On March 9, 2017, we signed up for a private offer from Restricted Notes. In addition to the private offer, we entered into registration rights agreements (the Registration Rights Agreements), under which we agreed, among other things, to file the registration statement to which this prospectus belongs. Below is a summary of the exchange offers. For more information, see „Exchange Offers.“ The act of incorporation of the holding companies provides for the compensation of the directors and senior executives of Holdings. The act of incorporation of holdings also provides that any director, civil servant, employee or representative of holding companies, or any person who, at the request of holding companies, performs his duties as director, officer, partner, trustee, staff or representative of another company, company, joint venture, trust company or other company (including heirs, executors, directors or any other endangered company). , is compensated by Holdings to the extent authorized by the DGCL, since it exists or may be amended in the future (but in the case of such an amendment, it is only to the extent that such an amendment allows holding companies to grant greater compensation rights than is permitted by this right prior to this amendment). The act of incorporation of holding companies also provides for compensation to the persons mentioned above for all expenses (including legal fees), judgments, fines and amounts that have been effectively and reasonably incurred by these persons in connection with such an appeal, remedy or procedure, including recourse. In addition, holdings Holdings Holdings` foundation certificate requires that all expenses incurred by one of the above persons to defend such an action, action or procedure be taken without delay, and this will be presented to the relevant documents. The holdings act also expressly authorizes Holdings to enter into agreements with any person who provides for greater or different compensation than that stipulated in holdings` certificate of incorporation. Shearman-Sterling has represented American Axle – Manufacturing, Inc. („AAM“) as an American Axle – Manufacturing Holdings, Inc. („Holdings“) and some of its subsidiaries related to the financing of AAM for 2.55 billion euros. USD (composed of a $100 million loan of DOLLARS A, a $1.55 billion loan facility, a $900 million revolving credit facility (including a $250 million letter of credit) to finance a portion of the consideration for the acquisition of Metal Ladyne Performance Group , Inc.

(„MPG“) on April 6, 2017 , repayment of the existing debt of AAM and MPG as well as for general purposes. American Axle said it had more than $600 million in cash on March 25, which included a draw for its $200 million revolving credit facility. Before first-quarter earnings were announced on Friday, May 8 (after this page was printed), American Axle had approximately $700 million for its committed revolving credit facility and approximately $90 million in available foreign credit facilities. At the time of this prospectus, $700 million of total capital of the 6.250% of senior notes due in 2025 and $500 million of total capital of the 6,500% of pending senior notes issued in a private offer on March 9, 2017 are pending and not registered. This prospectus and letter of transmission are sent to all registered restricted ticket holders.