STLC Stelco Holdings Inc

Not for distribution to U.S. news wire services or dissemination in the United States.

Stelco Holdings Inc. (“Stelco” or the “Company”), (TSX:STLC) and Bedrock Industries B.V. (the “Selling Shareholder”) have announced today that a syndicate of underwriters (the “Underwriters”), led by BMO Capital Markets and Goldman Sachs Canada Inc., have agreed to buy from the Selling Shareholder on a bought deal basis 10,000,000 common shares of the Company (the “Common Shares”), at a price of $21.75 per Common Share less the underwriting commission for aggregate proceeds of C$217,500,000 million to the Selling Shareholder (the “Offering”). The Selling Shareholder has granted the Underwriters an option, exercisable at the same price for a period of 30 days following the closing of the Offering, to purchase up to an additional 15% of the Offering to cover over-allotments, if any and for consequent market stabilization purposes. The offering is expected to close on or about April 4, 2018 and is subject to certain conditions, including all necessary regulatory approvals.

Bedrock Industries B.V. currently holds, 75,426,988 Common Shares of the Company representing approximately 84.9% of the issued and outstanding Shares. Following the closing of the Offering (assuming no exercise of the over-allotment option), Bedrock Industries B.V. will hold, 65,426,988 Common Shares, representing approximately 73.7% of the issued and outstanding Shares.

The net proceeds of the Offering will be paid directly to Bedrock Industries B.V. The Company will not receive any proceeds from the Offering.

The Common Shares will be offered in each of the provinces and territories of Canada pursuant to the Company’s base shelf prospectus dated February 8, 2018 and may also be offered by way of private placement in the United States. The terms of the Offering will be described in a prospectus supplement to be filed with Canadian securities regulators. The lead Underwriters are waiving a lock-up restriction with respect to the Common Shares held by the Selling Shareholder to be sold in the Offering.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About StelcoStelco is a low cost, integrated and independent steelmaker with one of the newest and most technologically advanced integrated steelmaking facilities in North America. Stelco produces flat-rolled value-added steels, including premium-quality coated, cold-rolled and hot-rolled steel products. With first-rate gauge, crown, and shape control, as well as reliable uniformity of mechanical properties, our steel products are supplied to customers in the construction, automotive and energy industries across Canada and the United States as well as to a variety of steel services centres, which are regional distributers of steel products.

Forward-Looking InformationCertain statements contained in this press release contain “forward-looking information” (“forward looking statements”) within the meaning of Canadian securities laws, including  statements regarding the completion of and expected closing date of the Offering. These  forward-looking statements represent the Company's expectations or beliefs concerning future  events, and it is possible that the results described in this press release will not be achieved.  These forward-looking statements are subject to risks, uncertainties and other factors, including changes in general economic and/or market conditions, material changes in the business or affairs of the Company and conditions to closing the Offering, many of which are  outside of the Company’s control, which could cause actual results to differ materially from the  results discussed in the forward-looking statements.

Any forward-looking statement speaks only as of the date on which it is made, and, except as required by law, the Company does not undertake any obligation to update or revise any forward looking statement, whether as a result of new information, future events or otherwise. New factors emerge from  time to time, and it is not possible for the Company to predict all such factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements described in the Company’s management’s discussion and analysis for the year ended December 31, 2017 and referred to under the heading “Risk Factors” in the Company’s final supplemented prep prospectus dated November 2, 2017 in respect of the Company’s initial public offering that closed on November 10, 2017 and available on SEDAR at www.sedar.com. The forward-looking statements contained in this release are made as of the date hereof. Stelco undertakes no obligation to update publicly or revise any forward-looking statements, whether written or oral, whether as a result of new information, future events or otherwise, except as required by law.

For Further Information

For investor enquiries: Don Newman, Chief Financial Officer, 905.528.2511, don.newman@stelco.com

For media enquiries: Trevor Harris, Vice-President, Corporate Affairs, 905.577.4447, trevor.harris@stelco.com