Universal Stainless & Alloy Products (USAP) Investor Update summary

Transaction overview

• Aperam to acquire Universal Stainless for $45 per share in cash, a 19% premium to the three-month average share price and 10.6x trailing 12-month Adjusted EBITDA as of June 30, 2024.

• The transaction is expected to close in the first quarter of 2025, pending regulatory and shareholder approval.

• Boards of both companies unanimously approved the transaction.

• Universal will become a wholly owned subsidiary of Aperam and its shares will be delisted from NASDAQ after closing.

• The acquisition follows a thorough, board-directed strategic review process with multiple potential partners considered.

Strategic rationale and benefits

• The deal provides immediate liquidity and a premium return to shareholders.

• Employees will remain with the company, gaining access to broader markets and career opportunities while retaining Universal Stainless's identity and autonomy.

• Customers will benefit from operational synergies, expanded product offerings, and improved capabilities.

• Aperam plans to invest in Universal’s manufacturing and technology, enhancing efficiency and product offerings.

• Access to Aperam’s research centers and innovations is expected to improve product quality and expand services.

Complementary fit and future outlook

• No overlap exists between the two companies' products, customers, or markets, making the acquisition a complementary fit.

• The transaction is positioned as a unique opportunity to accelerate growth and expand internationally.

• Combination creates a global leader in stainless and specialty steel with expanded reach in the U.S. and Europe.