Aleris International announces closing of senior secured notes offering

Aleris International, Inc., the direct wholly owned subsidiary of Aleris Corporation, made an announcement that it has completed its previously announced offering of $550 million aggregate principal amount of 9.50 per cent senior secured notes due 2021.

The Notes are guaranteed by Aleris and certain of the company's subsidiaries. The Notes are secured by a first-priority lien on substantially all of our and the guarantors' owned and material U.S. real property, equipment and intellectual property and stock of the company and the guarantors (other than Aleris) and other subsidiaries (including 100 per cent of the outstanding non-voting stock (if any) and 65 per cent of the outstanding voting stock of certain "first-tier" foreign subsidiaries and certain "first-tier" foreign subsidiary holding companies), but subject to permitted liens and excluding (i) inventory, accounts receivable, deposit accounts and related assets, which assets secure the Company's $600 million asset backed revolving credit facility on a first-priority basis, (ii) the assets associated with the Company's Lewisport, Kentucky facility and (iii) certain other excluded assets.

The net proceeds from the sale of the Notes will be used (i) to complete a cash tender offer for any and all of its outstanding $434.9 million aggregate principal amount of 7 per cent Senior Notes due 2018, including the payment of related fees and expenses, (ii) to redeem and discharge any of its outstanding 2018 Notes that are not purchased in the Tender Offer, including the payment of related fees and expenses and any redemption premium, and (iii) for general corporate purposes, which may include working capital and/or capital expenditures.

The Notes were offered and sold in a private offering exempt from the registration requirements of the United States Securities Act of 1933, as amended. The Notes were offered and sold only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A and to certain persons outside the United States pursuant to Regulation S, each under the Securities Act.

The Notes have not been and will not be registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws.

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