6-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of September 2024

Commission File Number 001-40924

 

 

ALGOMA STEEL GROUP INC.

(Exact name of Registrant as specified in its charter)

 

 

N/A

(Translation of Registrant’s name into English)

105 West Street

Sault Ste. Marie, Ontario

P6A 7B4, Canada

(705) 945-2351

(Address of principal executive offices)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F ☐    Form 40-F ☒

 

 

 


EXHIBIT INDEX

 

Exhibit
Number
   Description
99.1    Press release dated September 24, 2024.
99.2    Voting results of Annual General Meeting.

 

2


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

    Algoma Steel Group Inc.
Date: September 24, 2024     By:  

/s/ John Naccarato

      Name: John Naccarato
      Title: Vice President Strategy and Chief Legal Officer

 

3

EX-99.1

Exhibit 99.1

 

LOGO

MEDIA RELEASE

September 24, 2024

Algoma Steel Announces Results of Voting at

Annual Meeting of Shareholders

SAULT STE. MARIE, ONTARIO (September 24, 2024) – Algoma Steel Group Inc. (NASDAQ: ASTL; TSX: ASTL) (“Algoma” or “the Company”), a leading Canadian producer of hot and cold rolled steel sheet and plate products, announced today the results of voting at its virtual annual meeting of shareholders held on September 24, 2024 (the “Meeting”).

All of the nominees listed in the management information circular prepared in connection with the Meeting were elected as directors of the Company. The Company received proxies and virtual votes at the Meeting as set out below:

 

Nominee

   Votes For      Votes Withheld      Total Votes  

Mary Anne Bueschkens

     62,437,350        77,698        62,515,048  

Sean Donnelly

     62,484,960        30,088        62,515,048  

Michael Garcia

     62,484,660        30,388        62,515,048  

James Gouin

     62,484,600        30,448        62,515,048  

Andy Harshaw

     62,484,775        30,273        62,515,048  

Ave G. Lethbridge

     62,480,374        34,674        62,515,048  

Sanjay Nakra

     62,436,847        78,201        62,515,048  

Eric S. Rosenfeld

     59,574,000        2,941,048        62,515,048  

Gale Rubenstein

     62,148,862        366,186        62,515,048  

David D. Sgro

     62,301,432        213,616        62,515,048  

The Company reports that the appointment of Deloitte LLP as the Company’s auditors for the 2024 fiscal year was passed by a majority of the votes represented at the Meeting.

The Company also reports that the non-binding advisory resolution on executive compensation, outlined in the management information circular dated August 1, 2024, was approved by a majority of votes at the Meeting. The circular is available on SEDAR+ and the Securities and Exchange Commission’s (“SEC”) EDGAR website.

 

 

Algoma Steel Inc. | 105 West Street, Sault Ste. Marie, ON, Canada P6A 7B4 | T: 705-945-2351 F: 705-945-2203 | algoma.com

YOUR PARTNER IN STEEL. SINCE 1901


The Company’s full report of voting results on matters presented at the Meeting can be found under the Company’s profile on SEDAR+ at www.sedarplus.ca and on the SEC’s EDGAR website at www.sec.gov.

Cautionary Statement Regarding Forward-Looking Statements

This news release contains “forward-looking information” under applicable Canadian securities legislation and “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 (collectively, “forward-looking statements”), including statements regarding Algoma’s transition to electric arc furnace (EAF) steelmaking, Algoma’s future as a leading producer of green steel, Algoma’s modernization of its plate mill facilities, transformation journey, ability to deliver greater and long-term value, ability to offer North America a secure steel supply and a sustainable future, and investment in its people, and processes. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “design,” “pipeline,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions. Many factors could cause actual future events to differ materially from the forward-looking statements in this document. Readers should also consider the other risks and uncertainties set forth in the section entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Information” in Algoma’s Annual Information Form, filed by Algoma with applicable Canadian securities regulatory authorities (available under the company’s SEDAR+ profile at www.sedarplus.com) and with the SEC, as part of Algoma’s Annual Report on Form 40-F (available at www.sec.gov), as well as in Algoma’s current reports with the Canadian securities regulatory authorities and SEC. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Algoma assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.

About Algoma Steel Group Inc.

Based in Sault Ste. Marie, Ontario, Canada, Algoma is a fully integrated producer of hot and cold rolled steel products including sheet and plate. Driven by a purpose to build better lives and a greener future, Algoma is positioned to deliver responsive, customer-driven product solutions to applications in the automotive, construction, energy, defense, and manufacturing sectors. Algoma is a key supplier of steel products to customers in North America and is the only producer of discrete plate products in Canada. Its state-of-the-art Direct Strip Production Complex (“DSPC”) is one of the lowest-cost producers of hot rolled sheet steel (HRC) in North America.

Algoma is on a transformation journey, modernizing its plate mill and adopting electric arc technology that builds on the strong principles of recycling and environmental stewardship to significantly lower carbon emissions. Today Algoma is investing in its people and processes, working safely, as a team to become one of North America’s leading producers of green steel.

As a founding industry in their community, Algoma is drawing on the best of its rich steelmaking tradition to deliver greater value, offering North America the comfort of a secure steel supply and a sustainable future as your partner in steel.

For more information, please contact:

 

 

Algoma Steel Inc. | 105 West Street, Sault Ste. Marie, ON, Canada P6A 7B4 | T: 705-945-2351 F: 705-945-2203 | algoma.com

YOUR PARTNER IN STEEL. SINCE 1901


Michael Moraca

Vice President – Corporate Development and Treasurer

Algoma Steel Group Inc.

Phone: 705.945-3300

E-mail: IR@algoma.com

 

 

Algoma Steel Inc. | 105 West Street, Sault Ste. Marie, ON, Canada P6A 7B4 | T: 705-945-2351 F: 705-945-2203 | algoma.com

YOUR PARTNER IN STEEL. SINCE 1901

EX-99.2

Exhibit 99.2

ALGOMA STEEL GROUP INC.

(the “Company”)

Annual General Meeting of Shareholders

Held on September 24, 2024

REPORT OF VOTING RESULTS

Pursuant to section 11.3 of National Instrument 51-102Continuous Disclosure Obligations, this report describes the matters decided at the 2024 Annual General Meeting of Shareholders of the Company held virtually on September 24, 2024. All matters voted upon at the Annual General Meeting of Shareholders of the Company were voted upon by proxy or virtually at the meeting. Full details of the matters are set out in the Company’s management information circular dated August 1, 2024, which is available on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov.

 

1.

ELECTION OF DIRECTORS

Each of the following individuals were elected as directors of the Company for a term expiring at the conclusion of the next annual meeting of shareholders of the Company, or until their successors are elected or appointed. The voting results were as follows:

 

Nominee

   Votes For      % of Votes
For
    Votes
Withheld
     % of Votes
Withheld
 

Mary Anne Bueschkens

     62,437,350        99.875     77,698        0.124

Sean Donnelly

     62,484,960        99.951     30,088        0.048

Michael Garcia

     62,484,660        99.951     30,388        0.049

James Gouin

     62,484,600        99.951     30,448        0.049

Andy Harshaw

     62,484,775        99.952     30,273        0.048

Ave G. Lethbridge

     62,480,374        99.945     34,674        0.056

Sanjay Nakra

     62,436,847        99.875     78,201        0.125

Eric S. Rosenfeld

     59,574,000        95.295     2,941,048        4.705

Gale Rubenstein

     62,148,862        99.414     366,186        0.586

David D. Sgro

     62,301,432        99.658     213,616        0.342


2.

APPOINTMENT OF AUDITOR

Deloitte LLP was appointed as the auditor of the Company until the next annual meeting of the shareholders of the Company or until its successor is appointed and the directors of the Company were authorized to fix the remuneration of such auditor. The voting results were as follows:

 

# Votes For

   %
Votes
For
    # Votes
Withheld
     % Votes
Withheld
 

70,858,109

     99.962     26,915        0.038

 

3.

ADVISORY VOTE ON APPROACH TO EXECUTIVE COMPENSATION

A non-binding advisory resolution on the Company’s approach to executive compensation, the full text of which is set out in Company’s management information circular dated August 1, 2024, was approved, with the outcome of the vote being as follows:

 

# Votes For

   %
Votes
For
    # Votes
Against
     % Votes
Against
 

61,368,191

     98.165     1,146,857        1.835

Dated this 24th day of September, 2024.

 

ALGOMA STEEL GROUP INC.
By:  

/s/ Rajat Marwah

  Name: Rajat Marwah
  Title: Chief Financial Officer