01—Abstract
Summary
Summary of the 8-K filed November 21, 2025. Cited figures are marked; the original filing is the authoritative source.
Steel Dynamics, Inc. (STLD) completed on November 21, 2025 the sale of $650 milliona of 4.000% Notes due 2028 and an additional $150 million of 5.250% Notes due 2035, which form a single series with the $600 million 5.250% Notes due 2035 issued in March 2025.
The Additional 2035 Notes were issued at 101.443% of principal, an implied yield of 5.053%. The Company received net proceeds of approximately $792 millionb after expenses and the underwriting discount. The Notes are senior unsecured obligations under the Company's indenture with U.S. Bank Trust Company, National Association, as trustee.
The company plans to use the net proceeds to redeem its $400 millionc 5.000% Notes due 2026, with the redemption date set for December 21, 2025, at 100% of principal plus accrued interest, and for other general corporate purposes. The filing states the Company remains committed to maintaining its investment grade credit ratings. The Notes are registered under an effective Form S-3 shelf registration.
The filing includes standard terms for optional redemption before the par call dates (November 15, 2028 for the 2028 Notes and February 15, 2035 for the 2035 Notes), a 101%d change of control put, and covenants limiting liens, certain sale-leaseback transactions, and sales or mergers of substantially all assets. The 2028 Notes pay interest on June 15 and December 15, and the 2035 Notes pay on May 15 and November 15.
02—Key points
Key Highlights
- Issued $650 million of 4.000% Notes due December 15, 2028 and $150 million of additional 5.250% Notes due May 15, 2035.
- Additional 2035 Notes priced at 101.443% of principal, an implied yield of 5.053%, and will form a single series with the existing $600 million 2035 Notes.
- Net proceeds of approximately $792 million after expenses and underwriting discount.
- Proceeds will be used to redeem the $400 million 5.000% Notes due 2026 on December 21, 2025 at 100% of principal plus accrued interest, with the remainder for general corporate purposes.
- Notes are senior unsecured obligations, effectively subordinated to any secured debt and structurally subordinated to subsidiary liabilities.
- Indenture covenants limit liens, certain sale-leaseback transactions, and sales or mergers of substantially all assets; holders may require repurchase at 101% upon a Change of Control Triggering Event.
- Management states the company remains committed to maintaining its investment grade credit ratings.
03—Questions
Frequently Asked Questions
How much capital did Steel Dynamics raise from the November 2025 notes offering?
The Company sold $650 million of 4.000% Notes due 2028 and $150 million of additional 5.250% Notes due 2035, for total principal of $800 million. Net proceeds were approximately $792 million after expenses and the underwriting discount.
What will the proceeds be used for?
The Company plans to use the net proceeds to redeem its $400 million 5.000% Notes due 2026 and for other general corporate purposes, which may include working capital, capital expenditures, acquisitions, debt repayment, and purchases of common stock.
When will the 2026 Notes be redeemed?
The Company called the $400 million 5.000% Notes due 2026 for redemption on December 21, 2025, at 100% of principal plus accrued and unpaid interest, with payment on December 22, 2025 through Computershare Trust Company, N.A.
What are the key terms and interest payment dates of the new notes?
The 2028 Notes bear 4.000% interest payable June 15 and December 15, beginning June 15, 2026, and mature December 15, 2028. The Additional 2035 Notes bear 5.250% interest payable May 15 and November 15, beginning May 15, 2026, and mature May 15, 2035. Both series are senior unsecured obligations.
Can the Company redeem the notes early?
Yes. Before the par call dates of November 15, 2028 (2028 Notes) and February 15, 2035 (2035 Notes), the Company may redeem at the greater of a make-whole price based on Treasury plus 10 basis points (2028 Notes) or 20 basis points (2035 Notes), or 100% of principal, plus accrued interest. On or after the par call dates, redemption is at 100% of principal plus accrued interest.
04—Continue