SSAB announces the terms of its rights issue

SSAB AB (publ) (“SSAB” or the “Company”) announced on April 22, 2016 that the
Board of Directors had resolved, subject to approval at the Extraordinary
General Meeting (the “EGM”) on May 27, 2016, to launch a rights issue of
approximately SEK 5 billion with preferential rights for existing shareholders.
SSAB’s Board of Directors today announces the terms of the rights issue.
The rights issue in brief

  · Rights issue of Class B shares of approximately SEK 5 billion with
preferential rights for existing shareholders in SSAB
  · Shareholders in SSAB are entitled to subscribe for 7 new B shares for 8 old
A and/or B shares held
  · The subscription price is SEK 10.50 per share. For subscription of shares
that will be registered with Euroclear Finland and listed on Nasdaq Helsinki,
the subscription price is to be paid in EUR based on the European Central Bank
EUR/SEK reference rate on May 31, 2016. The subscription price in EUR will be
announced by way of a press release on or about May 31, 2016
  · The rights issue is subject to approval at the EGM on May 27, 2016
  · The record date is May 31, 2016 and the subscription period runs from June
3, 2016 until June 17, 2016 (both dates inclusive) or until such later date as
decided by the Board of Directors
  · SSAB’s two largest shareholders, Industrivärden and Solidium, together
representing 28.7 per cent of the capital and 29.3 per cent of the votes, have
undertaken to subscribe for their pro rata shares of the rights issue. For the
remaining amount, a syndicate of banks: Crédit Agricole Corporate and Investment
Bank, Handelsbanken Capital Markets, Nordea Bank AB (publ) and Swedbank AB
(publ) (together the “Joint Global Coordinators”), have entered into an
underwriting commitment, subject to customary terms and conditions
  · In addition, Swedbank Robur and LKAB have, whom together represent 4.4 per
cent of the capital and 5.5 per cent of the votes in the Company, expressed
their support for the rights issue and their intention to vote in favour of the
rights issue at the EGM on May 27, 2016

Background and rationale

SSAB has a strong global position in high-strength steels and value-added
services, and holds leading positions in its Nordic and North American home
markets. Having been focusing on integration and cost-cutting initiatives
following the successful combination with Rautaruukki, SSAB now intends to
continue the transformation of its business model. The transformed business
model includes product mix evolution in favour of growing the share of high
-strength steels and other premium products, increased focus on service and
after-market activities, as well as further growth in attractive market segments
from the current well-invested asset base.

SSAB is now undertaking comprehensive measures to strengthen its balance sheet
to pursue its journey toward achieving industry-leading profitability. These
measures will put SSAB in a competitive financial position, which, together with
the transformed business model, will enable long-term profitable growth and
competitiveness.

Suggested measures to strengthen the balance sheet and improve flexibility going
forward include the forthcoming rights issue of approximately SEK 5 billion. The
rights issue, combined with divestments of non-core assets and internal cash
flow generation, is expected to strengthen the Company’s balance sheet, reduce
net debt by around SEK 10 billion and improve net gearing to around 30% by year
-end 2017, in line with SSAB’s long-term financial targets.

Further financing measures taken include an extension of debt maturities of SEK
3.2 billion, existing bank guarantee extensions of SEK 3.7 billion and a new
five-year (3+1+1 years) RCF of EUR 300-500 million. The financing package
provided by shareholders and banks is expected to secure the refinancing needs
during the next 3-5 years. Part of the financial package is subject to that the
forthcoming rights issue is completed.

Through the rights issue, SSAB will raise approximately SEK 5 billion, before
the deduction of rights issue costs, which are estimated at SEK 130 million
(including compensation of SEK 90 million relating to the Joint Global
Coordinators’ underwriting commitment). SSAB intends to use the SEK 4.9 billion
proceeds from the rights issue primarily to strengthen its balance sheet and
improve its financial flexibility in order to pursue its journey toward
achieving industry-leading profitability, and to create financial preparedness
to manage periods of low demand for steel.

Terms of the rights issue

Shareholders will receive one (1) subscription right for each Class A and B
share held on the record date, May 31, 2016. Eight (8) subscription rights will
carry an entitlement to subscribe for seven (7) new Class B shares. The maximum
increase in the share capital is SEK 4,229,190,380.80 and the maximum number of
new Class B shares that may be issued is 480,589,816.

The subscription price is SEK 10.50 per share. For subscription of shares that
will be registered with Euroclear Finland and listed on Nasdaq Helsinki, the
subscription price is to be paid in EUR based on the European Central Bank
EUR/SEK reference rate on May 31, 2016. The subscription price in EUR will be
announced by way of a press release on or about May 31, 2016.

The rights issue is expected to raise proceeds of approximately SEK 5 billion
before costs related to the rights issue.

Subscription for new shares without subscription rights may also be made.
Allotment of new shares subscribed for without the exercise of subscription
rights will be allotted firstly to those who have subscribed for new shares by
the exercise of subscription rights, irrespective of whether or not they were
shareholders on the record date or not, pro rata in relation to the number of
subscription rights exercised for the subscription of shares, secondly be
allotted to other parties who have applied for the subscription of new shares
without the exercise of subscription rights, pro rata in relation to such
declared interest, and thirdly to the Joint Global Coordinators in proportion to
their respective underwriting commitments.

The record date for determining which holders of shares who are entitled to
receive subscription rights is May 31, 2016. The shares are traded including the
right to participate in the rights issue up to and including May 27, 2016.
Subscription will take place during the subscription period from June 3, 2016
until June 17, 2016 (both dates inclusive) or until such later date as decided
by the Board of Directors. Trading in subscription rights is expected to take
place from June 3, 2016 until June 15, 2016 (both dates inclusive) for shares
traded on Nasdaq Stockholm and from June 3, 2016 until June 13, 2016 (both dates
inclusive) for shares traded on Nasdaq Helsinki.

The subscription rights and paid subscribed shares (BTA) will be traded on
Nasdaq Stockholm and Nasdaq Helsinki. Subscription rights and BTA will not be
transferable between Euroclear Sweden and Euroclear Finland.

The transferability of shares between Euroclear Sweden and Euroclear Finland
will, for technical purposes, be restricted from May 30, 2016 until May 31, 2016
(both dates inclusive).

Holders of shares who choose not to participate in the rights issue will have
their participation in the Company’s share capital diluted by approximately 47
per cent, but are able to financially compensate for this dilution by selling
their subscription rights.

The rights issue is subject to approval by the EGM to be held on May 27, 2016
starting at 10.00 am at the World Trade Center Stockholm (room “New York”),
Klarabergsviadukten 70 in Stockholm. The notice to the EGM is available on
SSAB’s website.

Shareholder support and underwriting commitments

The Company’s two largest shareholders, Industrivärden and Solidium, together
representing 28.7 per cent of the capital and 29.3 per cent of the votes, have
committed to subscribe for their pro rata shares in the rights issue. The above
-mentioned shareholders have also committed to vote in favour of the rights
issue at the EGM.

The Joint Global Coordinators have agreed to underwrite the remaining shares
offered in the rights issue, subject to customary terms and conditions.

In addition, Swedbank Robur and LKAB have, whom together represent 4.4 per cent
of the capital and 5.5 per cent of the votes in the Company, expressed their
support for the rights issue and their intention to vote in favour of the rights
issue at the EGM.

Indicative timetable for the rights issue

May 27, 2016   EGM to approve the rights issue resolved by the Board of
               Directors
May 27, 2016   Last day of trading in shares including right to participate in
               the rights issue
May 30, 2016   First day of trading in shares excluding right to participate
               in the rights issue
May 31, 2016   Estimated date for publication of the prospectus
May 31, 2016   The subscription price in EUR will be announced
May 31, 2016   Record date for participation in the rights issue, i.e. holders
               of shares who are registered in the share register on this day
               will receive subscription rights for participation in the
               rights issue
June 3 - June  Trading in subscription rights on Nasdaq Stockholm
15, 2016
June 3 - June  Trading in subscription rights on Nasdaq Helsinki
13, 2016
June 3 - June  Subscription period
17, 2016
On or around   Announcement of preliminary results of the rights issue
June 22, 2016
On or around   Announcement of final results of the rights issue
June 27, 2016

Syndicate of banks and legal advisers

Crédit Agricole Corporate and Investment Bank, Handelsbanken Capital Markets,
Nordea Bank AB (publ) and Swedbank AB (publ) are acting as the Joint Global
Coordinators and Mannheimer Swartling Advokatbyrå as legal adviser to SSAB in
connection with the rights issue.

For further information, please contact

Andreas Koch, Head of Investor Relations,
andreas.koch@ssab.com, +46 8 454 57 29

Viktoria Karsberg, Head of External Communications,
viktoria.karsberg@ssab.com (http://file://sto
-file23/allmdata2$/Investment_Banking/Investment%20Banking%20Sweden/Corporate%20
F 
inance/Industrial%20Markets/PROJEKT/SSAB/Projekt%20H%C3%A4vringe/Mandate%20phase
/ 
ECM/Pressmeddelanden/Offentligg%C3%B6rande/viktoria.karsberg@ssab.com), +46 8
454 57 34

SSAB AB (publ) discloses the information in this press release according to the
Swedish Securities Markets Act and/or the Swedish Financial Instruments Trading
Act. The information was provided for public release on May 24, 2016 at 8.45 am
CEST.
SSAB is a Nordic and US-based steel company. SSAB offers value added products
and services developed in close cooperation with its customers to create a
stronger, lighter and more sustainable world. SSAB has employees in over 50
countries. SSAB has production facilities in Sweden, Finland and the US. SSAB is
listed on the Nasdaq OMX Nordic Exchange in Stockholm and has a secondary
listing on the Nasdaq OMX in Helsinki. www.ssab.com.