets, including availability of financing and interest rates, which affect the company's cost of funds and/or ability to raise capital, the company's pension obligations and investment performance, and/or customer demand and the ability of customers to obtain financing to purchase the company's products or equipment that  contain its products, and the amount of any dividend declared by the company's board of directors   on its common shares.

Additional risks relating to the company's business, the industries in which the company operates or the company's common shares may be described from time to time in the company's filings with the SEC. All of these risk factors are difficult to predict, are subject to material uncertainties that may affect actual results and may be beyond the company's control.

Readers are cautioned that it is not possible to predict or identify all of the risks, uncertainties and other factors that may affect future results and that the above list should not be considered to be a complete list. Except as required by the federal securities laws, the company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

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