Noranda Aluminum Holding Corporation (NYSE: NOR) (“Noranda”), a leading North American integrated producer of value-added primary aluminum products, announced today a public secondary offering of 10 million shares of common stock (the “Shares”) by certain investment funds affiliated with or managed by Apollo Management VI, L.P. (“Apollo”), pursuant to an underwriting agreement among the Company, Apollo and UBS Investment Bank, as underwriter, providing for the sale of the Shares. Apollo has granted to UBS Investment Bank an option to purchase up to 1.5 million additional shares of common stock. Noranda will not receive any of the proceeds from the sale of Shares by Apollo.
The offering will be made pursuant to Noranda’s registration statement on Form S-3 (File No. 333-172640) filed with the Securities and Exchange Commission on March 7, 2011, and related preliminary prospectus supplement (“Prospectus Supplement”) filed today. UBS Investment Bank may offer the shares of common stock on the NYSE, in the over-the-counter market, through negotiated transactions or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or at negotiated prices.
As a result of the offering, Apollo will own less than 50% of the total voting power of Noranda’s common stock and Noranda will no longer be a “controlled company” under the NYSE corporate governance listing standards.
The terms of this offering are described in the Prospectus Supplement. Copies of the Prospectus Supplement and accompanying base prospectus may be obtained from UBS Investment Bank, 299 Park Avenue, New York, NY 10171, Attn: Prospectus Department, or by calling UBS Investment Bank at (888) 827-7275.This press release is for informational purposes only. This press release shall not constitute an offer to sell, nor the solicitation of an offer to buy, the Company’s common stock or any other securities, nor shall there be any sale of securities mentioned in this press release in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
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