Exhibit 99.1
ALGOMA STEEL INC.
Material Change Report
Section 75(2) of the Securities Act (Ontario)
Section 85(1)(b) of the Securities Act (British Columbia)
Section 146(1)(b) of the Securities Act (Alberta)
Section 84(1)(b) of The Securities Act, 1988 (Saskatchewan)
Section 81(2) of the Securities Act (Nova Scotia)
Section 76(2) of the Securities Act (Newfoundland and Labrador)
1. | Reporting Issuer |
Algoma Steel Inc. 105 West Street Sault Ste. Marie, ON P6A 7B4 |
2. | Date of Material Change |
November 2, 2005 |
3. | Press Release |
A press release was distributed through Canada NewsWire and filed on SEDAR and EDGAR on November 2, 2005. |
4. | Summary of Material Change |
Algoma Steel Inc. announced it had received a requisition on November 2, 2005 from its shareholder, Paulson & Co. Inc., to call a special meeting of Algoma’s shareholders: |
(i) | to consider the removal of seven of the Board’s eleven directors; |
(ii) | directing the Board to consider the replacement of Algoma’s U.S. $125 million principal amount of 11% Notes due December 31, 2009 with $200 million of new Notes; and |
(iii) | directing the Board to consider the distribution of a minimum of $400 million of cash to shareholders. |
5. | Full Description of Material Change |
See attached News Release issued and filed on SEDAR and EDGAR on November 2, 2005. |
6. | Reliance on Confidentiality Provisions of Securities Legislation |
Not applicable. |
7. | Omitted Information |
No significant facts remain confidential in, and no information has been omitted from, this report. |
8. | Senior Officers |
For further information, please contact Paul Finley, Vice President - Business Development and Corporate Secretary at 705-945-2201. |
9. | Statement of Senior Officer |
The foregoing accurately discloses the material change referred to herein. |
DATED at Sault Ste. Marie, Ontario, this 9th day of November, 2005.
| | |
By: | "Paul Finley” | |
Name: | Paul C. Finley | |
Title: | Vice President - Business Development and Corporate Secretary | |
ALGOMA STEEL INC. 105 West Street Sault Ste. Marie, Ontario, Canada P6A 7B4 | |
NEWS RELEASE | |
Wednesday, November 2, 2005 | TSX Symbol: AGA |
Algoma Receives Requisition To Call Special Shareholders’ Meeting
SAULT STE. MARIE, ONTARIO - Algoma Steel Inc. announced that today it has received a requisition from its shareholder, Paulson & Co. Inc., to call a special meeting of Algoma’s shareholders:
(i) | to consider the removal of seven of the Board’s eleven directors; |
(ii) | directing the Board to consider the replacement of Algoma’s U.S. $125 million principal amount of 11% Notes due December 31, 2009 with $200 million of new Notes; and |
(iii) | directing the Board to consider the distribution of a minimum of $400 million of cash to shareholders. |
Algoma will conform with its legal obligations in calling the shareholders’ meeting. Algoma’s Board of Directors does not believe that the Paulson proposal represents a prudent course of action for the Company.
Algoma Steel Inc. is an integrated steel producer based in Sault Ste. Marie, Ontario. Revenues are derived primarily from the manufacture and sale of rolled steel products including hot and cold rolled sheet and plate.
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Company Contact: | Media Contact: |
Brenda Stenta | John Lute |
Manager Corporate Communications | Lute & Company |
Phone: 705.945.2209 | Phone: 416.929.5883 |
Email: bstenta@algoma.com | Email: jlute@luteco.com |