Gerdau Ameristeel Prices Offering of its Common Shares



    TAMPA, FL., Nov. 2 /CNW/ - Gerdau Ameristeel Corporation (NYSE:   GNA; TSX:
GNA) announced today that its registration statement has become effective
under the U.S. Securities Act of 1933 and that it has obtained a receipt for a
final prospectus from the securities regulatory authorities in each of the
provinces and territories of Canada in connection with a proposed offering of
110 million of its common shares. Gerdau S.A. currently owns approximately
66.5% of the outstanding common shares of Gerdau Ameristeel, and has agreed to
purchase approximately 73 million of the common shares from Gerdau Ameristeel
in the proposed offering. Immediately following closing of the offering,
Gerdau S.A. will hold approximately 66.5% or 276.4 million common shares of
Gerdau Ameristeel and intends to hold these common shares for investment
purposes only. Approximately 37 million common shares will be distributed to
the public through an underwriting syndicate described below. The common
shares are being sold in the United States and Canada at a price of
US$12.25 per share. The total gross proceeds will be approximately US$1.35
billion. Gerdau Ameristeel has granted the underwriters an option to purchase
up to an additional 5,535,750 common shares at the public offering price (as
adjusted, if applicable, for any dividends declared and payable on the common
shares prior to the exercise of the option), less underwriting commission,
within 30 days following the closing date (the "overallotment option"). Gerdau
S.A. has agreed to purchase, within two days after the exercise of the
overallotment option, a number of additional common shares to maintain its
approximate 66.5% ownership interest, at the public offering price (as
adjusted, if applicable, for any dividends declared and payable on the common
shares prior to the exercise of the option). If the overallotment option is
exercised in full, total gross proceeds of the offering will be approximately
US$1.55 billion.
    The net proceeds of the offering will be used to partially repay the
loans incurred by Gerdau Ameristeel for its previously announced acquisition
of Chaparral Steel Company, which closed on September 14, 2007.
    J.P. Morgan Securities Inc., CIBC World Markets Corp., ABN AMRO
Rothschild LLC and HSBC Securities (USA) Inc. are acting as joint book-running
managers and Banc of America Securities LLC and BMO Capital Markets are acting
as co-managers of the offering.
    For more information on the offering or to obtain a copy of the
supplemented prospectus relating to the offering, contact JPMorgan at National
Statement Processing, Prospectus Library, 4 Chase Metrotech Center, CS Level,
Brooklyn, NY 11245, telephone: 718-242-8002 or CIBC World Markets Corp., Attn:
USE Prospectus Department, 425 Lexington Avenue, 5th Floor, New York, NY
10017, toll free: 866-895-5637; or via email to useprospectus@us.cibc.com.
    This news release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of the common
shares in any state, province, territory or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of such state, province, territory or jurisdiction.

    About Gerdau Ameristeel

    Gerdau Ameristeel is the second largest minimill steel producer in North
America with annual manufacturing capacity of approximately 11.7 million tons
of mill finished steel products. Through its vertically integrated network of
19 minimills (including one 50%-owned joint venture minimill), 19 scrap
recycling facilities and 62 downstream operations, Gerdau Ameristeel serves
customers throughout the United States and Canada. The company's products are
generally sold to steel service centers, steel fabricators, or directly to
original equipment manufacturers for use in a variety of industries, including
non-residential, infrastructure, commercial, industrial and residential
construction, metal building, automotive, mining, cellular and electrical
transmission and equipment manufacturing. The common shares of Gerdau
Ameristeel are traded on the New York Stock Exchange and the Toronto Stock
Exchange under the symbol GNA.
    Gerdau Ameristeel is approximately 66.5% owned by Gerdau S.A.

    About Gerdau Group

    Gerdau Group is the leader in the production of long steel products in
the Americas and ranks as the 14th largest steelmaking company worldwide. It
has approximately 35,000 employees and is present in thirteen countries:
Argentina, Brazil, Canada, Chile, Colombia, Dominican Republic, India, Mexico,
Peru, Spain, the United States, Uruguay and Venezuela. Gerdau Group has an
annual installed capacity of more than 20 million metric tons of steel and is
one of the largest recyclers in the Americas. With more than 100 years of
history, it has taken a path of international growth in line with the
steelmaking consolidation process. The Gerdau Group companies have stock
listed on the Sao Paulo (Bovespa: GGBR4, GGBR3, GOAL4 e GOAL3) New York (NYSE:  
GNA, GGB), Toronto (GNA) and Madrid (Latibex: XGGB) stock exchanges.

    Forward Looking Statements

    This press release contains forward looking statements with respect to
Gerdau Ameristeel Corporation, including its proposed offering of common
shares and use of net proceeds, financing activities, business operations,
strategy, financial performance, and condition. Although management believes
that the expectations reflected in such forward looking statements are
reasonable, such statements involve risks and uncertainties. Actual results
may differ materially from those expressed or implied by such forward looking
statements. Factors that could cause actual results to differ materially from
expectations include, among other things, excess global capacity in the steel
industry and the availability of competitive substitute materials; the
cyclical nature of the steel industry and the industries served by the
Company; steel imports and trade regulations; a change in China's steelmaking
capacity or slowdown in China's steel consumption; the ability to integrate
newly-acquired businesses such as Chaparral and achieve synergies; the
Company's level of indebtedness; the Company's participation in consolidation
of the steel industry; increases in the cost of steel scrap, energy and other
raw materials; the ability to renegotiate collective bargaining agreements and
avoid labor disruptions; the cost of compliance with environmental and
occupational health and safety laws; the enactment of laws intended to reduce
greenhouse gases and other air emissions; unexpected equipment failures and
plant interruptions or outages; the substantial capital investment and similar
expenditures required in the Company's business; the loss of key employees;
interest rate risk; the Company's ability to fund its pension plans; currency
exchange rate fluctuations; competitors' relief of debt burdens and legacy
costs by seeking protection under the bankruptcy laws; the accuracy of
estimates used in the preparation of the Company's financial statements; and
the Company's reliance on joint ventures that it does not control.

    %SEDAR: 00000593E




For further information:

For further information: Vice President, Finance and Chief Financial
Officer, Barbara R. Smith, (813) 319-4324, BAsmith@gerdauameristeel.com

Organization Profile

GERDAU AMERISTEEL CORPORATION

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