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Algoma Steel Group (NASDAQ: ASTL) hit by tariffs but lifts EBITDA on insurance gain

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Algoma Steel Group Inc. reported second-quarter 2026 revenue of C$267.5 million, down from C$589.7 million a year earlier, as steel shipments fell 61.6% to 181,473 tons amid the shift from blast furnaces to Electric Arc Furnace (EAF) production and the impact of a 50% U.S. Section 232 tariff. Loss from operations widened to C$134.2 million from C$85.1 million, while net loss narrowed to C$96.0 million (C$0.88 per basic share) from C$110.6 million.

Adjusted EBITDA improved to C$13.8 million, a 5.2% margin, versus a C$32.4 million loss and (5.5%) margin in the prior-year quarter, supported by record plate sales, a 20.2% increase in average net sales realization to C$1,361 per ton, and C$45.0 million of insurance proceeds from the 2024 utility corridor collapse. Results include a C$54.7 million capacity utilization adjustment tied to excess fixed costs, expected to decline further and be eliminated by the fourth quarter of 2026. Direct tariff costs were C$18.7 million versus C$64.1 million, as U.S.-bound shipments fell to 23% of total steel shipments from 54%.

At June 30, 2026, Algoma had C$62.6 million of cash and total available liquidity of approximately C$437 million, including undrawn capacity on its revolving credit facility and Large Enterprise Tariff Loan (LETL) Facilities; C$124.5 million of LETL advances were received in the quarter. Shareholders’ equity declined to C$295.6 million from C$491.1 million at December 31, 2025. The first EAF unit is running 24/7, the second unit is nearing completion with first steel expected in the third quarter of 2026, and the transformed facility is expected to provide about 3.7 million tons of annual raw steel capacity and approximately 70% lower carbon emissions compared with pre‑EAF operations.

Positive

  • Adjusted EBITDA turned positive at C$13.8 million with a 5.2% margin in Q2 2026, compared with a C$32.4 million Adjusted EBITDA loss and (5.5%) margin in the prior-year quarter, aided by higher plate pricing and insurance proceeds.
  • Total available liquidity was about C$437 million at June 30, 2026, including cash, undrawn revolving credit capacity and C$168.0 million remaining under the LETL Facilities, providing funding support through the EAF transition.
  • EAF transformation is advancing: Unit One is operating continuously, Unit Two is nearing completion with first steel expected in Q3 2026, with long-term raw steel capacity projected at approximately 3.7 million tons and about 70% lower emissions.

Negative

  • Revenue declined 54.6% year over year in Q2 2026 to C$267.5 million, as steel shipments dropped 61.6% to 181,473 tons due to U.S. Section 232 tariffs and the operational transition.
  • Loss from operations increased to C$134.2 million in Q2 2026 from C$85.1 million a year earlier, reflecting lower shipments and high fixed costs, including a C$54.7 million capacity utilization adjustment.
  • H1 2026 net loss nearly doubled to C$255.4 million from C$135.1 million in H1 2025, and shareholders’ equity fell to C$295.6 million from C$491.1 million at December 31, 2025.

Filing Explained

The disclosed funding supports operations but adds debt restrictions and conditional warrant dilution for existing common holders.

This Form 6-K is an interim report furnishing material home-market information, and the company’s June 30, 2026 report details the status of its governmental LETL financing and related common-share warrant exposure.

The C$500 million LETL Facilities are a borrowing ceiling rather than the amount received: the company reports C$124.5 million of advances during the quarter, with further monthly draws subject to conditions and restrictions on use.

Warrants tied to the unsecured facility permit purchases of common shares at C$11.08 per share for a 10-year term and vest as advances are drawn; if exercised, they would increase the share count and reduce existing holders’ percentage ownership absent offsetting changes.

The previously announced Hanwha Ocean memorandum of understanding is suspended after the Canadian government selected another contractor for the submarine project, and it remains suspended unless Hanwha is selected.

The insurance matter is now described as a full and final C$145.0 million settlement, with C$45.0 million recognized in other income during the quarter.

Q2 2026 Revenue C$267.5 million Three months ended June 30, 2026
Q2 2026 Net Loss C$96.0 million Three months ended June 30, 2026
Q2 2026 Adjusted EBITDA C$13.8 million Adjusted EBITDA margin 5.2% in Q2 2026
Q2 2026 Steel Shipments 181,473 tons Three months ended June 30, 2026; down 61.6% year over year
Average Net Sales Realization C$1,361 per ton Q2 2026 average net sales realization on steel sales
Total Available Liquidity approximately C$437 million Cash, revolver availability and LETL capacity at June 30, 2026
Direct Tariff Costs C$18.7 million Tariffs on outbound U.S. steel shipments in Q2 2026
Projected Raw Steel Capacity approximately 3.7 million tons Expected annual raw steel capacity after EAF transformation
Electric Arc Furnace technical
"transition from legacy blast furnace operations to the Company’s Electric Arc Furnace"
An electric arc furnace is an industrial furnace that melts scrap metal or direct-reduced iron by creating intense heat from an electric arc between electrodes, like a giant, high-powered electric oven that turns metal pieces into molten steel. Investors care because it determines a steelmaker’s energy costs, flexibility to use recycled material, and greenhouse gas footprint—factors that affect profitability, raw-material exposure, and regulatory or public-pressure risks.
Section 232 tariff regulatory
"the unprecedented 50% U.S. Section 232 tariff fundamentally altered and permanently disrupted"
A section 232 tariff is a government-imposed tax on imported goods that a country can apply when it judges those imports threaten national security; think of it as a surcharge meant to protect critical domestic industries. For investors, such tariffs can raise costs for companies that rely on affected imports, reshape supply chains, change competitive dynamics, and therefore affect revenue, profit margins and share prices.
Adjusted EBITDA financial
"Adjusted EBITDA in the second quarter was $13.8 million, resulting in an Adjusted EBITDA margin"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Large Enterprise Tariff Loan financial
"agreements with Canada Enterprise Emergency Funding Corporation under the Large Enterprise Tariff Loan program"
capacity utilization adjustment financial
"Results also include a $54.7 million capacity utilization adjustment tied to excess fixed costs"
A capacity utilization adjustment is a change made to forecasts or reported results to account for how fully a company’s production or service capacity is being used. It matters to investors because higher or lower use of factories, servers, or staff shifts costs per unit and profitability much like baking more loaves in the same oven spreads the oven’s cost across more bread; failing to adjust can make profits look better or worse than the ongoing business actually is.
Non-GAAP Financial Measures financial
"Readers are directed to carefully review the sections entitled “Non-GAAP Financial Measures” included elsewhere"
Non-GAAP financial measures are numbers companies use to show their financial performance that exclude certain expenses or income. They help investors see how the company might perform without one-time costs or other unusual items, giving a different perspective from official reports. However, since they can be adjusted, they don’t always tell the full story and should be looked at alongside standard financial figures.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

How did Algoma Steel Group (ASTL) perform financially in Q2 2026?

Algoma reported Q2 2026 revenue of C$267.5 million, down from C$589.7 million a year earlier, and a net loss of C$96.0 million. Adjusted EBITDA improved to C$13.8 million, a 5.2% margin, versus an Adjusted EBITDA loss of C$32.4 million in Q2 2025.

What impact did U.S. Section 232 tariffs have on Algoma Steel (ASTL)?

A 50% Section 232 tariff on Canadian steel significantly reduced Algoma’s U.S. exports. In Q2 2026, direct tariff costs were C$18.7 million, down from C$64.1 million, as U.S. shipments fell to 23% of steel shipments from 54% a year earlier.

What is Algoma Steel’s (ASTL) liquidity position as of June 30, 2026?

At June 30, 2026, Algoma held C$62.6 million of cash and had about C$437 million in total available liquidity, including undrawn revolving credit and C$168.0 million available under the LETL Facilities. The company received C$124.5 million of LETL advances during Q2.

How is Algoma Steel’s (ASTL) EAF transition progressing and what capacity is expected?

Algoma’s first EAF unit operated continuously through Q2 2026, and Unit Two is nearing completion, with first steel expected in Q3 2026. Once fully transitioned, the facility is expected to provide about 3.7 million tons of annual raw steel capacity and reduce carbon emissions by roughly 70%.

How did insurance settlements affect Algoma Steel’s (ASTL) Q2 2026 results?

In connection with the January 2024 utility corridor collapse, Algoma reached a C$145.0 million insurance settlement. Of this, C$45.0 million was recognized as other income in Q2 2026, materially supporting Adjusted EBITDA and partially offsetting operating losses.

What are the key cost pressures in Algoma Steel’s (ASTL) Q2 2026 results?

Key pressures include a C$54.7 million capacity utilization adjustment tied to excess fixed costs during the EAF ramp-up, higher cost per ton of C$1,411 versus C$1,144, and ongoing tariff-related expenses, despite reduced U.S. shipment volumes.

 

 

 

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 July 2026

 

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 x

 

 

 

 

INCORPORATION BY REFERENCE

 

Exhibits 99.2 and 99.3 of this Form 6-K are incorporated by reference into the Registration Statement on Form S-8 (Commission File No. 333-264063) and the Registration Statement on Form F-10 (Commission File No. 333-288748) of the Registrant, Algoma Steel Group Inc.

 

2

 

EXHIBIT INDEX

 

Exhibit Number   Description
     
99.1   Press release dated July 29, 2026.
99.2   Management’s discussion and analysis for the three and six months ended June 30, 2026.
99.3   Condensed interim consolidated financial statements for the three and six months ended June 30, 2026.

 

3

 

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: July 29, 2026 By:

/s/ John Naccarato

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

 

4

 

 

Exhibit 99.1 

 

  

 

MEDIA RELEASE
July 29, 2026

 

Algoma Steel Group Inc. Reports Financial Results for the Three Months Ended June 30, 2026

 

Adjusted EBITDA of $13.8 Million, In-Line with Previously Announced Expectations

 

Second Consecutive Quarter of Record Plate Sales as Plate-First Strategy Scales

 

EAF Unit Two Construction Nearing Completion, with First Steel Production Expected in the Third Quarter of 2026

 

SAULT STE. MARIE, ONTARIO (July 29, 2026) – Algoma Steel Group Inc. (NASDAQ: ASTL; TSX: ASTL) (“Algoma” or “the Company”), a leading Canadian producer of steel plate and hot-rolled sheet products, today announced results for the three-month period ended June 30, 2026.

 

Unless otherwise specified, all amounts are in Canadian dollars.

 

Business Highlights and Second Quarter 2026 to Second Quarter 2025 Comparisons

 

Comparisons between Q2 2026 and Q2 2025 were significantly impacted by the transition from legacy blast furnace operations to the Company’s Electric Arc Furnace (“EAF”) platform. In the prior-year quarter, the Company produced steel exclusively from its legacy blast furnace operations, which were permanently halted on January 18, 2026 after the unprecedented 50% U.S. Section 232 tariff fundamentally altered and permanently disrupted the Company's historical cross-border business model, effectively foreclosing its traditional access to the U.S. market. In the second quarter of 2026, all liquid steel production was sourced from the Company’s first EAF unit, which continues to ramp up.

 

·Consolidated revenue of $267.5 million, compared to $589.7 million in the prior-year quarter.

 

·Consolidated loss from operations of $134.2 million, compared to a loss from operations of $85.1 million in the prior-year quarter.

 

·Net loss of $96.0 million, compared to a net loss of $110.6 million in the prior-year quarter.

 

·Adjusted EBITDA of $13.8 million and Adjusted EBITDA margin of 5.2%, inclusive of a $45.0 million final insurance settlement and a $54.7 million capacity utilization adjustment, compared to an Adjusted EBITDA loss of $32.4 million and Adjusted EBITDA margin of (5.5%) in the prior-year quarter. See “Non-GAAP Financial Measures” below.

 

·Direct tariff costs of $18.7 million, compared to $64.1 million in the prior-year quarter.

 

·Cash used in operating activities of $79.4 million, compared to $37.9 million in the prior-year quarter.

 

·Shipments of 181,473 tons, compared to 472,056 tons in the prior-year quarter, reflecting the transition to EAF-only steelmaking and the continued pivot toward the Canadian plate market.

 

  

 

Rajat Marwah, the Company’s Chief Executive Officer, commented, “The second quarter demonstrated the resilience of our transformed business against a stubbornly challenging industry backdrop. We delivered a second consecutive quarter of record plate sales, our first EAF unit continued to ramp up as expected, and transition costs declined meaningfully from the first quarter. With commissioning activities commencing at the second EAF unit and first steel expected in the third quarter, we are entering the final phase of the most significant transformation in Algoma’s history.”

 

Mr. Marwah continued, “While the 50% U.S. Section 232 tariffs continue to effectively foreclose our traditional access to the U.S. market, our pivot to a Canada-centric, plate-first strategy is working. As Canada’s only producer of discrete plate, we are uniquely positioned to serve growing infrastructure, construction, and defence demand, and the recent rise in steel prices is encouraging. We are grateful for the continued support of the federal and provincial governments as we complete this transition and build a stronger, more sustainable Canadian steel industry.”

 

Michael Moraca, the Company’s Chief Financial Officer, commented, “Adjusted EBITDA of $13.8 million came in line with our previously disclosed guidance, supported by record plate sales, a 20% increase in average net sales realization per ton versus the prior-year quarter, and the benefit of a $45.0 million final insurance settlement. Results also include a $54.7 million capacity utilization adjustment tied to excess fixed costs from our previous operating configuration, down from $90.2 million in the first quarter and on track to be eliminated by the fourth quarter as the EAF ramp-up continues. We ended the quarter with approximately $437 million in total available liquidity, and with capital expenditures well below peak EAF construction levels, we remain focused on disciplined cash management as we complete the ramp-up and position the business for improved profitability.”

 

Second Quarter 2026 Financial Results

 

Second quarter revenue totaled $267.5 million, compared to $589.7 million in the prior-year quarter. Steel revenue was $247.0 million, compared to $534.4 million in the prior-year quarter. Average net sales realization per ton of steel sold was $1,361, compared to $1,132 in the prior-year quarter, an increase of 20.2%, reflecting improved product mix under the Company’s plate-first strategy.

 

Loss from operations was $134.2 million, compared to a loss of $85.1 million in the prior-year quarter. The year-over-year increase was primarily due to lower steel shipments resulting from the continued impact of U.S. Section 232 tariffs, which significantly restricted the Company's historical U.S. export business. This was partially offset by increased plate shipment volume, lower labour and other fixed costs, and a $2.1 million decrease in administrative and selling expenses.

 

Net loss in the second quarter was $96.0 million, compared to a net loss of $110.6 million in the prior-year quarter. The decrease primarily reflects $45.0 million in insurance proceeds recognized in other income and a foreign exchange gain of $18.8 million, compared to a foreign exchange loss of $31.5 million in the prior-year quarter. These items were partially offset by the higher loss from operations and a $38.9 million decrease in income tax recovery.

 

  

 

Adjusted EBITDA in the second quarter was $13.8 million, resulting in an Adjusted EBITDA margin of 5.2%. This compares to an Adjusted EBITDA loss of $32.4 million, or an Adjusted EBITDA margin of (5.5%), in the prior-year quarter. Adjusted EBITDA in the quarter includes the benefit of the $45.0 million final insurance settlement related to the January 2024 utility corridor incident. Average realized price of steel net of freight and non-steel revenue was $1,361 per ton, compared to $1,132 per ton in the prior-year quarter. Cost per ton of steel products sold was $1,411, compared to $1,144 in the prior-year quarter, primarily reflecting lower fixed-cost absorption at reduced production volumes during the EAF ramp-up. Shipments for the second quarter decreased by 61.6% to 181,473 tons, compared to 472,056 tons in the prior-year quarter. See “Non-GAAP Financial Measures” below for an explanation of Adjusted EBITDA and a reconciliation of net loss to Adjusted EBITDA.

 

Insurance Settlement

 

During the second quarter, the Company and its insurers reached a full and final settlement of $145.0 million, net of applicable deductibles, in respect of the January 2024 structural utility corridor collapse, of which $45.0 million was recognized in other income in the quarter.

 

Electric Arc Furnace

 

The second quarter of 2026 was the second full quarter in which all liquid steel production was sourced entirely from the Company’s EAF facility. Ramp-up activities continue to progress in line with expectations. The Unit One EAF furnace and associated melt shop assets are performing as designed, with quality metrics achieved across a range of plate and hot-rolled coil product grades, and operations continue on a full 24-hour-per-day schedule. Construction activities on the second EAF unit are nearing completion, with first steel production expected in the third quarter of 2026.

 

The capacity utilization adjustment of $54.7 million in the quarter represents excess fixed costs carried by the Company beyond what was required to operate the EAF and its supplied downstream operations at the volumes produced, primarily labour, equipment leases and rentals, fixed utilities, and maintenance costs associated with legacy assets. These costs declined from $90.2 million in the first quarter and are expected to decline further over the next three months and be fully eliminated by the fourth quarter of 2026.

 

As Canada’s only producer of discrete plate, the Company holds a unique competitive position in this segment. Plate demand from infrastructure, construction, and defence end-markets remained healthy during the quarter, supporting a second consecutive quarter of record plate sales, and the Company expects plate production to continue to increase as the EAF ramp-up progresses through 2026.

 

Following completion of the EAF transformation, Algoma’s facility is expected to have an annual raw steel production capacity of approximately 3.7 million tons and is projected to reduce annual carbon emissions by approximately 70% from pre-EAF levels.

 

  

 

Trade Environment and Strategic Response

 

The 50% U.S. Section 232 tariff on steel imports from Canada remained in effect throughout the second quarter, with product coverage continuing to expand across downstream and derivative steel products, further disrupting established North American supply chains. The Company incurred $18.7 million in direct tariff costs in the quarter, compared to $64.1 million in the prior-year quarter, reflecting the deliberate reduction of U.S.-bound volumes. Shipments to the United States represented 23% of total steel shipments in the quarter, compared to 54% in the prior-year quarter and a historical range of approximately 45% to 55%.

 

The Canadian steel market remains supply-pressured, with domestic coil pricing held down by oversupply from domestic producers displaced from the U.S. market, the continued presence of U.S. steel in the Canadian market, and import offers priced at less-than-fair-value. Algoma’s strategic response, concentrating production on discrete plate, where it enjoys a pricing premium and a unique market position, is designed to mitigate these dynamics.

 

On April 7, 2026, the Company announced the formation of Roshel Algoma Defence Solutions, a joint venture with Roshel Inc., a Canadian-owned defence manufacturer of armoured vehicles. The joint venture is expected to support the development of domestic ballistic steel and related manufacturing capabilities in Canada.

 

Algoma’s Memorandum of Understanding with Hanwha Ocean Co. Ltd. (“Hanwha Ocean”), announced in January 2026, has been suspended. The MOU was subject to Hanwha Ocean being awarded and entering into an effective contract under the Canadian Patrol Submarine Project (“CPSP”) and the negotiation and execution of definitive agreements with the Company. On July 6, 2026, the Government of Canada announced that Thyssenkrupp Marine Systems was selected under the CPSP procurement process.

 

Liquidity

 

At June 30, 2026, the Company had cash of $62.6 million, unused availability under its Revolving Credit Facility of $206.7 million, and $168.0 million available to draw under the LETL Facilities, for total available liquidity of approximately $437 million. During the second quarter, the Company received $124.5 million in governmental loan advances under the LETL Facilities to support operations and the completion of the EAF transition. Capital expenditures in the quarter were $29.0 million, compared to $97.4 million in the prior-year quarter, reflecting the substantial completion of EAF construction. No dividends were declared during the quarter.

 

Conference Call and Webcast Details

 

A webcast and conference call will be held on Thursday, July 30, 2026 at 11:00 a.m. EDT to review the Company’s results for the three-month period ended June 30, 2026, discuss recent events, and conduct a question-and-answer session.

 

The live webcast and archived replay of the conference call can be accessed on the Investors section of the Company’s website at ir.algoma.com. For those unable to access the webcast, the conference call will be accessible domestically or internationally by dialing 877-425-9470 or 201-389-0878, respectively. Upon dialing in, please request to join the Algoma Steel Second Quarter 2026 Conference Call. To access the replay of the call, dial 844-512-2921 (domestic) or 412-317-6671 (international) and enter passcode 13761609.

 

  

 

Consolidated Financial Statements and Management’s Discussion and Analysis

 

The Company’s condensed interim consolidated financial statements for the three and six-month periods ended June 30, 2026 and Management’s Discussion & Analysis thereon are available under the Company’s profile on the U.S. Securities and Exchange Commission’s (“SEC”) EDGAR website at www.sec.gov and under the Company’s profile on SEDAR+ at www.sedarplus.ca. These documents are also available on the Company’s website, www.algoma.com, and shareholders may receive hard copies of such documents free of charge upon request by contacting IR@algoma.com.

 

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 imposed and threatened tariffs, including the impact, timing and resolution thereof, trends in the pricing of steel, Algoma’s transition to EAF steelmaking and the expected benefits thereof, the expected timing of completion of construction and commencement of production at the Company’s second EAF unit, the expected timing and amount of reduction and elimination of capacity utilization adjustments and other costs associated with the EAF ramp-up, expected growth in the Company’s plate production and shipment volumes, the Company’s expected annual raw steel production capacity and reduction in carbon emissions, Algoma’s future as a leading producer of green steel, the potential impacts of inflationary pressures, the Company’s ability to preserve and strengthen near-term liquidity and financial flexibility, the availability and receipt of governmental funding and support, the potential benefits of the Roshel Algoma Defence joint venture and sovereign ballistic steel capabilities, labor availability, global supply chain disruptions on costs, and the Company’s strategy, plans or future financial or operating performance. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “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, including those set forth in “Risk Factors” and “Cautionary Note Regarding Forward-Looking Information” in Algoma’s Annual Information Form, filed under the Company’s SEDAR+ profile at www.sedarplus.ca and with the SEC as part of Algoma’s Annual Report on Form 40-F at www.sec.gov. Forward-looking statements speak only as of the date they are made. 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.

 

Non-GAAP Financial Measures

 

To supplement our financial statements, which are prepared in accordance with IFRS® Accounting Standards as issued by the International Accounting Standards Board (“IASB”) (“IFRS Accounting Standards”), we use certain non-GAAP measures to evaluate the performance of Algoma. These terms do not have any standardized meaning prescribed within IFRS Accounting Standards and, therefore, may not be comparable to similar measures presented by other companies. Rather, these measures are provided as additional information to complement those IFRS Accounting Standards measures by providing a further understanding of our financial performance from management’s perspective.

 

  

 

EBITDA refers to net income or loss before depreciation of property, plant, equipment and amortization of intangible assets, finance costs, interest on pension and other post-employment benefit obligations and income taxes. Adjusted EBITDA refers to EBITDA before foreign exchange loss (gain), finance income, carbon tax, changes in fair value of IPO and LETL Warrants, earnout rights, share-based compensation liabilities, share-based compensation related to the Company’s Omnibus Long Term Incentive Plan, derivatives, certain inventory adjustments, impairment loss, legal settlements and legacy contracts, severance costs, stranded inventory and capacity utilization. Legal settlements and legacy contracts includes costs associated with the resolution of claims, settlements, legacy contractual matters and related legal costs. Adjusted EBITDA margin is calculated by dividing Adjusted EBITDA by revenue for the corresponding period. Adjusted EBITDA is not intended to represent cash flow from operations, as defined by IFRS Accounting Standards. We consider Adjusted EBITDA to be a meaningful measure to assess our operating performance in addition to IFRS Accounting Standards. See the financial tables below for a reconciliation of net loss to Adjusted EBITDA.

 

About Algoma Steel

 

Based in Sault Ste. Marie, Ontario, Algoma is a leading Canadian producer of high-quality plate and sheet steel products, proudly supporting critical sectors including energy, defence, automotive, shipbuilding, and infrastructure. Guided by a purpose to build better lives and a greener future, Algoma is shaping the next generation of sustainable steelmaking in Canada.

 

With the transition to electric arc furnace (EAF) steelmaking and a modernized plate mill, Algoma is redefining how steel is made in Canada. Powered by Ontario’s clean electricity grid, this transformation represents one of the largest industrial decarbonization initiatives in North America and is expected to reduce carbon emissions by approximately 70% once fully transitioned. These advancements provide stability for continued investment in diversification projects aligned with Canada’s evolving needs.

 

This new chapter also introduces Volta™, the brand for all steel produced through Algoma’s EAF technology. Volta delivers the same trusted performance customers rely on, with significantly lower emissions—produced safely, sustainably, and proudly in Canada.

 

Building on more than a century of steelmaking expertise, Algoma continues to invest in its people, processes, and technologies to strengthen domestic supply chains and deliver responsible, Canadian-made steel that helps build a better tomorrow.

 

For more information, please contact:

 

Michael Moraca

Chief Financial Officer

Algoma Steel Group Inc.

Phone: 705.945.3300
E-mail: IR@algoma.com

 

  

 

Algoma Steel Group Inc.
Condensed Interim Consolidated Statements of Financial Position
(Unaudited)
   

 

As at,  June 30,
2026
   December 31,
2025
 
expressed in millions of Canadian dollars          
 Assets          
 Current          
  Cash  $62.6   $77.5 
  Restricted cash   -    0.1 
  Taxes receivable   217.8    206.9 
  Accounts receivable, net   213.3    192.7 
  Inventories   449.0    569.3 
  Prepaid expenses and deposits   30.2    30.4 
  Other assets   6.3    5.5 
 Total current assets  $979.2   $1,082.4 
 Non-current          
  Property, plant and equipment, net  $1,082.5   $1,029.9 
  Intangible assets, net   0.2    0.3 
  Other assets   1.8    3.3 
 Total non-current assets  $1,084.5   $1,033.5 
 Total assets  $2,063.7   $2,115.9 
 Liabilities and Shareholders' Equity          
 Current          
  Bank indebtedness  $73.4   $170.2 
  Accounts payable and accrued liabilities   211.3    203.9 
  Taxes payable and accrued taxes   45.6    32.7 
  Current portion of other long-term liabilities   3.8    5.8 
  Current portion of governmental loans   0.3    14.0 
  Current portion of environmental liabilities   4.5    4.7 
  Severance cost liability   36.5    45.8 
  IPO Warrant liability   0.9    2.5 
  Earnout liability   3.5    3.7 
  Share-based payment compensation liability   13.4    14.1 
 Total current liabilities  $393.2   $497.4 
 Non-current          
  Senior secured lien notes  $495.0   $476.6 
  Long-term governmental loans   348.3    192.3 
  Accrued pension liability   105.7    153.0 
  Accrued other post-employment benefit obligation   194.9    193.0 
  Other long-term liabilities   179.3    70.7 
  Environmental liabilities   34.2    34.3 
  LETL Warrant liability   17.5    7.5 
 Total non-current liabilities  $1,374.9   $1,127.4 
 Total liabilities  $1,768.1   $1,624.8 
 Shareholders' equity          
  Capital stock  $982.3   $975.5 
  Accumulated other comprehensive income   465.7    414.4 
  Deficit   (1,153.3)   (897.9)
  Contributed surplus (deficit)   0.9    (0.9)
 Total shareholders' equity  $295.6   $491.1 
 Total liabilities and shareholders' equity  $2,063.7   $2,115.9 

 

  

 

Algoma Steel Group Inc.
Condensed Interim Consolidated Statements of Net Loss
(Unaudited)
         

 

   Three months ended
June 30,
   Six months ended
June 30,
 
  2026   2025   2026   2025 
expressed in millions of Canadian dollars, except for per share amounts                    
Revenue  $267.5   $589.7   $564.4   $1,106.8 
                     
Operating expenses                    
Cost of sales  $372.8   $643.8   $796.3   $1,269.9 
Administrative and selling expenses   28.9    31.0    55.8    61.9 
Loss from operations  $(134.2)  $(85.1)  $(287.7)  $(225.0)
                     
Other (income) and expenses                    
Finance income  $(0.5)  $(2.5)  $(1.1)  $(5.3)
Finance costs   21.4    18.5    32.9    36.3 
Interest on pension and other post-employment benefit obligations   3.5    3.9    7.1    7.9 
Foreign exchange (gain) loss   (18.8)   31.5    (33.1)   32.4 
Other income   (47.8)   -    (47.9)   (50.0)
Change in fair value of Initial Public Offering ("IPO") and Large Enterprise                    
Tariff Loan ("LETL") Warrant liabilities   2.1    4.6    7.8    (34.5)
Change in fair value of earnout liability   -    1.3    -    (3.1)
Change in fair value of share-based compensation liability   (0.1)   5.1    -    (10.3)
   $(40.2)  $62.4   $(34.3)  $(26.6)
Loss before income taxes  $(94.0)  $(147.5)  $(253.4)  $(198.4)
Income tax expense (recovery)   2.0    (36.9)   2.0    (63.3)
Net loss  $(96.0)  $(110.6)  $(255.4)  $(135.1)
                     
Net loss per common share                    
Basic  $(0.88)  $(1.02)  $(2.34)  $(1.24)
Diluted  $(0.88)  $(1.02)  $(2.34)  $(1.28)

 

  

 

Algoma Steel Group Inc.
Condensed Interim Consolidated Statements of Cash Flows
(Unaudited)
         

 

   Three months ended
June 30,
   Six months ended
June 30,
 
   2026   2025   2026   2025 
expressed in millions of Canadian dollars                
Operating activities                    
Net loss  $(96.0)  $(110.6)  $(255.4)  $(135.1)
Items not affecting cash:                    
Depreciation of property, plant and equipment and intangible assets   23.0    38.2    56.4    73.2 
Deferred income tax expense (recovery)   -    0.5    -    (1.5)
Pension funding in excess of expense   (3.1)   (3.3)   (6.7)   (5.1)
Post-employment benefit funding in excess of expense   (2.2)   (1.7)   (4.1)   (3.4)
Unrealized foreign exchange (gain) loss on:                    
accrued pension liability   (2.3)   9.1    (4.7)   9.3 
post-employment benefit obligations   (3.7)   10.8    (7.0)   11.0 
Finance costs   21.4    18.5    32.9    36.3 
Loss on disposal of property, plant and equipment   0.3    -    0.4    - 
Interest on pension and other post-employment benefit obligations   3.5    3.9    7.1    7.9 
Other income   (47.8)   -    (47.9)   (50.0)
Accretion of governmental loans and environmental liabilities   5.6    5.1    3.4    9.1 
Unrealized foreign exchange (gain) loss on government loan facilities   (7.0)   8.1    (12.0)   8.3 
Increase (decrease) in fair value of IPO and LETL Warrant liabilities   2.1    4.6    7.8    (34.5)
Increase (decrease) in fair value of earnout liability   -    1.3    -    (3.1)
(Decrease) increase in fair value of share-based compensation liability   (0.1)   5.1    -    (10.3)
Other   0.8    7.7    (1.4)   12.3 
   $(105.5)  $(2.7)  $(231.2)  $(75.6)
Net change in non-cash operating working capital   26.2    (70.1)   133.2    95.3 
Environmental liabilities paid   (0.1)   (0.1)   (0.1)   (0.5)
Insurance proceeds for operating expenses   -    35.0    6.5    35.0 
Cash (used in) generated by operating activities  $(79.4)  $(37.9)  $(91.6)  $54.2 
Investing activities                    
Acquisition of property, plant and equipment  $(29.0)  $(97.4)  $(49.4)  $(224.4)
Insurance proceeds for property damage   -    15.0    -    15.0 
Cash used in investing activities  $(29.0)  $(82.4)  $(49.4)  $(209.4)
Financing activities                    
Bank indebtedness advanced (repaid), net  $4.4   $16.1   $(99.4)  $16.0 
Restricted cash   -    -    0.1    - 
Governmental loans received   127.6    16.3    255.1    16.3 
Repayment of governmental loans   -    (6.2)   (0.1)   (12.5)
Interest paid   (26.2)   (23.4)   (29.9)   (24.5)
Dividends paid   -    (14.8)   -    (14.8)
Other   (1.1)   (0.7)   (1.8)   1.5 
Cash generated by (used in) financing activities  $104.7   $(12.7)  $124.0   $(18.0)
Effect of exchange rate changes on cash  $1.0   $(11.0)  $2.1   $(11.2)
Cash                    
Decrease in cash   (2.7)   (144.0)   (14.9)   (184.4)
Opening balance   65.3    226.5    77.5    266.9 
Ending balance  $62.6   $82.5   $62.6   $82.5 

 

  

 

Algoma Steel Group Inc.
Reconciliation of Net Loss to EBITDA and Adjusted EBITDA
         

 

   Three months ended
 June 30,
   Six months ended
 June 30,
 
millions of dollars  2026   2025   2026   2025 
Net loss  $(96.0)  $(110.6)  $(255.4)  $(135.1)
Depreciation of property, plant and equipment and amortization of intangible assets   23.0    38.2    56.4    73.2 
Inventory adjustments (depreciation on property, plant & equipment in inventory)   (0.5)   0.5    (8.2)   1.5 
Finance costs   21.4    18.5    32.9    36.3 
Finance income   (0.5)   (2.5)   (1.1)   (5.3)
Interest on pension and other post-employment benefit obligations   3.5    3.9    7.1    7.9 
Income tax expense (recovery)   2.0    (36.9)   2.0    (63.3)
EBITDA (ii)  $(47.1)  $(88.9)  $(166.3)  $(84.8)
Foreign exchange (gain) loss   (18.8)   31.5    (33.1)   32.4 
Carbon tax   7.5    10.4    13.5    13.9 
Change in fair value of financial instruments (i)   2.0    11.0    7.8    (47.9)
Share-based compensation   4.3    3.6    7.0    7.4 
Legal settlements and legacy contracts   11.2    -    11.2    - 
Capacity utilization   54.7    -    144.9    - 
Adjusted EBITDA (ii)  $13.8   $(32.4)  $(15.0)  $(79.0)
Net Loss Margin   (35.9)%   (18.8)%   (45.3)%   (12.2)%
Net Loss / ton  $(529.0)  $(234.3)  $(630.4)  $(143.5)
Adjusted EBITDA Margin (iii)   5.2%   (5.5)%   (2.7)%   (7.1)%
Adjusted EBITDA / ton  $76.0   $(68.6)  $(37.0)  $(83.9)

 

 

(i) Financial instruments at fair value are comprised of IPO and LETL Warrant liabilities, earnout liability, share-based payment compensation liability and derivatives.

(ii) See "Non-GAAP Financial Measures" in this Press Release for information regarding the limitations of using EBITDA and Adjusted EBITDA.

(iii) Adjusted EBITDA Margin is Adjusted EBITDA as a percentage of revenue.

 

 

 

Exhibit 99.2

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

 

The following Management’s Discussion and Analysis (“MD&A”) contains information regarding the financial position and financial performance of Algoma Steel Group Inc. and its consolidated subsidiaries and unless the context otherwise requires, all references to “Algoma,” “the Company,” “we,” “us,” or “our” refer to Algoma Steel Group Inc. and its consolidated subsidiaries.

 

We publish our condensed interim consolidated financial statements in Canadian dollars. In this MD&A, unless otherwise specified, all monetary amounts are in Canadian dollars, all references to “C$” mean Canadian dollars and all references to “$” or “US$” mean U.S. dollars.

 

The following MD&A provides the perspective of management of the Company on the financial position and financial performance of the Company and its consolidated subsidiaries for the three and six month periods ended June 30, 2026 and June 30, 2025. This MD&A provides information to assist readers of, and should be read in conjunction with the Company’s June 30, 2026 condensed interim consolidated financial statements and the accompanying notes thereto and the December 31, 2025 audited consolidated financial statements and the accompanying notes thereto. The condensed interim consolidated financial statements have been prepared in accordance with International Financial Accounting Standards as issued by the International Accounting Standards Board (“IASB”) (“IFRS Accounting Standards”).

 

This discussion of the Company’s business may include forward-looking information with respect to the Company, including its operations and strategies, as well as financial performance and conditions, which are subject to a variety of risks and uncertainties. See “Cautionary Note Regarding Forward-Looking Information” below. Readers are directed to carefully review the sections entitled “Non-GAAP Financial Measures” included elsewhere in this MD&A. For a discussion of risks and uncertainties that may affect the Company and its financial position and results, refer to “Risk Factors” in the annual information form for the twelve month period ended December 31, 2025 (the “Annual Information Form”) filed by the Company with the applicable Canadian securities regulatory authorities (available under the Company’s System for Electronic Document Analysis and Retrieval (“SEDAR+”) profile at www.sedarplus.ca) and filed by the Company with the U.S. Securities and Exchange Commission (the “SEC”) as part of the Company’s annual report on Form 40-F (available on the SEC’s EDGAR website at www.sec.gov), as well as in the Company’s other public disclosure documents available on SEDAR+ and EDGAR.

 

This MD&A is dated as of July 28, 2026. This document has been approved and authorized for issue by the Board of Directors on July 28, 2026. Events occurring after this date could render the information contained herein inaccurate or misleading in a material respect.

 

Functional Currency

 

The Company’s functional currency is the U.S. dollar, which reflects the Company’s operational exposure to the U.S. dollar. The Company uses the Canadian dollar as its presentation currency. In accordance with IFRS Accounting Standards, all amounts presented are translated to Canadian dollars using the current rate method whereby all revenues, expenses and cash flows are translated at the average rate that was in effect during the period or presented at their Canadian dollar transactional amounts and all assets and liabilities are translated at the prevailing closing rate in effect at the end of the period. Equity transactions have been translated at historical rates. The resulting net translation adjustment has been reflected in other comprehensive income or loss.

 

The currency exchange rates for the six month periods ended June 30, 2026 and June 30, 2025 are provided below:

 

    Average Rate   Period End Rate 
    Six Months
ended
June 30, 2026
   Six months
ended
June 30, 2025
   Six Months
ended
June 30, 2026
   Six months
ended
June 30, 2025
 
January 1 to March 31    1.3715    1.4350    1.3939    1.4376 
April 1 to June 30    1.3838    1.3841    1.4210    1.3643 

 

1

 

 

Cautionary Note Regarding Forward-Looking Information

 

This MD&A contains “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and “forward-looking information” under applicable Canadian securities legislation (collectively, “forward-looking statements”), that are subject to risks and uncertainties. These forward-looking statements include information about imposed and threatened tariffs, including the impact, timing and resolution thereof, trends in the pricing of steel, the anticipated decline in the Company’s capacity utilization costs and capital expenditures, the Company’s expected annual raw and EAF-based liquid steel production capacity and reduction in carbon emissions, the Company’s future as a leading producer of green steel, the potential impacts of inflationary pressures, the Company’s ability to preserve and strengthen near-term liquidity and financial flexibility, labor availability, global supply chain disruptions on costs, the 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, and statements regarding potential borrowings under the Company’s credit facilities, and the Company’s strategy, plans or future financial or operating performance. In some cases, you can identify forward-looking statements by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “pipeline,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result” or the negative of these terms or other similar expressions. In addition, any statements that refer to expectations, intentions, projections or other characterizations of future events or circumstances contain forward-looking information. Statements containing forward-looking information are not historical facts but instead represent management’s expectations, estimates and projections regarding future events or circumstances. In addition, our business and operations involve numerous risks and uncertainties, many of which are beyond our control, which could result in our expectations not being realized or otherwise materially affect our financial position, financial performance and cash flows. Although management believes that expectations reflected in forward-looking statements are reasonable, such statements involve risks and uncertainties and should not be regarded as a representation by the Company or any other person that the anticipated results will be achieved. The Company cautions you not to place undue reliance upon any such forward-looking statements, which speak only as of the date they are made. Our forward-looking statements are not guarantees of future performance, and actual events, results and outcomes may differ materially from our expectations suggested in any forward-looking statements due to a variety of factors, including, among others, those set forth in the section entitled “Risk Factors” in the Annual Information Form. Although it is not possible to identify all of these factors, they include, among others, the following:

 

· future financial performance;
·future cash flow and liquidity;
·future capital investment;
·low-priced steel imports, decreased trade regulation, and other trade barriers including tariffs and/or trade wars;
·our ability to operate our business, remain in compliance with debt covenants and make payments on our indebtedness, with a substantial amount of indebtedness;
·restrictive covenants in debt agreements limit our discretion to operate our business;
·significant domestic and international competition;
·macroeconomic pressures such as inflation and interest rates in the markets in which we operate;
·increased use of competitive products;
·a protracted fall in steel prices resulting in reduced revenue and/or further impairment of assets;
·excess capacity, resulting in part from expanded production in China and other developing economies;
·protracted declines in steel consumption caused by poor economic conditions in North America or by the deterioration of the financial position of our key customers;
·increases in annual funding obligations resulting from our under-funded Pension Plans and Wrap Plan (each as defined in the Annual Information Form);
·supply and cost of raw materials and energy;
·impact of a downgrade in credit rating, including our access to sources of liquidity;
·the availability of continued funding under the LETL Facilities, which may be reduced or suspended based on tariff levels affecting the Company’s exports to the United States or the Company’s liquidity position;
·currency fluctuations, including an increase in the value of the Canadian dollar against the U.S. dollar;
·environmental compliance and remediation;

 

2

 

 

·unexpected equipment failures and other business interruptions;
·a protracted global recession or depression;
·changes in or interpretation of royalty, tax, environmental, greenhouse gas (“GHG”), carbon, accounting and other laws or regulations, including potential environmental liabilities that are not covered by an effective indemnity or insurance;
·risks associated with existing and potential lawsuits and regulatory actions against the Company;
·impact of disputes arising with our partners;
·our ability to complete and realize the anticipated benefits of previously announced strategic partnerships, including the Company’s memorandum of understanding with Hanwha Ocean Co. Ltd. and the Roshel Algoma Defence joint venture;
·our ability to implement and realize our business plans, including our ability to fully implement, stabilize and optimize electric arc furnace (“EAF”) steelmaking operations and realize the anticipated operational, financial and strategic benefits of the transformation;
·our ability to operate the EAF and related melt shop and downstream equipment at sustainable production rates consistent with planned capacity, quality specifications and cost performance;
·expected increases in liquid steel capacity and productivity as a result of the transformation to EAF steelmaking;
·expected cost savings associated with the transformation to EAF steelmaking;
·reliance on a single primary steelmaking route following the cessation of blast furnace operations;
·the realization, measurement and regulatory recognition of expected reductions in carbon dioxide (“CO₂”) emissions associated with the transition to EAF steelmaking, including impacts on carbon compliance obligations, carbon pricing regimes and government support arrangements such as the Federal SIF EAF Loan (as defined herein);
·the availability, reliability and cost of electrical power required for EAF operations, including the risks that higher cost of internally generated power and market pricing for electricity sourced from our current grid in Northern Ontario could have an adverse impact on our production and financial performance;
·the timing and completion of planned local and regional electricity transmission and distribution infrastructure upgrades necessary to support the Company’s long-term power requirements, including the risk of delays, capacity constraints or changes in project scope;
·the potential for Indigenous rights, claims, consultation requirements or related matters to affect ongoing operations, infrastructure, energy supply arrangements or future development initiatives;
·risks relating to scrap pricing, metallics supply, consumable usage and overall conversion costs;
·access to an adequate supply of the various grades of steel scrap;
·the risks associated with the steel industry generally;
·economic, social and political conditions in North America and certain international markets;
·changes in general economic conditions, including ongoing market uncertainty and global geopolitical instability;
·risks associated with inflation rates;
·risks inherent in the Company’s corporate guidance;
·failure to achieve cost and efficiency initiatives;
·risks inherent in marketing operations;
·risks associated with technology, including electronic, cyber and physical security breaches;
·construction risks, including delays and cost overruns;
·the availability of alternative metallic supply;
·decommissioning and environmental risks associated with closed blast furnace and coke oven facilities;
·business interruption or unexpected technical difficulties, including impact of weather;
·counterparty and credit risk;
·labour interruptions and difficulties; and
·changes in capital markets.

 

3

 

 

The preceding list is not intended to be an exhaustive list of all of our forward-looking statements. The forward-looking statements are based on our beliefs, assumptions and expectations of future performance, taking into account the information currently available to us. These statements are only predictions based upon our current expectations and projections about future events. There are important factors that could cause our actual results, levels of activity, performance or achievements to differ materially from the results, levels of activity, performance or achievements expressed or implied by the forward-looking statements. In particular, you should consider the risks provided under “Risk Factors” in the Annual Information Form.

 

You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that future results, levels of activity, performance and events and circumstances reflected in the forward-looking statements will be achieved or will occur. Despite a careful process to prepare and review the forward-looking information, there can be no assurance that the underlying assumptions will prove to be correct. Except as required by law, we undertake no obligation to update publicly any forward-looking statements for any reason after the date of this MD&A, to conform these statements to actual results or to changes in our expectations.

 

Overview of the Business

 

Algoma Steel Group Inc., formerly known as 1295908 B.C. Ltd. (the “Company”), was incorporated on March 23, 2021 under the Business Corporations Act of British Columbia solely for the purpose of purchasing Algoma Steel Holdings Inc. The Company’s publicly traded securities are listed on the Toronto Stock Exchange (TSX) and the Nasdaq Stock Market (“Nasdaq”) under the trading symbols ‘ASTL’ and ‘ASTLW’. Algoma Steel Group Inc. is the ultimate parent holding company of Algoma Steel Inc. and does not conduct any business operations.

 

Algoma Steel Inc. (“ASI”), the operating company and a wholly-owned subsidiary of Algoma Steel Holdings Inc., was incorporated on May 19, 2016 under the Business Corporations Act of British Columbia. ASI is a producer of hot and cold rolled steel products with its active operations located entirely in Sault Ste. Marie, Ontario, Canada. ASI produces sheet and plate products that are sold primarily in Canada and the United States.

 

Transition to EAF Steelmaking

 

The President of the United States has issued various executive orders and related measures (collectively, the “Trade Actions”) imposing tariffs on products imported from Canada, including tariffs under Section 232 of the Trade Expansion Act of 1962 (the “S232 Tariffs”). Pursuant to these Trade Actions, a 25% ad valorem tariff was imposed on all steel and aluminum articles and certain derivative products, without exclusions. These tariffs became effective March 4, 2025, were briefly paused on March 6, 2025, and reinstated on March 12, 2025. On June 4, 2025, the tariffs were increased to 50% for all steel and aluminum imports into the United States. On August 15, 2025, the U.S. Department of Commerce expanded the scope of the tariffs to include an additional 407 categories of steel and aluminum derivative products.  In 2026, the United States continued to expand and enforce the scope of these measures, including through the addition and clarification of further downstream and derivative steel and aluminum products subject to the 50% tariff. As of July 2026, these tariffs remain in effect at the 50% level, with expanded product coverage, and continue to have a sustained and material adverse impact on Canadian steel producers’ access to the U.S. market and on North American steel trade flows.

 

As previously disclosed, the Company had planned to continue blast furnace production through 2027 during a staged transition to EAF steelmaking. However, beginning in early 2025 and intensifying in June 2025, the unprecedented Trade Actions and escalating trade tensions with the United States materially and adversely affected the North American steel market. The scope and magnitude of these Trade Actions was unprecedented and fundamentally disrupted the Company’s established U.S. sales channels. In addition, tariffs on derivative products reduced demand for Canadian-manufactured finished goods exported into the United States, which in turn materially impacted domestic Canadian steel demand. The combined effect was an irreparable contraction in addressable markets for the Company’s integrated blast furnace production. These external market conditions represented a fundamental change to the continued operation of the Company’s integrated blast furnace and coke oven facilities. As a result, the Company's blast furnace and coke-making operations became commercially and technically unviable, and production was permanently halted. The Company's ongoing transition to EAF steelmaking, which had been planned as a gradual, multi-year process through 2027, became the sole remaining production pathway.

 

4

 

 

On September 28, 2025, the Company’s Board of Directors (the “Board”) approved a plan to permanently exit coal-based integrated steelmaking operations and accelerate the transition to low-carbon steel production through its new electric arc furnace (“EAF”) facility. On January 18, 2026, production was permanently halted at blast furnace No. 7 and the associated coke batteries, ending 125 years of coal-based steelmaking operations at the Company. Following the transition, the Company is focusing its operations on EAF-based steel production, with an increased emphasis on discrete plate products and reduced coil production, while aligning its product mix with prevailing demand conditions in the Canadian steel market.

 

The Company is now solely relying on liquid steel production from the EAF process route. With EAF production now underway, the Company is advancing toward a more flexible, cost-effective, and environmentally responsible steelmaking model that supports long-term shareholder value.

 

Ramp-up activities for the EAF project are progressing in line with expectations. The Unit One furnace and associated melt shop assets are performing as designed, with quality metrics achieved across a range of plate and hot-rolled coil product grades. The Q-One power system and other key process components have demonstrated stable and reliable performance, supporting consistent metallurgical quality and process control. Operations are currently running on a full 24-hour-per-day schedule.

 

The Company’s Response to Tariffs

 

As discussed above, the President of the United States issued Trade Actions imposing tariffs on products imported from Canada, including tariffs under Section 232 of the Trade Expansion Act of 1962. As of July 2026, pursuant to these Trade Actions, a 50% tariff for all steel and aluminum imports to the United States remains in effect on steel the Company imports into the United States.

 

The ongoing impact of the Trade Actions, including tariffs on steel and derivative products, together with prolonged trade uncertainty, has continued to contribute to significant volatility in both the U.S. and Canadian markets. In addition to adversely impacting the Company’s access to the U.S. steel market, the tariffs on derivative products have also negatively affected Canadian manufacturing demand for steel used in converted products destined for the U.S. market. As a result, the Trade Actions have adversely affected steel demand in both the United States and Canada. Ongoing concerns regarding supply chain disruptions, market access and changing customer purchasing patterns have further contributed to market instability. In addition, uncertainty surrounding U.S. trade policy has contributed to volatility in foreign exchange markets, including the U.S. dollar exchange rate, which impacts the Company’s sales and cost structure through changes in raw material costs (principally scrap steel), pricing competitiveness, and cross-border trade dynamics.

 

In most cases, the Company has not been able to pass tariff costs through to customers. Unlike the predominantly contract-based U.S. steel market, the Canadian steel market is more heavily weighted toward spot market transactions. As a result, the Company has experienced a widening pricing imbalance between the U.S. and Canadian markets, with Canadian transactional pricing declining below comparable U.S. pricing levels. The Company believes this imbalance has been driven by increased supply into the Canadian market from domestic producers, the continued shipment of steel products into Canada by U.S. steel manufacturers, and increased import offers from offshore producers at prices believed to be below fair market value. During the three and six month periods ended June 30, 2026, the Company incurred direct tariff costs of C$18.7 million and C$46.1 million, respectively (June 30, 2025 – C$64.1 million and C$74.6 million, respectively). During the three and six month periods ended June 30, 2026, steel shipments to the United States represented 23% and 26%, respectively, of total steel shipments (June 30, 2025 – 54% and 53%, respectively).

 

As discussed above, the Company exited its coal-based integrated steelmaking operations in January 2026 and accelerated the transition to EAF steelmaking. In connection with this plan, on December 1, 2025, the Company issued layoff notices (the “Layoffs”) to 1,005 unionized employees, to take effect March 23, 2026. The Layoffs resulted in expected severance costs totaling C$45.8 million, which were recognized in the consolidated statements of net loss for the twelve month period ended December 31, 2025. To align production with prevailing market conditions, the Company intends to focus on the manufacturing and sale of discrete plate and to scale back coil production, with predominant emphasis on the Canadian market. As EAF production ramps up, the Company expects to align product offerings with domestic demand.

 

5

 

 

Historically, the Company secured key raw materials under annual and multi-year supply agreements to support its integrated steel operations and cross-border business. In response to the impacts of the Trade Actions as previously discussed, the Company issued notices asserting that certain raw material and other supply agreements had been frustrated. The Company has initiated and is responding to legal proceedings relating to certain supply agreements, including proceedings arising from the Company’s position that certain agreements have been frustrated as a result of the unprecedented Trade Actions described above. The Company’s position is that these external governmental actions fundamentally altered the essential purpose of those agreements, rendering continued performance radically different from that originally contemplated by the parties and fundamentally frustrating the common purpose of those agreements. Management continues to monitor these proceedings and will recognize provisions where a present obligation exists and a reliable estimate of loss can be made. While the Company believes these claims are without merit and intends to vigorously defend them, an adverse outcome in certain matters could have a material adverse effect on the Company’s consolidated financial condition or results of operations.

 

The Company is further exploring liquidity tools and funding programs that could support its current operations and enable strategic diversification of products, including LETL Facilities, as defined and described further below.

 

Environmental Matters

 

Steel producers such as Algoma are subject to numerous environmental laws and regulations (“Environmental Law”), including federal and provincial, relating to the protection of the environment. The Company can incur regulatory liability as well as civil liability for contamination on-site (soil, groundwater, indoor air), contaminant migration and impacts off-site including in respect of groundwater, rivers, lakes, other waterways, and air emissions.

 

On June 9, 2022, the Company experienced an incident involving the release of an oil-based lubricant from its hot mill in Sault Ste. Marie, a portion of which entered the St. Mary's River. Provincial and federal regulators investigated the incident and laid charges under applicable Environmental Laws. During the six month period ended June 30, 2026, the Company entered into a settlement with the applicable federal and provincial authorities that resolved all charges arising from the incident. The settlement did not have, and is not expected to have, a material adverse effect on the Company's financial position, results of operations or cash flows.

 

The Company has implemented operational and procedural enhancements designed to reduce the risk of similar incidents and continues to monitor and improve its environmental management systems.

 

Fatal Incident Involving an Employee of a Contractor

 

On June 16, 2023, the Company reported a fatal incident involving an employee of a contractor who was retained to perform specialized maintenance work cleaning an out-of-service gas line. The Company investigated the fatal accident internally and worked with provincial authorities as they investigated. On May 2, 2024, the Company was served with three charges under the provincial Occupational Health & Safety Act in connection with the fatality. The Company is responding accordingly.

 

Sustainability Report

 

As part of our commitment to continue to augment our transparency and accountability on environmental, social and governance (“ESG”), Algoma published its 2025 Sustainability Report (the “report”) on June 4, 2026. Algoma aims to be a climate change leader and contributor toward a sustainable and environmentally responsible future for Canadian steel production. The report is designed to align with market-leading, investor preferred sustainability disclosure frameworks, such as the Sustainability Accounting Standards Board and the recommendations of the Task Force on Climate-related Financial Disclosures. The report sets out the Company’s sustainability strategy, and its approach to mitigating sustainability risks and capturing sustainability opportunities, and provides an update on the Company’s sustainability performance.

 

Oversight of sustainability matters is embedded in the Company’s governance structure. The Board holds ultimate accountability for sustainability-related risks and opportunities, including those related to climate. The Nominating and Governance Committee supports the Board in overseeing these matters, in coordination with other Board committees, and regularly reports to the full Board. The full report can be reviewed on our corporate website at www.algoma.com. Unless and to the extent specifically referred to herein, neither the Company’s sustainability reports nor the information on its website shall be deemed to be incorporated by reference into this MD&A.

 

6

 

 

Structural Corridor Collapse

 

On January 20, 2024, a structural corridor carrying various utilities crucial for the Company’s coke oven battery and blast furnace operations suffered an unexpected collapse. An independent investigation revealed an unforeseen escalating overload condition, resulting in a failure of a structural support member of the utility corridor, thereby causing the subsequent cascading collapse of other support structures. The collapse disrupted the flow of coke oven gas from the batteries to the rest of the steelworks, as well as a portion of the natural gas and oxygen flow to specific facilities, most critically the blast furnace. The unforeseen structural collapse did not result in any injuries, but for safety reasons, various areas near the collapse were evacuated and blast furnace operations were suspended at the time of the incident. Due to the unexpected shutdown and delayed restart, the blast furnace experienced operational challenges culminating in a chilled hearth, which suspended production for a period of three weeks, during which roughly 150,000 tons of hot metal production was lost.

 

The Company and its insurers have reached a full and final settlement of C$145.0 million, net of applicable deductibles, of which C$45.0 million was recognized in other income during the six month period ended June 30, 2026 in the condensed interim consolidated statements of net loss. During the six month period ended June 30, 2025, the Company recognized insurance proceeds of C$50.0 million, which were also presented in other income in the condensed interim consolidated statements of net loss.

 

LETL Facilities

 

On November 14, 2025, the Company entered into agreements with Canada Enterprise Emergency Funding Corporation (“CEEFC”) under the Large Enterprise Tariff Loan program and the Ministry of Northern Economic Development and Growth to secure a C$500 million governmental loan comprised of a C$400 million loan facility from the Government of Canada and a C$100 million loan facility from the Province of Ontario (collectively, the “LETL Facilities”).

 

Each facility consists of: 20% secured loan facility, ranking junior to the Company’s existing first lien Revolving Credit Facility and its 9.125% Senior Secured Second Lien Notes; and 80% unsecured loan facility. Amounts may be drawn monthly for up to 36 months following closing, subject to satisfaction of customary conditions precedent. Individual monthly advances are capped and may be suspended if: tariffs affecting the Company’s exports to the United States fall below certain thresholds for a sustained period; or the Company’s liquidity exceeds C$700 million (excluding availability on the LETL).

 

Maturity. The LETL Facilities mature seven years from the closing date, with no scheduled amortization prior to maturity.

 

Interest. Interest accrues at Term CORRA (3-month) + 200 basis points, increasing by 200 basis points on each anniversary after year three. The Company may elect to capitalize interest (PIK) during the first two years, subject to certain conditions.

 

Ranking and Security. The secured portion of the LETL Facilities ranks third-lien, junior to the Company’s existing asset-based lending facility and Senior Secured Second Lien Notes, and pari passu with certain other government facilities. The unsecured portion ranks pari passu with other unsecured indebtedness of the Company.

 

Use of Proceeds. Loan proceeds may be used for operating expenses; ordinary course obligations; and capital expenditures consistent with the Company’s business plan. Proceeds may not be used to repay existing indebtedness, fund acquisitions or make investments outside the ordinary course of business, subject to certain exceptions.

 

Warrants. In connection with the unsecured portion of the LETL Facilities, the Company issued warrants to purchase common shares of Algoma Steel Group Inc. The principal terms include: exercise price of C$11.08 per share; 10-year term; and vesting proportionately as advances are drawn under the unsecured facility. The warrants also include customary anti-dilution protections, registration rights, and a repurchase right allowing the Company to repurchase the warrants following repayment of the LETL Facilities at fair market value or the in-the-money amount.

 

7

 

 

Covenants and Restrictions. While the LETL Facilities remain outstanding, the Company is subject to customary covenants, including restrictions relating to: payment of dividends and share repurchases; incurrence of additional indebtedness; transactions with non-arm’s length parties; mergers, acquisitions and asset sales; and transfers of Canadian operations outside Canada. The Company must also maintain compliance with certain financial covenants under its existing credit facilities.

 

Executive Compensation Restrictions. For a specified period, the Company is subject to limitations on executive compensation for named executive officers.

 

The LETL Facilities contain customary representations, warranties, reporting obligations, and events of default, including cross-default provisions, insolvency events and change-of-control triggers.

 

Copies of the foregoing documents are available under the Company’s profiles on SEDAR+ at www.sedarplus.ca and on the SEC’s EDGAR website at www.sec.gov.

 

Strategic Arrangement

 

On January 26, 2026, the Company announced that its wholly owned subsidiary, Algoma Steel Inc., entered into a binding Memorandum of Understanding (MOU) with Hanwha Ocean Co. Ltd. to establish a long-term strategic arrangement with an aggregate potential value of U.S. $250.0 million comprised of (i) a cash contribution of U.S. $200.0 million towards the potential development of a structural steel beam mill and (ii) anticipated purchases of the Company’s products with an aggregate value of up to U.S. $50.0 million for use in connection with its Canadian Patrol Submarine Project (“CPSP”)-related commitments. The MOU was subject to Hanwha Ocean Co. Ltd. being awarded and entering into an effective contract under the CPSP and the negotiation and execution of definitive agreements with the Company. On July 6, 2026, the Government of Canada announced that Thyssenkrupp Marine Systems was selected under the CPSP procurement process. As a result, the Company's MOU with Hanwha Ocean Co. Ltd. relating to the CPSP has been suspended. The MOU will remain suspended unless and until Hanwha Ocean is selected by the Government of Canada as the contractor for the CPSP.

 

On April 7, 2026, the Company announced the formation of Roshel Algoma Defence, a joint venture with Roshel Inc., a Canadian-owned defence manufacturer of armoured vehicles. The joint venture is expected to support the development of domestic ballistic steel and related manufacturing capabilities in Canada.

 

Factors Affecting Financial Performance

 

The Company’s financial performance is significantly influenced by the cost and availability of key inputs and by global and regional market dynamics affecting steel prices and demand. Historically, the Company’s costs were primarily driven by commodity prices, including those for iron ore, coal, coke, scrap, electricity, and natural gas. Under EAF steelmaking, the Company’s most significant costs driven by commodity prices primarily include scrap, electricity, and natural gas. Inflationary pressures or volatility in these input costs can materially affect profitability. These pressures may arise from global supply and demand imbalances, geopolitical tensions, trade policies, currency exchange fluctuations, natural disasters, or other macroeconomic factors beyond the Company’s control. Sustained increases in raw material or energy prices can erode profit margins and impair the Company’s ability to maintain competitive pricing. In addition, volatility in input markets can complicate supply chain management, increase working capital requirements, and affect the timely and cost-effective procurement of essential materials.

 

As the Company transitioned to EAF steelmaking in early 2026, the procurement of sufficient quantities of high-quality scrap steel has become a critical factor in operational efficiency and cost competitiveness. Access to scrap depends on collection volumes, regional recycling rates, industrial activity, and competition among regional EAF producers. The Company’s geographic location provides proximity to major scrap markets and waterborne transportation routes; however, economic access to scrap sources and freight logistics across the Great Lakes system are key to maintaining reliable supply and cost-effective delivery. Market dislocations, export restrictions, or transportation constraints could adversely affect the Company’s ability to secure scrap at competitive prices.

 

8

 

 

North American steel pricing is determined largely by global supply-demand conditions, international trade policies, import volumes, and regional economic performance. Competitive pressures are influenced by global steelmaking overcapacity, fluctuations in raw material costs, and domestic and foreign trade policies of various trading countries. North American producers compete with producers in Europe, China, and other Asian countries—regions where export decisions are sometimes guided more by domestic economic or political policies than by prevailing market forces. Trade policies between Canada and the United States, as well as import measures affecting the broader North American market, have a material impact on domestic demand, selling prices, and overall industry margins.

 

Ongoing uncertainty surrounding trade relations between the United States and Canada—including the potential for continuing tariffs, quotas, or other restrictions on cross-border steel and raw material trade—has a direct impact on market stability, pricing dynamics, and investment confidence in both countries. Changes in U.S. trade policy can alter the flow of steel and scrap materials across the border, affecting regional supply-demand balances and price differentials between the U.S. Midwest and Central Canadian markets. The Company’s exposure to these dynamics can influence input costs, realized selling prices, and overall competitiveness within the North American steel market.

 

According to the World Steel Association, crude steel production across the 70 reporting countries reached approximately 157.9 million tonnes in May 2026, representing a 0.3% decrease over May 2025, with China accounting for roughly 54% of global output (World Steel Association, “May 2026 crude steel production and 2026 global crude steel production total,” June 23, 2026). The Organization for Economic Cooperation and Development (OECD) continues to report challenging global conditions characterized by persistent excess capacity. As of the latest estimates, global steelmaking capacity stands at approximately 2,445 million metric tonnes, projected to exceed demand by more than 721 million tonnes by 2027 - equivalent to roughly 48 times the size of the Canadian steel industry. Current investment data indicate that 165 million tonnes of new gross capacity are under construction worldwide and expected to come online between 2025 and 2027, further contributing to competitive intensity and potential pricing pressure.

 

Overall Results

 

Net Loss

 

The Company’s net loss for the three month period ended June 30, 2026 was C$96.0 million compared to net loss of C$110.6 million for the three month period ended June 30, 2025, resulting in a C$14.6 million decrease in net loss. The decrease is primarily due to an increase in insurance proceeds (C$45.0 million), foreign exchange gain (C$50.3 million), and a change in fair value of Initial Public Offering (“IPO”) and LETL Warrant (as defined herein) liabilities (C$2.5 million). This was offset, in part, by an increase in loss from operations (C$49.1 million) for reasons described below in Loss from Operations and a decrease in income tax recovery (C$38.9 million).

 

The Company’s net loss for the six month period ended June 30, 2026 was C$255.4 million compared to net loss of C$135.1 million for the six month period ended June 30, 2025, resulting in a C$120.3 million increase in net loss. The increase is primarily due to a decrease in income tax recovery (C$65.3 million), an increase in loss from operations (C$62.7 million) for reasons described below in Loss from Operations, a change in fair value of Initial Public Offering (“IPO”) and LETL Warrant (as defined herein) liabilities (C$42.3 million), a change in fair value of share-based compensation liability (C$10.3 million), and a decrease in finance income (C$4.2 million). This was offset, in part, by an increase in foreign exchange gain (C$65.5 million).

 

Loss from Operations

 

The Company’s loss from operations for the three month period ended June 30, 2026 was C$134.2 million compared to C$85.1 million for the three month period ended June 30, 2025, resulting in a C$49.1 million increase in loss from operations. The increase is primarily driven by lower steel shipments, resulting from weakening market conditions, particularly due to the S232 Tariffs which impacted the Company’s export sales. This was offset, in part, by increased plate shipment volume both in aggregate and as a percentage of sales, a decrease in labour and other fixed costs, and a decrease in administrative and selling expenses (C$2.1 million), as described below.

 

The Company’s loss from operations for the six month period ended June 30, 2026 was C$287.7 million compared to C$225.0 million for the six month period ended June 30, 2025, resulting in a C$62.7 million increase in loss from operations. The increase is primarily driven by lower steel shipments, resulting from weakening market conditions, particularly due to the S232 Tariffs which impacted the Company’s export sales. This was offset, in part, by increased plate shipment volume both in aggregate and as a percentage of sales, a decrease in labour and other fixed costs, and a decrease in administrative and selling expenses (C$6.1 million), as described below.

 

9

 

 

Non-GAAP Financial Measures

 

In this MD&A, we use certain non-GAAP measures to evaluate the performance of the Company. These terms do not have any standardized meaning prescribed under IFRS Accounting Standards and, therefore, may not be comparable to similar measures presented by other companies. Rather, these measures are provided as additional information to complement those IFRS Accounting Standards measures by providing a further understanding of our financial performance from management’s perspective. Accordingly, they should not be considered in isolation nor as a substitute for analysis of our financial information reported in accordance with IFRS Accounting Standards. As described below, the terms “EBITDA,” “Adjusted EBITDA,” “Adjusted EBITDA margin,” “Adjusted EBITDA per ton,” “Average Net Sales Realization” (“NSR”), “Cost of Steel Products Sold” and “Cost Per Ton of Steel Products Sold” are financial measures utilized by the Company in evaluating its financial results that are not defined by IFRS Accounting Standards. EBITDA refers to net income or loss before depreciation of property, plant, equipment and amortization of intangible assets, finance costs, interest on pension and other post-employment benefit obligations and income taxes. Adjusted EBITDA refers to EBITDA before foreign exchange loss (gain), finance income, carbon tax, changes in fair value of IPO and LETL Warrants, earnout rights, share-based compensation liabilities, share-based compensation related to the Company’s Omnibus Long Term Incentive Plan, derivatives, certain inventory adjustments, impairment loss, legal settlements and legacy contracts, severance costs, stranded inventory and capacity utilization, as described below. Legal settlements and legacy contracts includes costs associated with the resolution of claims, settlements, legacy contractual matters and related legal costs. Adjusted EBITDA margin is calculated by dividing Adjusted EBITDA by revenue for the corresponding period. Adjusted EBITDA per ton is calculated by dividing Adjusted EBITDA by tons of steel products sold for the corresponding period. EBITDA and Adjusted EBITDA are not intended to represent cash flow from operations, as defined by IFRS Accounting Standards, and should not be considered as alternatives to income from operations or any other measure of performance prescribed by IFRS Accounting Standards. EBITDA and Adjusted EBITDA, as defined and used by the Company, may not be comparable to EBITDA and Adjusted EBITDA as defined and used by other companies.

 

We consider EBITDA and Adjusted EBITDA to be meaningful measures to assess our operating performance in addition to IFRS Accounting Standards measures. These measures are included because we believe they can be useful in measuring our operating performance and our ability to expand our business and provide management and investors with additional information for comparison of our operating results across different time periods. EBITDA and Adjusted EBITDA are also used by analysts and our lenders as measures of our financial performance. In addition, we consider Adjusted EBITDA margin and Adjusted EBITDA per ton, to be useful measures of our operating performance and profitability across different time periods that enhance the comparability of our results. For a reconciliation of each of EBITDA and Adjusted EBITDA to its most comparable IFRS Accounting Standards financial measure, see “Adjusted EBITDA” presented in this MD&A. Average Net Sales Realization refers to steel revenue less freight revenue per steel tons shipped. Average Net Sales Realization is included because it allows management and investors to evaluate our selling prices per ton of steel products sold, excluding the geographic impact of freight charges, in order to enhance comparability when comparing our sales performance to that of our competitors. Cost Per Ton of Steel Products Sold refers to cost of steel revenue less freight, depreciation, capacity utilization, as described below, legal settlements and legacy contracts and carbon tax (included in cost of steel revenue) per steel tons shipped. Cost Per Ton of Steel Products Sold allows management and investors to evaluate our cost of steel products sold on a per ton basis, excluding certain of the items that we exclude when calculating Adjusted EBITDA, to evaluate our operating performance and to enhance the comparability of our costs over different time periods. We consider each of Average Net Sales Realization and Cost Per Ton of Steel Products Sold to be meaningful measures to assess our operating performance in addition to IFRS Accounting Standards measures.

 

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EBITDA, Adjusted EBITDA, Average Net Sales Realization, Cost Per Ton of Steel Products Sold, Adjusted EBITDA margin and Adjusted EBITDA per ton have limitations as analytical tools and should not be considered in isolation from, or as alternatives to, net income, cash flow from operations or other data prepared in accordance with IFRS Accounting Standards. Some of these limitations are:

 

·they do not reflect cash outlays for capital expenditures or contractual commitments;
·they do not reflect changes in, or cash requirements for, working capital;
·they do not reflect the finance costs, or the cash requirements necessary to service interest or principal payments on indebtedness;
·they do not reflect interest on pension and other post-employment benefit obligations;
·they do not reflect income tax expense or the cash necessary to pay income taxes; and
·although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and EBITDA and Adjusted EBITDA do not reflect cash requirements for such replacements.

 

In addition, in the case of Adjusted EBITDA, Adjusted EBITDA margin and Adjusted EBITDA per ton:

 

·they do not reflect certain non-cash items, including share-based compensation charges, impairment loss, and the accounting for IPO and LETL Warrants, earnout and share-based payment liabilities;
·they do not reflect the impact of changes resulting from foreign exchange;
·they do not reflect the impact of carbon tax;
·they do not reflect the impact of certain inventory adjustments;
·they exclude certain non-recurring items, such as transaction costs, severance costs and capacity utilization which were as a result of the accelerated transition to EAF steelmaking;
·they do not reflect the impact of past service costs related to pension benefits and post-employment benefits; and
·they do not reflect the impact of other earnings or charges resulting from matters we believe not to be indicative of our ongoing operations, including legal settlements.

 

Because of these limitations EBITDA, Adjusted EBITDA and the related ratios such as Adjusted EBITDA margin and Adjusted EBITDA per ton should not be considered as measures of discretionary cash available to invest in business growth or to reduce indebtedness. In addition, other companies, including other companies in our industry, may calculate these measures differently than we do, limiting their usefulness as comparative measures. We compensate for these limitations by relying primarily on our IFRS Accounting Standards results using such measures only as a supplement.

 

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Steel Revenue and Cost of Sales

 

          Three months ended
June 30,
          Six months ended
June 30,
 
          2026   2025          2026   2025 
tons                              
Steel Shipments   â  61.6%   181,473    472,056    â  57.0%   405,154    941,787 
                                     
millions of dollars                                    
Revenue   â  54.6%  C$267.5   C$589.7    â  49.0%  C$564.4   C$1,106.8 
Less:                                    
Freight included in revenue           (20.0)   (44.7)           (46.6)   (95.8)
Non-steel revenue           (0.5)   (10.6)           (3.9)   (13.4)
Steel revenue   â  53.8%  $247.0   $534.4    â  48.5%  C$513.9   C$997.6 
                                     
Cost of steel revenue (i)   â  40.1%  C$352.3   C$588.5    â  35.7%  C$745.8   C$1,160.7 
Depreciation included in cost of steel revenue           (22.8)   (38.0)           (56.1)   (72.8)
Carbon tax included in cost of steel revenue           (7.5)   (10.4)           (13.5)   (13.9)
Capacity utilization           (54.7)   -            (144.9)   - 
Legal settlements and legacy contracts           (11.2)   -            (11.2)   - 
Cost of steel products sold (ii)   â  52.6%  C$256.1   C$540.1    â  51.6%  C$520.1   C$1,074.0 
                                     
dollars per ton                                    
Revenue per ton of steel sold   á  18.0%  C$1,474   C$1,249    á  18.6%  C$1,393   C$1,175 
                                     
Cost of steel revenue per ton of steel sold   á  55.7%  C$1,941   C$1,247    á  49.4%  C$1,841   C$1,232 
                                     
Average net sales realization on steel sales (ii), (iii)   á  20.2%  C$1,361   C$1,132    á  19.7%  C$1,268   C$1,059 
                                     
Cost per ton of steel products sold (ii)   á  23.3%  C$1,411   C$1,144    á  12.6%  C$1,284   C$1,140 

 

(i) Cost of steel revenue includes the cost of steel tariffs. See "Tariffs" for further discussion.

(ii) See "Non-GAAP Measures" for information regarding the limitations of using average net sales realization on steel sales, cost of steel products sold and cost per ton of steel products sold.

(iii) Represents steel revenue, being revenue less (a) freight included in revenue and (b) non-steel revenue divided by the number of tons of steel shipments during the applicable period.

 

Revenue and steel revenue decreased by 54.6% and 53.8%, respectively, due to lower steel shipments during the three month period ended June 30, 2026 as compared to the three month period ended June 30, 2025. The Company’s revenue per ton of steel sold and average NSR on steel sales per ton shipped was C$1,474 and C$1,361, respectively, for the three month period ended June 30, 2026 (June 30, 2025 – C$1,249 and C$1,132, respectively), an increase of 18.0% and 20.2%, respectively, primarily due to increased plate shipment volume both in aggregate and as a percentage of sales. Steel shipment volumes decreased by 61.6% during the three month period ended June 30, 2026 as compared to the three month period ended June 30, 2025 due to weakening market conditions, particularly due to the S232 Tariffs which impacted the Company’s export sales and resulted in over-supply of the Canadian market at reduced transactional pricing.

 

Revenue and steel revenue decreased by 49.0% and 48.5%, respectively, due to lower steel shipments during the six month period ended June 30, 2026 as compared to the six month period ended June 30, 2025. The Company’s revenue per ton of steel sold and average NSR on steel sales per ton shipped was C$1,393 and C$1,268, respectively, for the six month period ended June 30, 2026 (June 30, 2025 – C$1,175 and C$1,059, respectively), an increase of 18.6% and 19.7%, respectively, primarily due to increased plate shipment volume both in aggregate and as a percentage of sales. Steel shipment volumes decreased by 57.0% during the six month period ended June 30, 2026 as compared to the six month period ended June 30, 2025 due to weakening market conditions, particularly due to the S232 Tariffs which impacted the Company’s export sales and resulted in over-supply of the Canadian market at reduced transactional pricing.

 

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For the three month period ended June 30, 2026, the Company’s cost of steel revenue decreased by 40.1% to C$352.3 million (June 30, 2025 – C$588.5 million), and the cost of steel products sold decreased by 52.6% to C$256.1 million (June 30, 2025 – C$540.1 million). The decrease in cost of steel revenue is primarily due to lower steel shipments, particularly due to the S232 Tariffs, and a decrease in labour and other fixed costs. This was offset, in part, by legal settlements and legacy contracts (C$11.2 million), resulting from the accelerated transition to EAF steelmaking. The decrease in cost of steel products sold, which excludes depreciation, capacity utilization, as described below, legal settlements and legacy contracts and carbon tax, was driven mainly by lower steel shipments, and a decrease in labour and other fixed costs. Cost per ton of steel products sold was C$1,411 for the three month period ended June 30, 2026 (June 30, 2025 – C$1,144), which was primarily due to worse fixed cost absorption due to lower steel production volumes.

 

For the six month period ended June 30, 2026, the Company’s cost of steel revenue decreased by 35.7% to C$745.8 million (June 30, 2025 – C$1,160.7 million), and the cost of steel products sold decreased by 51.6% to C$520.1 million (June 30, 2025 – C$1,074.0 million). The decrease in cost of steel revenue is primarily due to lower steel shipments, particularly due to the S232 Tariffs, and a decrease in labour and other fixed costs. This was offset, in part, by legal settlements and legacy contracts (C$11.2 million), resulting from the accelerated transition to EAF steelmaking. The decrease in cost of steel products sold, which excludes depreciation, capacity utilization, as described below, legal settlements and legacy contracts and carbon tax, was driven mainly by lower steel shipments, and a decrease in labour and other fixed costs. Cost per ton of steel products sold was C$1,284 for the six month period ended June 30, 2026 (June 30, 2025 – C$1,140), which was primarily due to worse fixed cost absorption due to lower steel production volumes.

 

Capacity utilization represents the excess fixed costs carried by the Company during the three and six month periods ended June 30, 2026 beyond what was required to operate the EAF and the downstream operations supplied by the EAF at the volumes produced. These costs are primarily labour, equipment leases and rentals, fixed utilities, and maintenance costs associated with legacy assets and the Company’s previous operating configuration. These costs are expected to decline over the course of the next three months and be fully eliminated by the fourth quarter of 2026.

 

As discussed above in The Company’s Response to Tariffs, the Company was subject to 25% tariffs on outbound steel shipments to the United States, effective March 4, 2025, paused on March 6, 2025, and then reinstated March 12, 2025. Starting June 4, 2025, the tariffs on outbound steel shipments to the United States were increased to 50%. For the three and six month periods ended June 30, 2026, direct tariff costs of C$18.7 million and C$46.1 million, respectively, were included in Cost of Sales (June 30, 2025 – C$64.1 million and C$74.6 million, respectively).

 

The Company’s costs associated with tariffs on inbound purchases from the United States were negligible for the three and six month periods ended June 30, 2026 and June 30, 2025.

 

Non-steel Revenue

 

The Company’s non-steel revenue for the three month period ended June 30, 2026 was C$0.5 million (June 30, 2025 – C$10.6 million). The decrease of C$10.1 million was primarily due to decreased revenue on braize, tar, slag and light oil due to the transition to EAF steelmaking.

 

The Company’s non-steel revenue for the six month period ended June 30, 2026 was C$3.9 million (June 30, 2025 – C$13.4 million). The decrease of C$9.5 million was primarily due to decreased revenue on braize, tar, and light oil due to the transition to EAF steelmaking. This was offset, in part, by increased revenue on ore fines.

 

13

 

 

Administrative and Selling Expenses

 

   Three months ended
June 30,
   Six months ended
June 30,
 
millions of dollars  2026   2025   2026   2025 
Personnel expenses  C$6.6   C$10.8   C$15.2   C$19.7 
Share-based compensation expense   4.3    3.6    7.1    7.3 
Professional, consulting, legal and other fees   4.1    3.8    7.2    7.2 
Insurance   8.3    8.9    17.0    17.7 
Software licenses   2.2    1.6    3.9    3.5 
Allowance for doubtful accounts   0.4    (0.5)   (0.5)   0.2 
Amortization of intangible assets and non-production assets   0.2    0.2    0.3    0.4 
Other administrative and selling   2.8    2.6    5.6    5.9 
   C$28.9   C$31.0   C$55.8   C$61.9 

 

As illustrated in the table above, the Company’s administrative and selling expenses for the three month period ended June 30, 2026 were C$28.9 million (June 30, 2025 – C$31.0 million). The decrease in administrative and selling expenses of C$2.1 million is primarily due to a decrease in personnel expenses (C$4.2 million) and insurance (C$0.6 million). This was offset, in part, by an increase in allowance for doubtful accounts (C$0.9 million), share-based compensation expense (C$0.7 million), software licenses (C$0.6 million), professional, consulting, legal and other fees (C$0.3 million), and other administrative and selling (C$0.2 million).

 

The Company’s administrative and selling expenses for the six month period ended June 30, 2026 were C$55.8 million (June 30, 2025 – C$61.9 million). The decrease in administrative and selling expenses of C$6.1 million is primarily due to a decrease in personnel expenses (C$4.5 million), insurance (C$0.7 million), allowance for doubtful accounts (C$0.7 million), other administrative and selling (C$0.3 million), and share-based compensation expense (C$0.2 million). This was offset, in part, by an increase in software licenses (C$0.4 million).

 

Finance Costs, Finance Income, Interest on Pension and Other Post-employment Benefit Obligations, Foreign Exchange Gains and Losses and Other Income

 

The Company’s finance costs represent interest cost on the Company’s Revolving Credit Facility, Senior Secured Second Lien Notes (the “2029 Notes”), LETL Facilities, and interest cost on the financing arrangement described in the section entitled “Capital Resources - Financial Position and Liquidity” included elsewhere in this MD&A. Finance costs also include the amortization of transaction costs related to the Company’s debt facilities and the accretion of the benefits in respect of the Company’s governmental loan facilities in respect of the interest free loan issued by, and the grant given by the Canadian federal government as well as the low interest rate loan issued from the Ontario provincial government, all of which are discussed below (Financial Resources and Liquidity - Cash Flow Used in Investing Activities) and the unwinding of discounts and changes in the discount rate on the Company’s environmental liabilities.

 

14

 

 

   Three months ended
June 30,
   Six months ended
June 30,
 
millions of dollars  2026   2025   2026   2025 
Interest on the following facilities                        
Interest on Senior Secured Lien Notes  C$ 10.6   C$ 10.7   C$ 21.1   C$ 21.7 
Interest on financing arrangement    0.5     0.2     1.0     0.4 
Revaluation of discount rate for environmental liabilities    (1.1)    1.1     (1.1)    1.1 
Revolving Credit Facility fees    1.0     0.7     1.6     1.5 
Interest on the Revolving Credit Facility    0.7     0.1     2.7     0.1 
Interest on Large Enterprise Tariff Loan (LETL) Facilities    2.8     -     4.2     - 
Provincial MENDM governmental loan amendment fair value benefit    -     -     (7.0)    - 
Unwinding of issuance costs of debt facilities and discounts on environmental liabilities, and accretion of governmental loan benefits    7.2     4.5     12.6     9.1 
Other interest (recovery) expense    (0.3)    1.2     (2.2)    2.4 
   C$ 21.4   C$ 18.5   C$ 32.9   C$ 36.3 

 

As illustrated in the table above, the Company’s finance costs for the three month period ended June 30, 2026 were C$21.4 million (June 30, 2025 – C$18.5 million). The increase of C$2.9 million in finance costs is driven by interest on the LETL Facilities (C$2.8 million), accretion of governmental loan benefits (C$2.7 million), interest on the revolving credit facility (C$0.6 million), revolving credit facility fees (C$0.3 million), and interest on financing arrangement (C$0.3 million). This was offset, in part, by revaluation of discount rate for environmental liabilities (C$2.2 million) and other interest expense (C$1.5 million), which is primarily due to the interest benefit on the LETL Facilities.

 

The Company’s finance costs for the six month period ended June 30, 2026 were C$32.9 million (June 30, 2025 – C$36.3 million). The decrease of C$3.4 million in finance costs is driven by governmental loan amendment fair value benefit (C$7.0 million), other interest expense (C$4.6 million), which is primarily due to the amendment of the governmental loan with the Ministry of Energy, Northern Development and Mines of the Province of Ontario and the interest benefit on the LETL Facilities, revaluation of discount rate for environmental liabilities (C$2.2 million), and interest on Senior Secured Second Lien Notes (C$0.6 million). This was offset, in part, by an increase in interest on the LETL Facilities (C$4.2 million), accretion of governmental loan benefits (C$3.5 million), interest on the Revolving Credit Facility (C$2.6 million), and interest on financing arrangement (C$0.6 million).

 

The Company’s finance income for the three month period ended June 30, 2026 was C$0.5 million (June 30, 2025 – C$2.5 million). The decrease of C$2.0 million in finance income is primarily due to a decrease in interest income as a result of a lower cash balance.

 

The Company’s finance income for the six month period ended June 30, 2026 was C$1.1 million (June 30, 2025 – C$5.3 million). The decrease of C$4.2 million in finance income is primarily due to a decrease in interest income as a result of a lower cash balance.

 

The Company’s interest on pension and other post-employment benefit obligations for the three and six month periods ended June 30, 2026 was C$3.5 million and C$7.1 million, respectively (June 30, 2025 – C$3.9 million and C$7.9 million, respectively). The decrease is primarily due to a smaller net liability at December 31, 2025 being only partially offset by an increase in discount rates as at December 31, 2025 that were used to determine the expense for the period of January 1, 2026 to December 31, 2026.

 

The Company’s foreign exchange gain for the three month period ended June 30, 2026 was C$18.8 million (June 30, 2025 – loss of C$31.5 million). The foreign exchange gain for the six month period ended June 30, 2026 was C$33.1 million (June 30, 2025 – loss of C$32.4 million). These foreign exchange movements reflect the effect of U.S. dollar exchange rate fluctuations on the Company’s Canadian dollar denominated monetary assets and liabilities.

 

15

 

 

The Company’s other income for the three and six month periods ended June 30, 2026 was C$47.8 million and C$47.9 million, respectively (June 30, 2025 – nil and C$50.0 million, respectively) and represents primarily insurance proceeds.

 

Pension and Post-Employment Benefits

 

   Three months ended
June 30,
  Six months ended
June 30,
 
millions of dollars  2026   2025  2026   2025 
Recognized in loss before income taxes:                       
Pension benefits expense  C$ 4.0   C$ 5.7  C$ 8.1   C$ 11.4 
Post-employment benefits expense    2.5     3.0    5.1     6.0 
   C$ 6.5   C$ 8.7  C$ 13.2   C$ 17.4 
Recognized in other comprehensive loss (pre-tax):                       
Pension benefits (gain) loss  C$ (40.8)  C$ 5.6  C$ (43.7)  C$ 1.5 
Post-employment benefits loss (gain)    4.4     (3.9)   2.0     (3.7)
   C$ (36.4)  C$ 1.7  C$ (41.7)  C$ (2.2)
   C$ (29.9)  C$ 10.4  C$ (28.5)  C$ 15.2 

 

As illustrated in the table above, the Company’s pension expense for the three month periods ended June 30, 2026 and June 30, 2025 was C$4.0 million and C$5.7 million, respectively, representing a decrease of C$1.7 million. The Company’s post-employment benefit expense for the three month periods ended June 30, 2026 and June 30, 2025 was C$2.5 million and C$3.0 million, respectively, representing a decrease of C$0.5 million. The decrease in pension expense and decrease in post-employment expense is due to an increase in discount rates used to determine the expense beginning January 1, 2026, coupled with the reduction in pension current service cost as a result of the Layoffs. The expense decrease is also a result of reflecting experience gains from the statutory pension actuarial funding valuation and the non-pension actuarial valuation.

 

The Company’s pension expense for the six month periods ended June 30, 2026 and June 30, 2025 was C$8.1 million and C$11.4 million, respectively, representing a decrease of C$3.3 million. The Company’s post-employment benefit expense for the six month periods ended June 30, 2026 and June 30, 2025 was C$5.1 million and C$6.0 million, respectively, representing a decrease of C$0.9 million. The decrease in pension expense and decrease in post-employment expense is due to an increase in discount rates used to determine the expense beginning January 1, 2026, coupled with the reduction in pension current service cost as a result of the Layoffs. The expense decrease is also a result of reflecting experience gains from the statutory pension actuarial funding valuation and the non-pension actuarial valuation.

 

As disclosed in Note 4 to the December 31, 2025 consolidated financial statements, all actuarial gains and losses that arise in calculating the present value of the defined benefit pension obligation net of assets and the defined benefit obligation in respect of other post-employment benefits, including the re-measurement components, are recognized immediately in other comprehensive income (loss).

 

For the three month period ended June 30, 2026, the Company recorded an actuarially determined gain to the accrued defined pension liability and accrued other post-employment benefit obligation in other comprehensive loss of C$36.4 million (June 30, 2025 – loss of C$1.7 million), a difference of C$38.1 million. The gain for the three month period ended June 30, 2026 was due to positive asset returns, offset, in part, by a decrease in discount rates. The loss for the three month period ended June 30, 2025 was primarily due to negative asset returns, offset, in part, by an increase in discount rates.

 

For the six month period ended June 30, 2026, the Company recorded an actuarially determined gain to the accrued defined pension liability and accrued other post-employment benefit obligation in other comprehensive loss of C$41.7 million (June 30, 2025 – C$2.2 million), a difference of C$39.5 million. The gain for the six month period ended June 30, 2026 was due to positive asset returns, offset, in part, by a decrease in discount rates. The gain for the six month period ended June 30, 2025 was primarily due to an increase in discount rates.

 

16

 

 

Carbon Taxes

 

On June 28, 2019, the Company became subject to the Federal Greenhouse Gas Pollution Pricing Act (the “Carbon Tax Act”). The Carbon Tax Act was enacted with retroactive effect to January 1, 2019. The Company has chosen to remove the costs associated with the Carbon Tax Act from Adjusted EBITDA to facilitate comparison with the results of its competitors in jurisdictions not subject to the Carbon Tax Act. Since the introduction of the Carbon Tax Act, Ontario’s Emissions Performance Standards (EPS) program was developed to regulate GHG emissions from large industrial facilities by setting emissions limits that are the basis for the compliance obligations of those facilities. The program was developed as an alternative to the federal output-based pricing system (OBPS). The EPS program came into full effect on January 1, 2022 and Algoma is now subject to compliance under the EPS.

 

For the three month period ended June 30, 2026, total Carbon Tax recognized in cost of sales was C$7.5 million (June 30, 2025 – C$10.4 million). The change is primarily due to a decrease in carbon dioxide equivalent emissions. This was offset, in part, by an increase in carbon tax per ton.

 

For the six month period ended June 30, 2026, total Carbon Tax recognized in cost of sales was C$13.5 million (June 30, 2025 – C$13.9 million). The change is primarily due to a decrease in carbon dioxide equivalent emissions. This was offset, in part, by a true-up of the estimated cost pertaining to the twelve month period ended December 31, 2025 and an increase in carbon tax per ton.

 

Income Taxes

 

For the three month period ended June 30, 2026, the Company’s deferred income tax recovery and current income tax expense were nil and C$2.0 million, compared to deferred income tax expense and current income tax recovery of C$0.5 million and C$37.4 million, respectively, for the three month period ended June 30, 2025. The decrease in deferred income tax expense is a result of the Company not recognizing a deferred tax asset on the basis that it is not probable that it will be recovered. The decrease in current income tax recovery is a result of the lack of available taxable income in the preceding three years to carry the current year loss back to recover taxes paid.

 

For the six month period ended June 30, 2026, the Company’s deferred income tax recovery and current income tax expense were nil and C$2.0 million, compared to deferred income tax recovery and current income tax recovery of C$1.5 million and C$61.8 million, respectively, for the six month period ended June 30, 2025. The decrease in deferred income tax expense is a result of the Company not recognizing a deferred tax asset on the basis that it is not probable that it will be recovered. The decrease in current income tax recovery is a result of the lack of available taxable income in the preceding three years to carry the current year loss back to recover taxes paid.

 

As at June 30, 2026, income taxes receivable of C$209.2 million (December 31, 2025 – C$201.8 million) are presented in the condensed interim consolidated statements of financial position. This balance represents taxes to be recovered as a result of carrying the loss back from calendar year 2025 to reduce taxable income in calendar year 2022 to recover taxes paid.

 

Share Capital

 

The authorized share capital of the Company consists of an unlimited number of common shares without par value and an unlimited number of preferred shares without par value issuable in series.

 

As at June 30, 2026, there were 105,661,468 common shares issued and outstanding, and no preferred shares issued and outstanding.

 

IPO Warrants

 

As at June 30, 2026, 24,178,999 IPO Warrants remain outstanding with an estimated fair value of $0.03 per IPO Warrant based on the market price of the IPO Warrants, for which the Company recognized a liability of C$0.9 million ($0.6 million) (December 31, 2025 – C$2.5 million; $1.8 million) in IPO Warrant liability on the condensed interim consolidated statements of financial position. For the three and six month periods ended June 30, 2026, a gain of C$2.4 million and C$1.6 million, respectively, on change in the fair value of the IPO Warrant liability is presented in the condensed interim consolidated statements of net loss. For the three and six month periods ended June 30, 2025, a loss of C$4.6 million and a gain of C$34.5 million, respectively, on change in fair value of the IPO Warrant liability is presented in the condensed interim consolidated statements of net loss. The IPO Warrants will expire on October 19, 2026.

 

17

 

 

The IPO Warrants, with a strike price of $11.50, are currently out of the money. Should Algoma’s share price increase, these IPO Warrants contain a call feature enabling the Company to redeem them on a cashless basis before expiration, thus limiting potential dilution. Requirements include that the closing price of the Company’s common shares reaches or exceeds $18.00 for at least 20 out of any 30 consecutive trading days, the Company may exercise the option to redeem the IPO Warrants at a nominal price of $0.01 per IPO Warrant. For more information please see Algoma’s IPO Warrant agreement which is available on SEDAR+ and on EDGAR.

 

LETL Warrants

 

In connection with the LETL Facilities, the Company issued warrants to purchase Common Shares to CEEFC and the Province of Ontario (collectively, the “LETL Warrants”).

 

The Company issued 5,415,162 warrants to CEEFC and 1,353,791 warrants to the Province of Ontario. Each LETL Warrant entitles the holder to purchase one Common Share at an exercise price of C$11.08 per share, subject to adjustments as discussed below. The LETL Warrants are governed by warrant agreements dated November 14, 2025 between the Company and CEEFC and between the Company and the Province of Ontario (collectively, the “Government Warrant Agreements”).

 

The LETL Warrants may be exercised at any time following vesting and prior to November 14, 2035, after which time any unexercised vested warrants will expire and be of no further force or effect. The number of LETL Warrants that are vested at any time is determined based on the aggregate principal amount of advances made under the applicable unsecured loan agreement relative to the total unsecured commitment under the LETL Facilities. Any LETL Warrants that have not vested as of the day following the end of the applicable availability period under the relevant LETL Facilities will expire and terminate. During the first year following the closing of the LETL Facilities, holders may only exercise up to one-half of their vested LETL Warrants at any time.

 

Provided that the Company repays in full all obligations under the LETL Facilities on or prior to November 14, 2032, the Company will have a one-time right, exercisable within 15 days of such repayment, to repurchase all LETL Warrants then held by the applicable holder.

 

The exercise price and the number of Common Shares issuable upon exercise of the LETL Warrants are subject to adjustment in certain circumstances, including in the event of stock dividends, extraordinary dividends, share subdivisions or consolidations, rights offerings, special distributions, or certain recapitalizations, reorganizations, mergers or consolidations involving the Company.

 

The LETL Warrants are not transferable prior to the expiry of the Company’s repurchase right, except to affiliates of the applicable holder. Following the expiry of such repurchase right, the holders may transfer the LETL Warrants to any person other than a competitor of the Company, subject to compliance with applicable securities laws.

 

18

 

 

 

Earnout

 

As at June 30, 2026, 598,139 earnout rights remain outstanding with an estimated fair value of $4.05 per unit based on the market price of the Company’s common shares, for which an earnout liability of C$3.4 million ($2.4 million) (December 31, 2025 – C$3.7 million; $2.7 million) was recognized in the condensed interim consolidated statements of financial position. During the six month period ended June 30, 2026, 57,314 earnout rights were settled for common shares. During the year ended December 31, 2025, earnout rights were settled for 75,000 common shares. Change in the fair value of the earnout liability for the three and six month periods ended June 30, 2026 of nil is presented in the condensed interim consolidated statements of net loss. Loss on change in the fair value of the earnout liability for the three month period ended June 30, 2025 of C$1.3 million and gain of C$3.1 million for the six month period ended June 30, 2025, is presented in the condensed interim consolidated statements of net loss Continuity of earnout rights are as follows:

 

   Six months
ended
June 30, 2026
   Year ended
December
31, 2025
 
(in units)          
Opening balance   655,453    719,547 
Dividend equivalents and other adjustments   -    10,906 
Vested and settled   (57,314)   (75,000)
Ending balance   598,139    655,453 

 

Replacement Long Term Incentive Plan (“LTIP”)

 

As at June 30, 2026, 2,335,924 Replacement LTIP Awards remain outstanding with an estimated fair value of $4.05 per unit based on the market price of the Company’s common shares, for which the Company recognized a liability of C$13.4 million ($9.5 million) (December 31, 2025 – C$14.1 million; $10.3 million) in share-based payment compensation liability in the condensed interim consolidated statements of financial position. During the six month period ended June 30, 2026, 179,342 units were settled for common shares. Gain on change in the fair value of the share-based payment compensation liability for the three and six month periods ended June 30, 2026 of C$0.1 million and nil is presented in the condensed interim consolidated statements of net loss. Loss on change in the fair value of the share-based payment compensation liability for the three month period ended June 30, 2025 of C$5.1 million and gain of C$10.3 million for the six month period ended June 30, 2025, is presented in the condensed interim consolidated statements of net loss.

 

Continuity of Replacement LTIP units are as follows:

 

   Six months
ended
June 30, 2026
   Year ended
December
31, 2025
 
(in units)        
Opening balance   2,515,266    2,474,422 
Dividend equivalents and other adjustments   (179,342)   40,844 
Ending balance   2,335,924    2,515,266 

 

Omnibus Long Term Incentive Plan (“LTIP”)

 

Deferred share units (“DSUs”)

 

   Six months
ended
June 30, 2026
   Year ended
December
31, 2025
 
(in units)        
Opening balance   705,674    480,481 
Granted   140,851    218,069 
Dividend equivalents and other adjustments   6,376    7,124 
Vested and settled   (100,835)   - 
Ending balance   752,066    705,674 

 

 19 

 

 

For the three and six month periods ended June 30, 2026, the Company recorded a share-based payment compensation expense of C$0.7 million and C$1.4 million, respectively, in administrative and selling expense on the condensed interim consolidated statements of net loss and contributed surplus (deficit) on the condensed interim consolidated statements of financial position. During the six month period ended June 30, 2026, 100,835 DSUs were settled for common shares. For the three and six month periods ended June 30, 2025, the Company recorded a share-based payment compensation expense of C$0.4 million and C$0.7 million, respectively, in administrative and selling expense on the condensed interim consolidated statements of net loss and contributed surplus (deficit) on the condensed interim consolidated statements of financial position.

 

Restricted share units (“RSU”) FY2024, FY2025, CY2025 and CY2026 Plans

 

   Six months
ended
June 30, 2026
   Year ended
December
31, 2025
 
(in units)        
Opening balance   1,195,401    1,037,229 
Granted   821,483    565,016 
Dividend equivalents and other adjustments, net of cancellations   (33,788)   (406,844)
Vested and settled   (349,076)   - 
Ending balance   1,634,020    1,195,401 

 

Performance share units (“PSU”) FY2024, FY2025, CY2025 and CY2026 Plans

 

   Six months
ended
June 30, 2026
   Year ended
December
31, 2025
 
(in units)        
Opening balance   1,170,381    1,049,039 
Granted   521,225    1,042,775 
Dividend equivalents and other adjustments, net of cancellations   -    (921,434)
Vested and settled   (41,099)   - 
Ending balance   1,650,507    1,170,381 

 

For the three and six month periods ended June 30, 2026, the Company recorded share-based payment compensation expense of C$3.6 million and C$5.6 million, respectively, in administrative and selling expenses on the condensed interim consolidated statements of net loss and contributed surplus (deficit) on the condensed interim consolidated statements of financial position. For the three and six month periods ended June 30, 2025, the Company recorded share-based payment compensation expense of C$3.1 million and C$6.4 million, respectively, in administrative and selling expenses on the condensed interim consolidated statements of net loss and contributed surplus (deficit) on the condensed interim consolidated statements of financial position.

 

 20 

 

 

EBITDA and Adjusted EBITDA

 

The following table shows the reconciliation of EBITDA and Adjusted EBITDA to net loss for the periods indicated:

 

   Three months ended
June 30,
   Six months ended
June 30,
 
millions of dollars  2026   2025   2026   2025 
Net loss  C$(96.0)  C$(110.6)  C$(255.4)  C$(135.1)
Depreciation of property, plant and equipment and amortization of intangible assets   23.0    38.2    56.4    73.2 
Inventory adjustments (depreciation on property, plant & equipment in inventory)   (0.5)   0.5    (8.2)   1.5 
Finance costs   21.4    18.5    32.9    36.3 
Finance income   (0.5)   (2.5)   (1.1)   (5.3)
Interest on pension and other post-employment benefit obligations   3.5    3.9    7.1    7.9 
Income tax expense (recovery)   2.0    (36.9)   2.0    (63.3)
EBITDA  C$(47.1)  C$(88.9)  C$(166.3)  C$(84.8)
Foreign exchange (gain) loss   (18.8)   31.5    (33.1)   32.4 
Carbon tax   7.5    10.4    13.5    13.9 
Change in fair value of financial instruments (i)   2.0    11.0    7.8    (47.9)
Share-based compensation   4.3    3.6    7.0    7.4 
Legal settlements and legacy contracts   11.2    -    11.2    - 
Capacity utilization   54.7    -    144.9    - 
                     
Adjusted EBITDA (ii)  C$13.8   C$(32.4)  C$(15.0)  C$(79.0)
                     
Net Loss Margin   (35.9)%   (18.8)%   (45.3)%   (12.2)%
                     
Net Loss / ton  C$(529.0)  C$(234.3)  C$(630.4)  C$(143.5)
                     
Adjusted EBITDA Margin (iii)   5.2%   (5.5)%   (2.7)%   (7.1)%
                     
Adjusted EBITDA / ton  C$76.0   C$(68.6)  C$(37.0)  C$(83.9)

 

 

(i) Financial instruments at fair value are comprised of IPO and LETL Warrant liabilities, earnout liability, share-based payment compensation liability and derivatives.

(ii) See "Non-GAAP Measures" for information regarding the limitations of using EBITDA and Adjusted EBITDA.

(iii) Adjusted EBITDA Margin is Adjusted EBITDA as a percentage of revenue.

 

EBITDA for the three month period ended June 30, 2026 increased by C$41.8 million primarily due to insurance proceeds (C$45.0 million), increased plate shipment volume both in aggregate and as a percentage of sales, a decrease in labour and other fixed costs, foreign exchange gain (C$50.3 million), and change in fair value of financial instruments (C$9.0 million). This was offset, in part, by low production volumes and legal settlements and legacy contracts (C$11.2 million), resulting from the accelerated transition to EAF steelmaking.

 

EBITDA for the six month period ended June 30, 2026 decreased by C$81.5 million primarily due to low production volumes, legal settlements and legacy contracts (C$11.2 million), resulting from the accelerated transition to EAF steelmaking, and a change in fair value of financial instruments (C$55.7 million). This was offset, in part, by increased plate shipment volume both in aggregate and as a percentage of sales, a decrease in labour and other fixed costs, and foreign exchange gain (C$65.5 million).

 

Adjusted EBITDA for the three month period ended June 30, 2026 increased by C$46.2 million and Adjusted EBITDA per ton increased by C$144.6 per ton compared to the three month period ended June 30, 2025 primarily due to insurance proceeds (C$45.0 million), increased plate shipment volume both in aggregate and as a percentage of sales, and a decrease in labour and other fixed costs. This was offset, in part, by lower steel shipments.

 

Adjusted EBITDA for the six month period ended June 30, 2026 increased by C$64.0 million and Adjusted EBITDA per ton increased by C$46.9 per ton compared to the six month period ended June 30, 2025 primarily due to increased plate shipment volume both in aggregate and as a percentage of sales and a decrease in labour and other fixed costs. This was offset, in part, by lower steel shipments.

 

 21 

 

 

Financial Resources and Liquidity

 

Summary of Cash Flows

 

   Three months ended
June 30,
   Six months ended
June 30,
 
millions of dollars  2026   2025   2026   2025 
Cash, beginning of period  C$65.3   C$226.5   C$77.5   C$266.9 
Cash generated by (used in):                    
Operating activities   (79.4)   (37.9)   (91.6)   54.2 
Investing activities   (29.0)   (82.4)   (49.4)   (209.4)
Financing activities   104.7    (12.7)   124.0    (18.0)
Effect of exchange rate changes on cash   1.0    (11.0)   2.1    (11.2)
Increase (decrease) in cash  C$(2.7)  C$(144.0)  C$(14.9)  C$(184.4)
Cash, end of period  C$62.6   C$82.5   C$62.6   C$82.5 

 

Cash Flow Generated by Operating Activities

 

For the three month period ended June 30, 2026, cash used in operating activities was C$79.4 million (June 30, 2025 – C$37.9 million). The increase in cash used in operating activities for the three month period ended June 30, 2026 was due primarily to the net effect from changes in non-cash working capital and for the same reasons mentioned above in Loss from Operations.

 

For the six month period ended June 30, 2026, cash used in operating activities was C$91.6 million (June 30, 2025 – generation of C$54.2 million). The increase in cash used in operating activities for the six month period ended June 30, 2026 was due primarily to the net effect from changes in non-cash working capital and for the same reasons mentioned above in Loss from Operations.

 

Further impacting cash generated by operating activities is the net effect from changes in non-cash working capital as presented below:

 

   Three months ended
June 30,
   Six months ended
June 30,
 
millions of dollars  2026   2025   2026   2025 
Accounts receivable, net  C$(3.6)  C$(50.5)  C$27.1   C$(39.3)
Inventories   29.9    (74.1)   115.5    110.9 
Prepaid expenses, deposits and other current assets   0.5    (1.8)   0.7    11.1 
Accounts payable and accrued liabilities   2.4    64.1    (7.6)   34.3 
Taxes receivable   (0.6)   (21.9)   (3.1)   (37.0)
Taxes payable   5.5    14.1    11.3    15.3 
Total  C$26.2   C$(70.1)  C$133.2   C$95.3 

 

Cash Flow Used In Investing Activities

 

For the three month period ended June 30, 2026, cash used in investing activities was C$29.0 million (June 30, 2025 – C$82.4 million), due to acquiring property, plant and equipment for C$29.0 million (June 30, 2025 – C$97.4 million), offset, in part, by insurance proceeds received for property damage of nil (June 30, 2025 – C$15.0 million).

 

For the six month period ended June 30, 2026, cash used in investing activities was C$49.4 million (June 30, 2025 – C$209.4 million), due to acquiring property, plant and equipment for C$49.4 million (June 30, 2025 – C$224.4 million), offset, in part, by insurance proceeds received for property damage of nil (June 30, 2025 – C$15.0 million).

 

 22 

 

 

Cash Flow Used In Financing Activities

 

For the three month period ended June 30, 2026, generation of cash in financing activities was C$104.7 million (June 30, 2025 – cash used C$12.7 million). The increase in generation of cash in financing activities of C$117.4 million is primarily due to a receipt of government loans (C$111.3 million), a reduction in dividends paid (C$14.8 million), and a decrease of repayment of government loans (C$6.2 million). This was offset, in part, by a decrease in net bank indebtedness advanced (C$11.7 million) and an increase in interest paid (C$2.8 million).

 

For the six month period ended June 30, 2026, generation of cash in financing activities was C$124.0 million (June 30, 2025 – cash used C$18.0 million). The increase in generation of cash in financing activities of C$142.0 million is primarily due to a receipt of government loans (C$238.8 million), a reduction in dividends paid (C$14.8 million), and a decrease of repayment of government loans (C$12.4 million). This was offset, in part, by a decrease in net bank indebtedness repaid (C$115.4 million) and an increase in interest paid (C$5.4 million).

 

Capital Resources - Financial Position and Liquidity

 

The Company historically has made approximately C$120 million of capital expenditures annually in order to sustain existing production facilities which is anticipated to decrease as the Company fully transitions to EAF steel making. Furthermore, the Company has made significant capital investment relating to its modernization and expansion program including substantial investment in EAF steelmaking.

 

As at June 30, 2026, the Company had cash of C$62.6 million (December 31, 2025 – C$77.5 million), had unused availability under its Revolving Credit Facility of C$206.7 million ($145.5 million) after taking into account C$68.7 million ($48.4 million) of outstanding letters of credit, and had unused availability under the LETL Facilities of C$168.0 million (December 31, 2025 – C$417.0 million). At December 31, 2025, the Company had drawn C$170.2 million ($124.2 million) under its Revolving Credit Facility, and there was C$194.5 million ($141.9 million) of unused availability after taking into account C$66.1 million ($48.2 million) of outstanding letters of credit.

 

The Revolving Credit Facility is governed by a conventional borrowing base calculation comprised of eligible accounts receivable plus eligible inventory plus cash. At June 30, 2026, there was C$73.4 million ($51.6 million) drawn on this facility. The Company is required to maintain a calculated borrowing base. Any shortfall in the borrowing base will trigger a mandatory loan repayment in the amount of the shortfall, subject to certain cure rights including the deposit of cash into an account controlled by the agent. As at June 30, 2026 and June 30, 2025, the Company has complied with these requirements.

 

On November 30, 2018, the Company secured the following debt financing:

 

·$250.0 million in the form of a traditional asset-based revolving credit facility, with a maturity date of November 30, 2023 subsequently increased to $300.0 million in May 2023 and to $375.0 million in September 2025, with maturity date of May 2028 (the “Revolving Credit Facility”). The interest rate is based on Secured Overnight Financing Rate (“SOFR”) plus a credit spread adjustment of 10 basis points plus an applicable margin, which will vary depending on usage;
·a C$60.0 million interest free loan from the Federal Economic Development Agency of the Government of Canada, through the Advanced Manufacturing Fund (the “Federal AMF Loan”). On July 17, 2025, the Company amended the agreement and will repay the loan in monthly installments beginning on April 1, 2022 with the final installment payable on March 1, 2031; and
·a C$60.0 million low interest loan from the Ministry of Energy, Northern Development and Mines of the Province of Ontario (the “Provincial MENDM Loan”). On August 21, 2025 and November 14, 2025, the Company amended the agreement and will repay the loan on November 14, 2032. The Company may elect to capitalize interest (PIK) up to November 14, 2027.

 

On March 29, 2019, the Company secured an agreement with the Minister of Industry of the Government of Canada, whereby the Company will receive C$15.0 million in the form of a grant and C$15.0 million in the form of an interest free loan through the Federal SIF. On March 25, 2024, the Company amended the agreement and will repay the interest free loan portion of this funding in equal annual payments beginning on April 30, 2027 and ending on April 30, 2034.

 

 23 

 

 

On November 26, 2021, the Company, together with the Government of Canada, entered into an agreement in the form of a loan up to C$200.0 million from the SIF. Under the terms of the Federal SIF EAF Loan, the Company will be reimbursed for certain defined capital expenditures incurred to transition from blast furnace steel production to EAF steel production between March 3, 2021 and December 31, 2025. Annual repayments of the Federal SIF EAF Loan will be scalable based on the Company’s GHG emission performance.

 

On December 7, 2023, the Company completed a financing arrangement with the Bank of Montreal for total cash consideration of C$11.7 million. The financing arrangement bears interest at 7.5% with monthly payments of C$0.1 million. During the six month period ended June 30, 2026, the Company made principal payments totalling C$0.5 million (June 30, 2025 – C$0.5 million). At June 30, 2026, current portion totalling C$1.1 million is presented in current portion of other long-term liabilities on the condensed interim consolidated statements of financial position (December 31, 2025 – C$1.0 million).

 

On July 24, 2025, the Company completed a financing arrangement with the Bank of Montreal for total cash consideration of C$10.4 million. The financing arrangement bears interest at 7.7% with monthly payments of C$0.1 million, maturing July 2030. During the six month period ended June 30, 2026, the Company made principal payments totalling C$0.6 million (June 30, 2025 – nil). At June 30, 2026, current portion totalling C$1.2 million is presented in current portion of other long-term liabilities on the condensed interim consolidated statements of financial position (December 31, 2025 – nil).

 

On August 8, 2024, the Company entered into an Installment Payment Contract (the “IPC”) with the Bank of Montreal to provide financing to purchase equipment. On September 3, 2025, the Company finalized its IPC with the Bank of Montreal as all financing was provided to purchase the equipment. The total amount financed was C$5.1 million at 7.4% interest with monthly payments of C$0.1 million, maturing September 2030. During the six month period ended June 30, 2026, the Company made principal payments totalling C$0.3 million (June 30, 2025 – nil).

 

On April 5, 2024, the Company’s indirect wholly-owned subsidiary, ASI, issued an aggregate of $350.0 million of 9.125% 2029 Notes due April 15, 2029. The 2029 Notes are guaranteed on a senior secured basis by ASI’s immediate parent company and all of ASI’s subsidiaries. Interest payments are due April 15 and October 15, having commenced on October 15, 2024. The principal balance of the 2029 Notes is due for repayment on April 15, 2029. Prior to the maturity date, the Company can exercise various rights to redeem the 2029 Notes in whole or in part at a specific redemption price. In some cases, the redemption of the 2029 Notes is only permitted upon the occurrence of a specific event. The intended use of net proceeds from the offering of the 2029 Notes is general corporate purposes, adding strength and flexibility to ASI’s balance sheet.

 

As discussed above in LETL Facilities, on November 14, 2025, the Company entered into agreements with CEEFC under Federal LETL program and the Ministry of Northern Economic Development and Growth, the Provincial LETL, to secure a C$500 million governmental loan comprised of a C$400 million loan facility from the Government of Canada and a C$100 million loan facility from the Province of Ontario. The LETL Facilities will be provided proportionately for which 20% shall be secured, ranking junior to the Company’s existing first lien Revolving Credit Facility and the Senior Secured Second Lien Notes, with the remaining 80% of the LETL Facilities being unsecured. The Company has drawn C$265.6 million and C$66.4 million gross loan proceeds and paid interest in kind totalling C$3.7 million and C$0.9 million, for the Federal LETL and Provincial LETL, respectively.

 

The Revolving Credit Facility, the Federal AMF Loan, the Provincial MENDM Loan, the Federal SIF EAF Loan and the LETL Facilities are expected to service the Company’s principal liquidity needs (to finance working capital, fund capital expenditures and for other general corporate purposes) until the maturity of these facilities.

 

During the three and six month periods ended June 30, 2026, the Company did not declare or pay any dividends to shareholders (June 30, 2025 – C$7.3 million and C$14.8 million, respectively).

 

 24 

 

 

Contractual Obligations and Off Balance Sheet Arrangements

 

The following table presents, at June 30, 2026, the Company’s undiscounted obligations and commitments to make future payments under contracts and contingent commitments. The following figures assume that the June 30, 2026, Canadian/U.S. dollar exchange rate of $1.00 = C$0.7037 remains constant throughout the periods indicated.

 

millions of dollars  Total   Less than 1
year
   Year 2   Years 3-5   More than 5
years
 
Bank indebtedness  C$73.4   C$73.4   C$-   C$-   C$- 
Governmental loans   628.8    2.2    5.5    28.1    593.0 
Interest on governmental loans   22.8    -    2.4    7.3    13.1 
Financing arrangement   23.1    3.0    3.3    16.8    - 
Senior Secured Lien Notes   497.4    -    -    497.4    - 
Interest on Senior Secured Lien Notes   136.2    45.4    45.4    45.4    - 
Purchase obligations - capital   44.3    44.3    -    -    - 
Environmental liabilities   60.5    4.5    4.8    13.8    37.4 
Lease obligations   5.7    2.3    2.2    1.2    - 
Total  C$1,492.2   C$175.1   C$63.6   C$610.0   C$643.5 

 

As noted above, on September 28, 2025, in response to the Trade Actions, the Board approved an operational plan to commence the exit from blast furnace and coke oven operations and to accelerate the transition to EAF steelmaking. In connection with the EAF transition, and as described in greater detail under The Company’s Response to Tariffs, the Company issued notices asserting that certain raw material and other supply agreements had been frustrated and has initiated and is responding to legal proceedings relating to certain supply agreements, including proceedings arising from the Company’s position that certain agreements have been frustrated. Management continues to monitor these proceedings and will recognize provisions where a present obligation exists and a reliable estimate of loss can be made. While the Company believes these claims are without merit and intends to vigorously defend them, an adverse outcome in certain matters could have a material adverse effect on the Company’s consolidated financial condition or results of operations.

 

Purchase obligations - capital represent the Company’s contractual obligations across the periods indicated above for the EAF capital project.

 

Off balance sheet arrangements include letters of credit, and operating lease obligations. At June 30, 2026, the Company had C$68.7 million ($48.4 million) (December 31, 2025 – C$66.1 million; $48.2 million) of outstanding letters of credit.

 

As discussed above, the Company maintains defined benefit pension plans and other post-employment benefit plans. At June 30, 2026, the Company’s net obligation in respect of its defined benefit pension plans was C$105.7 million (December 31, 2025 – C$153.0 million) and the Company’s obligation in respect of its other post-employment benefits plans was C$194.9 million (December 31, 2025 – C$193.0 million).

 

The Company’s short-term and long-term obligations, commitments and future payments under contract are expected to be financed through cash flow from operations, funds from the Company’s Revolving Credit Facility and funds from the LETL Facilities. Any default in the Company’s ability to meet such commitments and future payments could have a material and adverse effect on the Company.

 

Related Party Transactions

 

As at June 30, 2026, there were no transactions, ongoing contractual or other commitments with related parties, except for remuneration of the Company’s key management personnel.

 

Financial Instruments

 

The Company’s financial assets and liabilities (financial instruments) include cash, restricted cash, accounts receivable, bank indebtedness, accounts payable and accrued liabilities, other current liabilities, severance cost liability, IPO and LETL Warrant liabilities, earnout liability, long-term governmental loans, Senior Secured Second Lien Notes and other financing arrangements.

 

 25 

 

 

Financial assets and financial liabilities are recognized when the Company becomes a party to the contractual provisions of the financial instrument or non-financial derivative contract. Financial instruments are disclosed in Note 25 to the June 30, 2026 condensed interim consolidated financial statements.

 

Financial Risk Management

 

The Company’s activities expose it to a variety of financial risks including credit risk, liquidity risk, interest rate risk and market risk. The Company may use derivative financial instruments to hedge certain of these risk exposures. The use of derivatives is based on established practices and parameters, which are subject to the oversight of the Board of Directors. The Company does not utilize derivative financial instruments for trading or speculative purposes.

 

Credit risk

 

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises primarily from the Company’s receivables from customers. The Company has an established credit policy under which each new customer is analyzed individually for creditworthiness before the Company’s standard payment and delivery terms and conditions are offered. The Company’s review includes a review of the potential customer’s financial information, external credit ratings and bank and supplier references. Credit limits are established for each new customer and customers that fail to meet the Company’s credit requirements may transact with the Company only on a prepayment basis.

 

The maximum credit exposure at June 30, 2026 is the carrying amount of accounts receivable of C$213.3 million (December 31, 2025 – C$192.7 million). At June 30, 2026, there was one customer account greater than 10% of the carrying amount of accounts receivable. At December 31, 2025, there was one customer account greater than 10% of the carrying amount of accounts receivable. As at June 30, 2026, C$9.0 million, or 4.2% (December 31, 2025 – C$9.3 million, or 5.4%), of accounts receivable were more than 90 days old.

 

The Company establishes an allowance for doubtful accounts that represents its estimate of losses in respect of accounts receivable. The main components of this allowance are a specific provision that relates to individual exposures and a provision for expected losses that have been incurred but not yet identified. The allowance for doubtful accounts at June 30, 2026 was C$8.7 million (December 31, 2025 – C$9.0 million), as disclosed in Note 9 to the June 30, 2026 condensed interim consolidated financial statements.

 

The Company may be exposed to certain losses in the event of non-performance by counterparties to derivative financial instruments such as commodity price contracts and foreign exchange contracts. The Company mitigates this risk by entering into transactions with highly rated major financial institutions.

 

Liquidity risk

 

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they come due. The Company manages liquidity risk by maintaining borrowing capacity under its Revolving Credit Facility and governmental loans. The Company continuously monitors and reviews actual and forecasted cash flows to ensure adequate liquidity and anticipate liquidity requirements. The Company’s objectives and processes for capital management, including the management of long-term debt, are described in Note 6 to the December 31, 2025 consolidated financial statements.

 

Market risk

 

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and commodity prices, will affect the Company’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return on risk. During the six month periods ended June 30, 2026 and June 30, 2025, the Company was not a party to agreements to hedge the commodity price risk associated with the revenue on the sale of steel. When the Company is party to hedging agreements, these activities are carried out under the oversight of the Company’s Board of Directors.

 

 26 

 

 

Currency risk

 

The Company is exposed to currency risk on purchases, labour costs and pension and other post retirement employment benefits liabilities that are denominated in Canadian dollars. The prices for steel products sold in Canada are derived mainly from price levels in the U.S. market in U.S. dollars converted into Canadian dollars at the prevailing exchange rates. As a result, a stronger U.S. dollar relative to the Canadian dollar increases the Company’s Canadian dollar selling prices for sales within Canada.

 

Interest rate risk

 

Interest rate risk is the risk that the value of the Company’s assets and liabilities will be affected by a change in interest rates. The Company’s interest rate risk mainly arises from the interest rate impact on its banking facilities and debt. The Company may manage interest rate risk through the periodic use of interest rate swaps.

 

For the three and six month periods ended June 30, 2026, a one percent increase (or decrease) in interest rates would have decreased (or increased) net income (loss) by C$0.2 million and C$0.6 million, respectively. For the three and six month periods ended June 30, 2025, a one percent increase (or decrease) would not have decreased (or increased) net income (loss).

 

Commodity price risk

 

The Company is subject to price risk from fluctuations in the market prices of commodities, including scrap, electricity, and natural gas. The Company enters into supply agreements for certain of these commodities as disclosed in Note 21 to the June 30, 2026 condensed interim consolidated financial statements. To manage risks associated with future variability in cash flows attributable to certain commodity purchases, the Company may use derivative instruments with maturities of 12 months or less to hedge the commodity price risk associated with the cost of natural gas and the revenue on the sale of steel. At June 30, 2026 and June 30, 2025, the Company had no commodity-based swap contracts.

 

Critical Accounting Estimates

 

As disclosed in Note 5 to the December 31, 2025 consolidated financial statements, the preparation of financial statements in conformity with IFRS Accounting Standards requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the years or periods.

 

Significant items subject to such estimates and assumptions include the going concern assessment, allowance for doubtful accounts, carrying amount and useful life of property, plant and equipment and intangible assets, defined benefit retirement plans and income tax expense and scientific research and development investment tax credits. Further, Note 4 to the December 31, 2025 consolidated financial statements discloses the basis for determining the fair value of the IPO and LETL Warrants, earnout and share-based compensation liabilities. Actual results could differ from those estimates.

 

Allowance for doubtful accounts

 

Management analyzes accounts receivable to determine the allowance for doubtful accounts by assessing the collectability of receivables owing from each individual customer. This assessment takes into consideration certain factors including the age of outstanding receivables, customer-operating performance, historical payment patterns and current collection efforts, relevant forward-looking information and the Company’s security interests, if any.

 

Useful lives of property, plant and equipment and Intangible assets

 

The Company reviews the estimated useful lives of property, plant and equipment at the end of each annual reporting period, and whenever events or circumstances indicate a change in useful life. Effective September 28, 2025, the Company reduced the useful lives of assets pertaining to blast furnace and basic oxygen steelmaking as a result of the Company’s Board of Directors approving an operational plan to commence the exit from blast furnace and coke production and to accelerate the transition to EAF steelmaking. The useful lives of blast furnace and basic oxygen steelmaking assets have been reduced and are fully depreciated as at December 31, 2025.

 

 27 

 

 

Impairment of property, plant and equipment and Intangible assets

 

Determining whether property, plant and equipment and intangible assets are impaired requires the Company to determine the recoverable amount of the Cash Generating Unit (“CGU”) to which the asset is allocated. To determine the recoverable amount of the CGU, management is required to estimate its fair value. To calculate the value of the CGU in use, management determines expected future cash flows, which involves, among other items, forecasted steel selling prices, forecasted tons shipped, costs and volume of production, growth rate, and the estimated selling costs, using an appropriate discount rate.

 

During the year ended December 31, 2025, as a result of current economic conditions there were two indicators of impairment in regards to the Company’s single Cash Generating Unit (“CGU”). The two indicators identified were the Section 232 tariffs imposed by the United States (“U.S.”) pertaining to the steel manufacturing industry and the Company’s carrying value of the net assets exceeded its market capitalization. The Company performed an impairment test and determined that the carrying amount exceeded the Company’s recoverable amount and an impairment loss of C$503.4 million was recorded in the consolidated statements of net loss for the year ended December 31, 2025. At June 30, 2026, there were no indicators of impairment in regards to the Company’s CGU.

 

Defined Benefit Retirement Plans

 

The Company’s determination of employee benefit expense and obligations requires the use of assumptions such as the discount rate applied to determine the present value of all future cash flows expected in the plan. Since the determination of the cost and obligations associated with employee future benefits requires the use of various assumptions, there is measurement uncertainty inherent in the actuarial valuation process. Actual results could differ from estimated results which are based on assumptions.

 

Taxation

 

The Company computes and recognizes an income tax provision in each of the jurisdictions in which it operates. Actual amounts of income tax expense and scientific research and experimental development investment tax credits only become final upon filing and acceptance of the returns by the relevant authorities, which occur subsequent to the issuance of the condensed interim consolidated financial statements.

 

Additionally, the estimation of income taxes includes evaluating the recoverability of deferred income tax assets based on an assessment of the ability to use the underlying future tax deductions before they expire against future taxable income. The assessment is based upon existing tax laws and estimates of future taxable income. To the extent estimates differ from the final tax return, net (loss) income will be affected in a subsequent period. The Company will file tax returns that may contain interpretations of tax law and estimates. Positions taken and estimates utilized by the Company may be challenged by the relevant tax authorities. Rulings that result in adjustments to tax returns filed will be recorded in the period where the ruling is made known to the Company.

 

Material Accounting Policies

 

The Company’s condensed interim consolidated financial statements have been prepared using consistent accounting policies described in Note 4 to the Company’s annual consolidated financial statements for the year ended December 31, 2025 and the nine month period ended December 31, 2024.

 

Standards and Interpretations issued and not yet adopted

 

Presentation and Disclosure in Financial Statements

 

In April 2024, the IASB issued IFRS 18, Presentation and Disclosure in Financial Statements. IFRS 18 replaces IAS 1, Presentation of Financial Statements and sets out requirements for the presentation and disclosure of information in general purpose financial statements.

 

 28 

 

 

The new Standard introduces the following significant changes to the structure of a company’s financial statements:

 

·Income and expenses in the statements of net income or loss will be grouped into new categories resulting in new subtotals and/or line items being presented (including operating profit), along with changes in how certain existing subtotals are calculated;
·New disclosure will be required for management defined performance measures (“MPMs”), commonly referred to as non-GAAP measures; and
·New principles will apply to the aggregation and disaggregation of certain financial information in the financial statements.

 

The Company is currently reviewing the impacts of new categories and subtotals on its statements of net loss and reviewing its current non-GAAP measures to identify MPMs requiring disclosure, as well as reviewing relevant aggregation and disaggregation of financial information.

 

The standard applies to annual reporting periods beginning on or after January 1, 2027 and is to be applied retrospectively, with early adoption permitted.

 

Disclosure Controls and Procedures and Internal Controls Over Financial Reporting

 

In compliance with the provisions of National Instrument 52-109 – Certification of Disclosure in Issuers’ Annual and Interim Filings, we have filed certificates signed by our Chief Executive Officer (“CEO”) and by our Chief Financial Officer (“CFO”) that, among other things, report on (i) their responsibility for establishing and maintaining disclosure controls and procedures (“DC&P”) and internal control over financial reporting (“ICFR”) for the Company; and (ii) the design of DC&P and the design of ICFR.

 

Management, including our CEO and CFO, does not expect that the disclosure controls or internal controls over financial reporting of the Company will prevent or detect all errors and all fraud or will be effective under all potential future conditions. A control system is subject to inherent limitations and, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met.

 

Further, the design of a control system must reflect that there are resource constraints, and the benefits of controls must be considered relative to their costs. Inherent limitations include the realities that judgments in decision making can be faulty, and that breakdowns can occur because of simple errors or mistakes. Controls can also be circumvented by individual acts of some persons, by collusion of two or more people or by management override of the controls. Due to the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected. The design of any control system is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential conditions. Projections of any evaluations of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

Disclosure Controls and Procedures

 

The CEO and the CFO have designed DC&P, or have caused them to be designed under their supervision, in order to provide reasonable assurance that:

 

·material information relating to Algoma is made known to the CEO and CFO by others, particularly during the period in which the interim and annual filings are being prepared; and
·information required to be disclosed by Algoma in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation.

 

Internal Controls Over Financial Reporting

 

The CEO and CFO have also designed ICFR, or have caused them to be designed under their supervision, in order to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS. The control framework used to design our ICFR is based on the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) on Internal Control – Integrated Framework (2013 framework).

 

 29 

 

 

Changes in Internal Controls Over Financial Reporting

 

No changes were made to our ICFR during six month period ended June 30, 2026 that have materially affected, or are reasonably likely to materially affect, our ICFR.

 

Selected Quarterly Information

 

(millions of dollars, except where   Fiscal year ended December                    Nine months ended December 
otherwise noted)  31, 2026 ("2026")   Fiscal year ended December 31, 2025 ("2025")    31, 2024 
As at and for the three months ended1  Q2   Q1   Q4   Q3   Q2   Q1   Q3   Q2 
Financial results                                        
Total revenue  C$267.5   C$296.9   C$455.0   C$523.9   C$589.7   C$517.1   C$590.3   C$600.3 
Steel products   247.0    266.9    407.5    473.3    534.4    463.2    535.7    539.0 
Non-steel products   0.5    3.4    6.8    11.8    10.6    2.8    4.4    14.7 
Freight   20.0    26.6    40.7    38.8    44.7    51.1    50.2    46.6 
Cost of sales   372.8    423.5    839.8    640.8    643.8    626.1    677.4    647.2 
Administrative and selling expenses   28.9    26.9    19.1    31.2    31.0    30.9    37.7    36.7 
Income (loss) from operations   (134.2)   (153.5)   (449.7)   (651.5)   (85.1)   (139.9)   (124.8)   (83.6)
Net income (loss)   (96.0)   (159.4)   (364.7)   (485.1)   (110.6)   (24.5)   (66.5)   (106.6)
                                         
EBITDA  C$(47.1)  C$(119.2)  C$(170.3)  C$(564.6)  C$(88.9)  C$-88.9   C$(33.1)  C$(71.7)
Adjusted EBITDA   13.8    (28.7)   (95.2)   (87.1)   (32.4)   (46.7)   (60.3)   3.5 
                                         
Per common share (diluted)3                                        
Net income (loss)  C$(0.88)  C$(1.46)  C$(9.06)  C$(4.46)  C$(1.02)  C$(0.48)  C$(0.61)  C$(0.98)
                                         
Financial position                                        
Total assets  C$2,063.7   C$2,002.2   C$2,115.9   C$2,435.6   C$2,945.6   C$3,090.1   C$3,186.2   C$3,095.9 
Total non-current liabilities   1,374.9    1,268.6    1,127.4    1,045.6    1,154.6    1,181.1    1,187.4    1,201.3 
                                         
Operating results                                        
Average NSR  C$1,361   C$1,193   C$1,077   C$1,129   C$1,132   C$986   C$976   C$1,036 
Adjusted EBITDA per nt2   76.0    (128.3)   (251.5)   (207.8)   (68.6)   (99.4)   (109.9)   6.7 
                                         
Shipping volume (in thousands of nt)                                        
Sheet   57    108    279    322    369    377    466    446 
Plate   125    116    100    97    103    91    82    73 
Slab   -    -    -    -    -    2    1    1 

 

 

1 - For fiscal year ended December 31, 2025 and onwards, period end date refers to the following: "Q1" - March 31, "Q2" - June 30, "Q3" - September 30, and "Q4" - December 31. Effective for fiscal year ended December 31, 2024, the Company changed its year end from March 31 to December 31. Therefore, for fiscal years prior to December 31, 2025, period end date refers to the following: "Q1" - June 30, "Q2" - September 30",  "Q3" - December 31, and "Q4" - March 31.

 

2 - The definition and reconciliation of these non-IFRS measures are included in the "Non-IFRS Financial Measures" section of this MD&A.

 

3 - During the nine month period ended December 31, 2024, the Company issued 755,730 common shares upon exercise of earnout rights, Replacement LTIP units and vesting of Omnibus Plan LTIP units.

 

4 - During the year ended December 31, 2025, the Company issued 75,000 common shares upon exercise of earnout rights.

 

5 - During the six month period ended June 30, 2026, the Company issued 727,666 common shares upon exercise of earnout rights, Replacement LTIP units, Deferred Share Units and vesting of Omnibus Plan LTIP units.

 

As at June 30, 2026, 105,661,468 common shares were outstanding.

 

 30 

 

 

Trend Analysis

 

The Company’s financial performance for Q2 2026 increased from Q1 2026, primarily due to an increase in Adjusted EBITDA per net ton (“nt”). The following discussion reflects the Company’s trend analysis in chronological order:

 

Revenue:

 

·decreased C$10.0 million or 2% from C$600.3 million in Q2 (nine months ended December 31, 2024) to C$590.3 million in Q3 (nine months ended December 31, 2024), a result of lower selling prices of steel. This was offset, in part, by higher shipment volumes.
·decreased C$73.2 million or 12% from C$590.3 million in Q3 (nine months ended December 31, 2024) to C$517.1 million in Q1 2025, a result of lower selling prices of steel and shipment volumes.
·increased C$72.6 million or 14% from C$517.1 million in Q1 2025 to C$589.7 million in Q2 2025, a result of higher selling prices of steel.
·decreased C$65.8 million or 11% from C$589.7 million in Q2 2025 to C$523.9 million in Q3 2025, a result of lower shipment volumes.
·decreased C$68.9 million or 13% from C$523.9 million in Q3 2025 to C$455.0 million in Q4 2025, a result of lower shipment volumes and lower selling prices of steel.
·decreased C$158.1 million or 35% from C$455.0 million in Q4 2025 to C$296.9 million in Q1 2026, a result of lower shipment volumes, offset, in part, by higher selling prices of steel.
·decreased C$29.4 million or 10% from C$296.9 million in Q1 2026 to C$267.5 million in Q2 2026, a result of lower shipment volumes, offset, in part, by higher selling prices of steel.

 

Net (loss) income:

 

·of (C$66.5) million in Q3 (nine months ended December 31, 2024) decreased compared to (C$106.6) million in Q2 (nine months ended December 31, 2024) mostly due to foreign exchange gain (C$53.0 million), the change in fair value of IPO Warrant liability (C$35.0 million), the change in fair value of share-based compensation liability (C$13.9 million), and the change in fair value of earnout liability (C$5.9 million). This was offset, in part, by a decrease in other income (C$31.5 million), increased cost of sales (C$30.2 million), and decreased revenue (C$10.0 million).
·of (C$24.5) million in Q1 2025 decreased compared to (C$66.5) million in Q3 (nine months ended December 31, 2024) mostly due to other income (C$49.4 million), the change in fair value of IPO Warrant liability (C$31.4 million), the change in fair value of share-based compensation liability (C$14.0 million), and the change in fair value of earnout liability (C$3.9 million). This was offset, in part, by an increase in foreign exchange loss (C$44.2 million) and loss from operations (C$15.1 million).
·of (C$110.6) million in Q2 2025 increased compared to (C$24.5) million in Q1 2025 mostly due to a decrease in other income (C$50.0 million), the change in fair value of IPO Warrant liability (C$43.7 million), foreign exchange loss (C$30.6 million), the change in fair value of share-based compensation liability (C$20.4 million), and the change in fair value of earnout liability (C$5.7 million). This was offset, in part, by a decrease in loss from operations (C$54.8 million) and an increase in income tax recovery (C$10.5 million).
·of (C$485.1) million in Q3 2025 increased compared to (C$110.6) million in Q2 2025 mostly due to a non-cash impairment loss (C$503.4 million) and an increase in loss from operations (C$63.0 million). This was offset, in part, by an increase in income tax recovery (C$108.8 million), foreign exchange gain (C$45.8 million), the change in fair value of IPO Warrant liability (C$16.5 million), the change in fair value of share-based compensation liability (C$16.5 million), and the change in fair value of earnout liability (C$4.3 million).
·of (C$364.7) million in Q4 2025 decreased compared to (C$485.1) million in Q3 2025 primarily due to a decrease in loss from operations (C$201.8 million) and an increase in other income (C$26.2 million). This was offset, in part, by a decrease in income tax recovery (C$38.9 million), increase in foreign exchange loss (C$26.8 million), the change in fair value of IPO and LETL Warrant liabilities (C$16.8 million), the change in fair value of share-based compensation liability (C$13.3 million), and the change in fair value of earnout liability (C$3.5 million).
·of (C$159.4) million in Q1 2026 decreased compared to (C$364.7) million in Q4 2025 primarily due to a decrease in loss from operations (C$296.2 million), an increase in foreign exchange gain (C$26.8 million), a decrease in finance cost (C$7.3 million), and the change in fair value of derivative (C$5.7 million). This was offset, in part, by a decrease in income tax recovery (C$106.8 million) and other income (C$26.1 million).
·of (C$96.0) million in Q2 2026 decreased compared to (C$159.4) million in Q1 2026 primarily due to insurance proceeds (C$45.0 million), a decrease in loss from operations (C$19.3 million), change in fair value of warrant liability (C$3.6 million), and foreign exchange gain (C$4.5 million). This was offset, in part, by an increase in finance costs (C$9.9 million).

 

 31 

 

 

Exhibit 99.3

 

Condensed Interim Consolidated Financial Statements

 

ALGOMA STEEL GROUP INC.

 

(Unaudited)

 

As at June 30, 2026 and December 31, 2025

and for the three and six month periods ended

June 30, 2026 and 2025

 

 

 

 

Algoma Steel Group Inc.

Condensed Interim Consolidated Statements of Net Loss

(Unaudited)

 

   Three months ended
June 30,
   Six months ended
June 30,
 
   2026   2025   2026   2025 
expressed in millions of Canadian dollars, except for per share amounts                
                 
Revenue (Note 3)  $267.5   $589.7   $564.4   $1,106.8 
                     
Operating expenses                    
Cost of sales (Note 4)  $372.8   $643.8   $796.3   $1,269.9 
Administrative and selling expenses (Note 5)   28.9    31.0    55.8    61.9 
Loss from operations  $(134.2)  $(85.1)  $(287.7)  $(225.0)
                     
Other (income) and expenses                    
Finance income  $(0.5)  $(2.5)  $(1.1)  $(5.3)
Finance costs (Note 6)   21.4    18.5    32.9    36.3 
Interest on pension and other post-employment  benefit obligations   3.5    3.9    7.1    7.9 
Foreign exchange (gain) loss   (18.8)   31.5    (33.1)   32.4 
Other income (Note 26)   (47.8)   -    (47.9)   (50.0)
Change in fair value of Initial Public Offering ("IPO") and   Large Enterprise Tariff Loan ("LETL") Warrant liabilities   (Note 16) (Note 27)   2.1    4.6    7.8    (34.5)
Change in fair value of earnout liability (Note 28)   -    1.3    -    (3.1)
Change in fair value of share-based compensation   liability (Note 29)   (0.1)   5.1    -    (10.3)
   $(40.2)  $62.4   $(34.3)  $(26.6)
Loss before income taxes  $(94.0)  $(147.5)  $(253.4)  $(198.4)
Income tax expense (recovery) (Note 20)   2.0    (36.9)   2.0    (63.3)
Net loss  $(96.0)  $(110.6)  $(255.4)  $(135.1)
                     
 Net loss per common share                    
 Basic (Note 23)  $(0.88)  $(1.02)  $(2.34)  $(1.24)
 Diluted (Note 23)  $(0.88)  $(1.02)  $(2.34)  $(1.28)

 

See accompanying notes to the condensed interim consolidated financial statements

 

2

 

 

Algoma Steel Group Inc.

Condensed Interim Consolidated Statements of Comprehensive Loss

(Unaudited)

 

   Three months ended
June 30,
   Six months ended
June 30,
 
   2026   2025   2026   2025 
expressed in millions of Canadian dollars                    
Net loss  $(96.0)  $(110.6)  $(255.4)  $(135.1)
Other comprehensive (loss) income, net of income tax, that will not be reclassified subsequently to profit or loss                    
Foreign exchange gain (loss) on translation to presentation currency  $3.5   $(73.8)  $9.6   $(75.3)
                     
Remeasurement of pension and other post-employment benefit obligations, net of tax nil, for the three and six months ended June 30, 2026 and for the three and six months ended June 30, 2025 (Notes 17, 18)  $36.4   $(1.7)  $41.7   $2.2 
   $39.9   $(75.5)  $51.3   $(73.1)
Total comprehensive loss  $(56.1)  $(186.1)  $(204.1)  $(208.2)

 

See accompanying notes to the condensed interim consolidated financial statements

 

3

 

 

Algoma Steel Group Inc.

Condensed Interim Consolidated Statements of Financial Position

(Unaudited)

 

As at,  June 30,
2026
   December
31, 2025
 
expressed in millions of Canadian dollars          
Assets          
Current          
Cash (Note 7)  $62.6   $77.5 
Restricted cash (Note 7)   -    0.1 
Taxes receivable (Note 8)   217.8    206.9 
Accounts receivable, net (Note 9)   213.3    192.7 
Inventories (Note 10)   449.0    569.3 
Prepaid expenses and deposits   30.2    30.4 
Other assets   6.3    5.5 
Total current assets  $979.2   $1,082.4 
Non-current          
Property, plant and equipment, net (Note 11)  $1,082.5   $1,029.9 
Intangible assets, net   0.2    0.3 
Other assets   1.8    3.3 
Total non-current assets  $1,084.5   $1,033.5 
Total assets  $2,063.7   $2,115.9 
Liabilities and Shareholders' Equity          
Current          
Bank indebtedness (Note 12)  $73.4   $170.2 
Accounts payable and accrued liabilities (Note 13)   211.3    203.9 
Taxes payable and accrued taxes (Note 14)   45.6    32.7 
Current portion of other long-term liabilities   3.8    5.8 
Current portion of governmental loans (Note 16)   0.3    14.0 
Current portion of environmental liabilities   4.5    4.7 
Severance cost liability   36.5    45.8 
IPO Warrant liability (Note 27)   0.9    2.5 
Earnout liability (Note 28)   3.5    3.7 
Share-based payment compensation liability (Note 29)   13.4    14.1 
Total current liabilities  $393.2   $497.4 
Non-current          
Senior secured lien notes (Note 15)  $495.0   $476.6 
Long-term governmental loans (Note 16)   348.3    192.3 
Accrued pension liability (Note 17)   105.7    153.0 
Accrued other post-employment benefit obligation (Note 18)   194.9    193.0 
Other long-term liabilities (Note 19)   179.3    70.7 
Environmental liabilities   34.2    34.3 
LETL Warrant liability (Note 16)   17.5    7.5 
Total non-current liabilities  $1,374.9   $1,127.4 
Total liabilities  $1,768.1   $1,624.8 
Shareholders' equity          
Capital stock (Note 22)  $982.3   $975.5 
Accumulated other comprehensive income   465.7    414.4 
Deficit   (1,153.3)   (897.9)
Contributed surplus (deficit)   0.9    (0.9)
Total shareholders' equity  $295.6   $491.1 
Total liabilities and shareholders' equity  $2,063.7   $2,115.9 

 

See accompanying notes to the condensed interim consolidated financial statements

 

4

 

 

Algoma Steel Group Inc.

Condensed Interim Consolidated Statement of Changes in Shareholders’ Equity

(Unaudited)

 

expressed in millions of
Canadian dollars
  Capital
stock
  Contributed
surplus
(deficit)
  Foreign
exchange gain
(loss) on
translation to
presentation
currency
  Actuarial gain
on pension and
other post-
employment
benefit
obligation
 
Accumulated other 
comprehensive
 income
  (Deficit)
retained
earnings
  Total
Shareholders'
equity
 
Balance at December 31, 2025  $975.5  $(0.9) $138.0  $276.4  $414.4  $(897.9) $491.1 
Net loss   -   -   -   -   -   (255.4)  (255.4)
Other comprehensive income   -   -   9.6   41.7   51.3   -   51.3 
Issuance of performance and restricted share units (Note 31)   -   5.6   -   -   -   -   5.6 
Issuance of deferred share units (Note 31)   -   1.4   -   -   -   -   1.4 
Issuance of capital stock (Notes 28, 29 and 31)   6.8   (5.2)  -   -   -   -   1.6 
Balance at June 30, 2026  $982.3  $0.9  $147.6  $318.1  $465.7  $(1,153.3) $295.6 
                              
Balance at December 31, 2024   974.8   (7.9)  197.5   242.1   439.6   102.0   1,508.5 
Net loss   -   -   -   -   -   (135.1)  (135.1)
Other comprehensive (loss) income   -   -   (75.3)  2.2   (73.1)  -   (73.1)
Issuance of performance and restricted share units (Note 31)   -   6.4   -   -   -   -   6.4 
Issuance of deferred shared units (Note 31)   -   0.7   -   -   -   -   0.7 
Issuance of capital stock (Notes 28)   0.7   -   -   -   -   -   0.7 
Dividend equivalent on earnout rights   -   -   -   -   -   (0.2)  (0.2)
Dividends paid (Note 32)   -   -   -   -   -   (14.8)  (14.8)
Balance at June 30, 2025  $975.5  $(0.8) $122.2  $244.3  $366.5  $(48.1) $1,293.1 

 

See accompanying notes to the condensed interim consolidated financial statements

 

5

 

 

Algoma Steel Group Inc.

Condensed Interim Consolidated Statements of Cash Flows

(Unaudited)

 

   Three months ended
June 30,
   Six months ended
June 30,
 
   2026   2025   2026   2025 
expressed in millions of Canadian dollars                    
Operating activities                    
Net loss  $(96.0)  $(110.6)  $(255.4)  $(135.1)
Items not affecting cash:                    
Depreciation of property, plant and equipment and intangible assets   23.0    38.2    56.4    73.2 
Deferred income tax expense (recovery) (Note 20)   -    0.5    -    (1.5)
Pension funding in excess of expense   (3.1)   (3.3)   (6.7)   (5.1)
Post-employment benefit funding in excess of expense   (2.2)   (1.7)   (4.1)   (3.4)
Unrealized foreign exchange (gain) loss on:                    
accrued pension liability   (2.3)   9.1    (4.7)   9.3 
post-employment benefit obligations   (3.7)   10.8    (7.0)   11.0 
Finance costs   21.4    18.5    32.9    36.3 
Loss on disposal of property, plant and equipment   0.3    -    0.4    - 
Interest on pension and other post-employment benefit obligations   3.5    3.9    7.1    7.9 
Other income   (47.8)   -    (47.9)   (50.0)
Accretion of governmental loans and environmental liabilities   5.6    5.1    3.4    9.1 
Unrealized foreign exchange (gain) loss on government loan                    
facilities   (7.0)   8.1    (12.0)   8.3 
Increase (decrease) in fair value of IPO and LETL Warrant                    
liabilities (Note 16) (Note 27)   2.1    4.6    7.8    (34.5)
Increase (decrease) in fair value of earnout liability (Note 28)   -    1.3    -    (3.1)
(Decrease) increase in fair value of share-based payment                    
compensation liability (Note 29)   (0.1)   5.1    -    (10.3)
Other   0.8    7.7    (1.4)   12.3 
   $(105.5)  $(2.7)  $(231.2)  $(75.6)
Net change in non-cash operating working capital (Note 24)   26.2    (70.1)   133.2    95.3 
Environmental liabilities paid   (0.1)   (0.1)   (0.1)   (0.5)
Insurance proceeds for operating expenses   -    35.0    6.5    35.0 
Cash (used in) generated by operating activities  $(79.4)  $(37.9)  $(91.6)  $54.2 
Investing activities                    
Acquisition of property, plant and equipment (Note 11)  $(29.0)  $(97.4)  $(49.4)  $(224.4)
Insurance proceeds for property damage   -    15.0    -    15.0 
Cash used in investing activities  $(29.0)  $(82.4)  $(49.4)  $(209.4)
Financing activities                    
Bank indebtedness advanced (repaid), net (Note 12)  $4.4   $16.1   $(99.4)  $16.0 
Restricted cash   -    -    0.1    - 
Governmental loans received (Note 16)   127.6    16.3    255.1    16.3 
Repayment of governmental loans (Note 16)   -    (6.2)   (0.1)   (12.5)
Interest paid   (26.2)   (23.4)   (29.9)   (24.5)
Dividends paid (Note 32)   -    (14.8)   -    (14.8)
Other   (1.1)   (0.7)   (1.8)   1.5 
Cash generated by (used in) financing activities  $104.7   $(12.7)  $124.0   $(18.0)
Effect of exchange rate changes on cash  $1.0   $(11.0)  $2.1   $(11.2)
Cash                    
Decrease in cash   (2.7)   (144.0)   (14.9)   (184.4)
Opening balance   65.3    226.5    77.5    266.9 
Ending balance (Note 7)  $62.6   $82.5   $62.6   $82.5 

 

See accompanying notes to the condensed interim consolidated financial statements

 

6

 

 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited)

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

1.GENERAL INFORMATION

 

Algoma Steel Group Inc., formerly known as 1295908 B.C. Ltd. (the “Company”), was incorporated on March 23, 2021 under the Business Corporations Act of British Columbia solely for the purpose of purchasing Algoma Steel Holdings Inc. The Company’s publicly traded securities under the symbol ‘ASTL’ and ASTLW’ are listed on the Toronto Stock Exchange (TSX) and the Nasdaq Stock Market (Nasdaq). Algoma Steel Group Inc. is the ultimate parent holding company of Algoma Steel Inc. and does not conduct any business operations.

 

Algoma Steel Inc. (“ASI”), the operating company and a wholly-owned subsidiary of Algoma Steel Holdings Inc. was incorporated on May 19, 2016 under the Business Corporations Act of British Columbia. ASI is a producer of hot and cold rolled steel products with its active operations located entirely in Sault Ste. Marie, Ontario, Canada. ASI produces sheet and plate products that are sold primarily in Canada and the United States.

 

The registered address of the Company is 1055 West Hastings Street, Vancouver, British Columbia, Canada. The head office of the Company is located at 105 West Street, Sault Ste. Marie, Ontario, Canada.

 

The condensed interim consolidated financial statements of the Company as at June 30, 2026 and December 31, 2025 and for the three and six month periods ended June 30, 2026 and 2025 are comprised of the Company and its wholly-owned subsidiaries as follows:

 

·Algoma Steel Holdings Inc.
·Algoma Steel Intermediate Holdings Inc.
·Algoma Steel Inc.
·Algoma Steel Inc. USA
·Algoma Docks GP Inc.
·Algoma Docks Limited Partnership

 

Algoma Steel Holdings Inc., Algoma Steel Intermediate Holdings Inc. and Algoma Docks GP Inc. are holding companies and do not conduct any business operations.

 

2.BASIS OF PRESENTATION

 

Statement of compliance

 

These condensed interim consolidated financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting as issued by the International Accounting Standards Board (“IASB”).

 

Certain information and footnote disclosure normally included in annual financial statements prepared in accordance with IFRS® Accounting Standards (“IFRS Accounting Standards”), as issued by the IASB, have been omitted or condensed. The preparation of financial statements in accordance with IAS 34 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the financial statements have been set out in Note 5 of the Company's annual consolidated financial statements for the year ended December 31, 2025 and the nine month period ended December 31, 2024. The accounting policies and accounting judgements used in the preparation of these condensed interim consolidated financial statements are consistent with those used in the Company’s annual consolidated financial statements.

 

7

 

 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited)

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

2.BASIS OF PRESENTATION (continued)

 

These condensed interim consolidated financial statements should be read in conjunction with the Company's annual consolidated financial statements for the year ended December 31, 2025 and the nine month period ended December 31, 2024.

 

These condensed interim consolidated financial statements have been approved by the Board of Directors, and authorized for issuance on July 28, 2026.

 

The condensed interim consolidated financial statements have been prepared on a going concern assumption using historical cost basis, except for certain financial instruments that are measured at fair value, as explained in the accounting policies disclosed in Note 4 to the Company’s annual consolidated financial statements for the year ended December 31, 2025 and the nine month period ended December 31, 2024. Historical cost is generally based on the fair value of the consideration given in exchange for assets. The going concern assumption assumes the realization of assets and the discharge of liabilities in the normal course of business.

 

Functional and presentation currency

 

The Company and its subsidiaries’ functional currency is the United States dollar (“US dollar”). The US dollar is the currency of the primary economic environment in which the Company and its subsidiaries operate.

 

For reporting purposes, the condensed interim consolidated financial statements are presented in millions of Canadian dollars (“$C”). The assets and liabilities are translated into the reporting currency using exchange rates prevailing at the end of each reporting period. Income and expense items are translated at average exchange rates for the reporting period. Exchange differences arising are recognized in other comprehensive (loss) income and accumulated in equity under the heading ‘Foreign exchange on translation to presentation currency’.

 

Equity transactions, as disclosed in Note 22, are translated at the historical exchange rates. The resulting net translation adjustment has been recorded in other comprehensive (loss) income for the year.

 

Standards and Interpretations issued and not yet adopted

 

Presentation and Disclosure in Financial Statements

 

In April 2024, the IASB issued IFRS 18, Presentation and Disclosure in Financial Statements. IFRS 18 replaces IAS 1, Presentation of Financial Statements and sets out requirements for the presentation and disclosure of information in general purpose financial statements. The standard applies to annual reporting periods beginning on or after January 1, 2027 and is to be applied retrospectively, with early adoption permitted. The Company is currently assessing the impact on the condensed interim consolidated financial statements.

 

New IFRS Standards, Amendments and Interpretations adopted as of January 1, 2026

 

The Company adopted the following amendments which did not have a material impact on the condensed interim consolidated financial statements:

 

Amendments to the Classification and Measurement of Financial Instruments

 

8

 

 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited)

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

2.BASIS OF PRESENTATION (continued)

 

In May 2024, the IASB issued Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7). These amendments updated classification and measurement requirements in IFRS 9 Financial Instruments and related disclosure requirements in IFRS 7 Financial Instruments: Disclosures. The IASB clarified the recognition and derecognition date of certain financial assets and liabilities, and amended the requirements related to settling financial liabilities using an electronic payment system. It also clarified how to assess the contractual cash flow characteristics of financial assets in determining whether they meet the solely payments of principal and interest criterion, including financial assets that have environmental, social and corporate governance (ESG)-linked features and other similar contingent features. The IASB added disclosure requirements for financial instruments with contingent features that do not relate directly to basic lending risks and costs, and amended disclosures relating to equity instruments designated at fair value through other comprehensive (loss) income.

 

3.REVENUE

 

The Company is viewed as a single reportable segment involving steel production for purposes of internal performance measurement and resource allocation. The Chief Executive Officer is the Chief Operating Decision Maker.

 

   Three months ended
June 30,
   Six months ended
June 30,
 
   2026   2025   2026   2025 
Total revenue is comprised of:                    
Sheet & Strip  $53.9   $378.7   $160.0   $720.0 
Plate   193.1    155.7    353.9    276.8 
Slabs   -    -    -    0.8 
Freight   20.0    44.7    46.6    95.8 
Non-steel revenue   0.5    10.6    3.9    13.4 
   $267.5   $589.7   $564.4   $1,106.8 
The geographical distribution of total revenue is as follows:                    
Sales to customers in Canada  $188.3   $249.5   $381.4   $473.0 
Sales to customers in the United States   73.1    334.6    169.2    621.8 
Sales to customers in the rest of the world   6.1    5.6    13.8    12.0 
   $267.5   $589.7   $564.4   $1,106.8 

 

For the three month period ended June 30, 2026, sales totalling $47.8 million and $34.8 million related to two customers represented greater than 10% of total revenue. For the six month period ended June 30, 2026, sales totalling $86.8 million and $67.7 million related to two customers represented greater than 10% of total revenue. For the three and six month periods ended June 30, 2025, sales to any one customer did not represent greater than 10% of total revenue.

 

9

 

 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited)

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

4.COST OF SALES

 

   Three months ended
June 30,
  Six months ended
June 30,
 
   2026  2025  2026  2025 
Total cost of sales is comprised of:                 
Cost of steel revenue  $333.6  $524.4  $699.7  $1,086.1 
Cost of steel tariffs   18.7   64.1   46.1   74.6 
Cost of freight revenue   20.0   44.7   46.6   95.8 
Cost of non-steel revenue   0.5   10.6   3.9   13.4 
   $372.8  $643.8  $796.3  $1,269.9 
                  
Inventories recognized as cost of sales:  $352.8  $599.1  $749.7  $1,174.1 
                  
Net inventory write-downs as a result of net realizable value lower than cost included in  cost of sales:  $5.0  $-  $5.0  $- 

 

Depreciation included in cost of steel revenue for the three and six month periods ended June 30, 2026 was $22.8 million and $56.1 million, respectively. Depreciation included in cost of steel revenue for the three and six month periods ended June 30, 2025 was $38.0 million and $72.8 million, respectively. Wages and benefits included in cost of steel revenue for the three and six month periods ended June 30, 2026 was $54.7 million and $125.3 million, respectively. Wages and benefits included in cost of steel revenue for the three and six month periods ended June 30, 2025 was $86.9 million and $173.4 million, respectively.

 

Federal Greenhouse Gas Pollution Pricing Act

 

During the three and six month periods ended June 30, 2026, total Carbon Tax recognized in cost of sales was $7.5 million and $13.5 million, respectively. During the three and six month periods ended June 30, 2025, total Carbon Tax recognized in cost of sales was $10.4 million and $13.9 million, respectively.

 

United States Steel Tariffs

 

Pursuant to Section 232 of the Trade Expansion Act of 1962, the Unites States imposed 25% ad valorem tariffs for steel articles, aluminum articles, and steel and aluminum derivative (i.e. “downstream” articles), without exclusions. The tariffs were effective March 4, 2025, paused on March 6, 2025, and then reinstated March 12, 2025. Further, on June 4, 2025, the tariffs were increased to 50% for all steel and aluminum imports to the United States. Tariff costs of $18.7 million and $46.1 million were included in Cost of Sales for the three and six month periods ended June 30, 2026, respectively. Tariff costs of $64.1 million and $74.6 million were included in Cost of Sales for the three and six month periods ended June 30, 2025, respectively.

 

10

 

 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited)

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

5.ADMINISTRATIVE AND SELLING EXPENSES

 

   Three months ended
June 30,
   Six months ended
June 30,
 
   2026   2025   2026   2025 
Administrative and selling expense is comprised of:                    
Personnel expenses  $6.6   $10.8   $15.2   $19.7 
Share-based compensation expense   4.3    3.6    7.1    7.3 
Professional, consulting, legal and other fees   4.1    3.8    7.2    7.2 
Insurance   8.3    8.9    17.0    17.7 
Software licenses   2.2    1.6    3.9    3.5 
Allowance for doubtful accounts   0.4    (0.5)   (0.5)   0.2 
Amortization of intangible assets and non-producing assets   0.2    0.2    0.3    0.4 
Other administrative and selling   2.8    2.6    5.6    5.9 
   $28.9   $31.0   $55.8   $61.9 

 

6.FINANCE COSTS

 

   Three months ended
June 30,
   Six months ended
June 30,
 
   2026   2025   2026   2025 
Finance costs are comprised of:                    
Interest on senior secured lien notes (Note 15)  $10.6   $10.7   $21.1   $21.7 
Revolving Credit Facility fees   1.0    0.7    1.6    1.5 
Interest on the Revolving Credit Facility (Note 12)   0.7    0.1    2.7    0.1 
Interest on Large Enterprise Tariff Loan (LETL) Facilities (Note 16)   2.8    -    4.2    - 
Interest on financing arrangement   0.5    0.2    1.0    0.4 
Other interest (recovery) expense   (0.3)   1.2    (2.2)   2.4 
Revaluation of discount rate for environmental liabilities   (1.1)   1.1    (1.1)   1.1 
Governmental loan amendment fair value benefit (Note 16)   -    -    (7.0)   - 
Unwinding of issuance costs of debt facilities (Note 12, 15, 16) and accretion of governmental loan benefits and discounts on environmental liabilities   7.2    4.5    12.6    9.1 
   $21.4   $18.5   $32.9   $36.3 

 

7.CASH AND RESTRICTED CASH

 

At June 30, 2026, the Company had $62.6 million of cash (December 31, 2025 – $77.5 million) and restricted cash of nil (December 31, 2025 – $0.1 million). Restricted cash was held to provide collateral for letters of credit and other obligations of the Company at December 31, 2025.

 

11

 

 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited)

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

8.TAXES RECEIVABLE

 

As at,  June 30,
2026
   December
31, 2025
 
The carrying amount of:          
Sales taxes receivable  $8.6   $5.1 
Income taxes receivable   209.2    201.8 
   $217.8   $206.9 

 

9.ACCOUNTS RECEIVABLE, NET

 

As at,  June 30,
2026
   December
31, 2025
 
The carrying amount of:          
Trade accounts receivable  $148.6   $172.4 
Allowance for doubtful accounts   (8.7)   (9.0)
Governmental loan claims receivable          
Federal Ministry of Industry, Strategic Innovation Fund ("Federal SIF") Agreement   20.0    20.0 
Northern Industrial Electricity Rate program rebate receivable   3.2    2.6 
Other accounts receivable   50.2    6.7 
   $213.3   $192.7 

 

Allowance for doubtful accounts    
Balance at December 31, 2024  $(8.8)
Adjustment to expected credit loss   (0.2)
Balance at December 31, 2025  $(9.0)
Adjustment to expected credit loss   0.3 
Balance at June 30, 2026  $(8.7)

 

10.INVENTORIES

 

As at,  June 30,
2026
   December
31, 2025
 
The carrying amount of:          
Raw materials and consumables  $353.6   $272.7 
Work in progress   58.7    203.2 
Finished goods   36.7    93.4 
   $449.0   $569.3 

 

12

 

 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited)

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

11.PROPERTY, PLANT AND EQUIPMENT, NET

 

As at,  June 30,
2026
   December
31, 2025
 
The carrying amount of:          
Freehold land  $5.0   $4.7 
Buildings   367.0    361.5 
Machinery and equipment   486.5    475.1 
Computer hardware   5.1    4.7 
Right-of-use assets   3.6    3.8 
Property under construction   215.3    180.1 
   $1,082.5   $1,029.9 

 

Impairment of property, plant and equipment

 

During the year ended December 31, 2025, as a result of current economic conditions there were two indicators of impairment in regards to the Company’s single Cash Generating Unit (“CGU”). The two indicators identified were the Section 232 tariffs imposed by the United States (“U.S.”) pertaining to the steel manufacturing industry and the Company’s carrying value of the net assets exceeded its market capitalization. The Company performed an impairment test and determined that the carrying amount exceeded the Company’s recoverable amount and an impairment loss of $503.4 million was recorded in the consolidated statements of net loss for the year ended December 31, 2025. At June 30, 2026, there were no indicators of impairment in regards to the Company’s CGU.

 

Useful lives of property, plant and equipment

 

The Company reviews the estimated useful lives of property, plant and equipment at the end of each annual reporting period, and whenever events or circumstances indicate a change in useful life. Effective September 28, 2025, the Company reduced the useful lives of assets pertaining to blast furnace and basic oxygen steelmaking as a result of the Company’s Board of Directors approving an operational plan to commence the exit from blast furnace and coke production and to accelerate the transition to EAF steelmaking. The useful lives of blast furnace and basic oxygen steelmaking assets have been reduced and are fully depreciated as at December 31, 2025.

 

Depreciation of property, plant and equipment

 

Depreciation of property, plant and equipment for the three and six month periods ended June 30, 2026 was $17.6 million and $34.8 million, respectively. Depreciation of property, plant and equipment for the three and six month periods ended June 30, 2025 was $42.7 million and $78.9 million, respectively. Depreciation included in inventories at June 30, 2026, amounted to $9.1 million (June 30, 2025 - $20.1 million).

 

Acquisitions and disposals

 

During the three month period ended June 30, 2026, property, plant and equipment were acquired at an aggregate net and total cost of $29.0 million, against which the Company recognized no benefit in respect of the governmental loans and grants. During the three month period ended June 30, 2025, property, plant and equipment were acquired at an aggregate net cost of $86.5 million; comprised of property, plant and equipment acquired with a total cost of $97.3 million, against which the Company recognized benefits totalling $10.8 million in respect of the governmental loans and grants.

 

13

 

 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited)

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

11.PROPERTY, PLANT AND EQUIPMENT, NET (continued)

 

During the six month period ended June 30, 2026, property, plant and equipment were acquired at an aggregate net cost of $49.4 million; comprised of property, plant and equipment acquired with a total cost of $76.2 million, against which the Company recognized benefits totalling $26.8 million in respect of the governmental loans and grants. During the six month period ended June 30, 2025, property, plant and equipment were acquired at an aggregate net cost of $213.6 million; comprised of property, plant and equipment acquired with a total cost of $224.4 million, against which the Company recognized benefits totalling $10.8 million in respect of the governmental loans and grants.

 

Government Funding Agreements

 

On November 30, 2018, the Company, together with the governments of Canada and Ontario entered into agreements totalling up to $120.0 million of modernization and expansion related capital expenditure support from the governments of Canada and Ontario. Additionally, on March 29, 2019, the Company, together with the government of Canada entered into an agreement totalling up to $30.0 million of modernization and expansion related capital expenditure support from the government of Canada. On September 20, 2021, the Company, together with the government of Canada entered into an agreement to support the transition from blast furnace steel production to EAF which consists of a loan of up to $200 million from the Innovation Science and Economic Development Canada’s Strategic Innovation Fund (“SIF”).

 

The Company entered into an agreement with the Ministry of the Environment, Conservation and Parks on July 14, 2025 under Ontario’s Ministry of Environment, Conservation and Parks Emissions Performance Program for maximum funding of $56.9 million for reimbursement of eligible expenditures incurred in construction of the EAF, with a total of $27.0 million received during the six month period ended June 30, 2026 (June 30, 2025 – nil). The agreement was amended on July 3, 2026, to increase the maximum available funding to $108.2 million. This funding was recorded as a reduction in property under construction for the EAF.

 

12.BANK INDEBTEDNESS

 

The Company increased its traditional asset-based revolving credit facility (“Revolving Credit Facility”) from US $300.0 million to US $375.0 million on September 12, 2025, maturing May, 2028. The Revolving Credit Facility is secured by substantially all of the Company’s assets. Under the General Security Agreement, the Revolving Credit Facility has a priority claim on the accounts receivable and the inventories of the Company and the rest of the Company’s assets. The Revolving Credit Facility contains a customary springing fixed charge coverage ratio when availability falls below a certain ratio. The interest rate on the Revolving Credit Facility is based on Secured Overnight Financing Rate (“SOFR”) plus a credit spread adjustment of 10 basis points plus an applicable margin, which varies depending on usage.

 

At June 30, 2026, the Company had drawn $73.4 million (US $51.6 million), and there was $206.7 million (US $145.5 million) of unused availability after taking into account $68.7 million (US $48.4 million) of outstanding letters of credit, and borrowing base reserves. At December 31, 2025, the Company had drawn $170.2 million (US $124.2 million), and there was $194.5 million (US $141.9 million) of unused availability after taking into account $66.1 million (US $48.2 million) of outstanding letters of credit and borrowing base reserves.

 

Transaction costs related to the Revolving Credit Facility amounted to $8.7 million. Transaction costs are disclosed as other non-current assets in the condensed interim consolidated statements of financial position, and have been amortized on a straight-line basis over the life of this facility, which has a maturity date of May 31, 2028. At June 30, 2026, the unamortized transaction costs related to the Revolving Credit Facility were $0.6 million (December 31, 2025 - $0.8 million).

 

14

 

 

 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

12.BANK INDEBTEDNESS (continued)

 

Reconciliation of liabilities arising from financing activities

 

The changes in the Company’s bank indebtedness for the six month period ended June 30, 2026 arising from financing activities are presented below:

 

Balance at December 31, 2025  $170.2 
Revolving Credit Facility drawn   10.8 
Repayment of Revolving Credit Facility   (110.2)
Foreign exchange   2.6 
Balance at June 30, 2026  $73.4 

 

13.ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

 

As at,  June 30,
2026
   December 31,
2025
 
The carrying amount of:          
Accounts payable  $82.6   $47.7 
Accrued liabilities   95.5    109.5 
Wages and accrued vacation payable   33.2    46.7 
   $211.3   $203.9 

 

14.TAXES PAYABLE AND ACCRUED TAXES

 

As at,  June 30,
2026
   December 31,
2025
 
The carrying amount of:          
Payroll taxes payable  $3.0   $4.1 
Sales taxes payable   2.1    1.6 
Carbon tax accrual   40.5    27.0 
   $45.6   $32.7 

 

15.SENIOR SECURED LIEN NOTES

 

On April 5, 2024, the Company’s indirect wholly-owned subsidiary, ASI, issued an aggregate of US $350.0 million of 9.125% Senior Secured Lien Notes (the “Notes”) due April 15, 2029. The Notes are guaranteed on a senior secured basis by ASI’s immediate parent company and all of ASI’s subsidiaries. Interest payments are due April 15 and October 15, and commenced on October 15, 2024.

 

Prior to the maturity date, the Company can exercise various rights to redeem the Notes in whole or in part at a specific redemption price. In some cases, the redemption of the Notes is only permitted upon the occurrence of a specific event. Management has determined that these optional redemption features of the Notes represent an embedded derivative. At June 30, 2026 and December 31, 2025, the fair value of the derivative asset is nil.

 

Underwriter fees and other transaction costs related to the Notes amounted to $10.1 million. Transaction costs are presented as an offset against the Notes in the condensed interim consolidated statements of financial position, and are being amortized using the effective interest rate method over the life of the facility.

 

15 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

15.SENIOR SECURED LIEN NOTES (continued)

 

As at,  June 30,
2026
   December 31,
2025
 
The carrying amount of:          
Senior Secured Lien Notes, due April 15, 2029  $501.5   $483.8 
Less: unamortized transaction costs   (6.5)   (7.2)
   $495.0   $476.6 

 

16.GOVERNMENTAL LOANS

 

As at,  June 30,
2026
   December 31,
2025
 
The carrying amount of:          
Long-term portion          
Federal AMF Loan, denominated in Canadian dollars, due          
March 1, 2031  $20.8   $20.2 
Provincial MENDM Loan, denominated in Canadian dollars, due          
November 14, 2032   42.7    34.0 
Federal SIF Agreement loan, denominated in Canadian dollars,          
due April 30, 2031   11.1    10.6 
Federal SIF EAF Agreement loan, denominated in Canadian dollars,          
due January 1, 2030   86.5    83.1 
Federal LETL loan, denominated in Canadian dollars,          
due November 14, 2032   149.7    35.5 
Provincial LETL loan, denominated in Canadian dollars,          
due November 14, 2032   37.5    8.9 
   $348.3   $192.3 
Current portion          
Federal AMF Loan, denominated in Canadian dollars  $0.3   $0.3 
Provincial MENDM Loan, denominated in Canadian dollars   -    13.7 
   $0.3   $14.0 
   $348.6   $206.3 

 

Federal Economic Development Agency for Southern Ontario

 

On July 17, 2025, the Company amended the interest free Federal AMF loan from the Federal Economic Development Agency of the Government of Canada, through the Advanced Manufacturing Fund, and commenced repayments in revised monthly installments until March 1, 2031.

 

Ministry of Energy, Northern Development and Mines

 

On August 21, 2025, the Company amended the low interest loan from the Ministry of Energy, Northern Development and Mines of the Province of Ontario (the “Provincial MENDM Loan”), with revised monthly blended payments of principal and interest. On November 14, 2025, the Company further amended the Provincial MENDM Loan agreement with revised terms including maturity date of November 14, 2032, from May 31, 2029, whereby principal and accrued interest are due in full, and providing an option for the accrued interest to be paid in kind (the “PIK Interest”) on each interest payment date occurring on or before the second anniversary of the date of the agreement. The PIK Interest shall be deferred until maturity.

 

16 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

16.GOVERNMENTAL LOANS (continued)

  

Canada Enterprise Emergency Funding Corporation and Ministry of Northern Economic Development and Growth

 

On November 14, 2025, the Company entered into agreements with Canada Enterprise Emergency Funding Corporation under the Large Enterprise Tariff Loan (the “Federal LETL”) program and the Ministry of Northern Economic Development and Growth (the “Provincial LETL”) to secure a $500 million governmental loan comprised of a $400 million loan facility from the government of Canada and a $100 million loan facility from the Province of Ontario (collectively, the “Facilities”). The Facilities will be provided proportionately for which 20% shall be secured, ranking junior to the Company’s existing first lien Revolving Credit Facility and the Notes, with the remaining 80% of the Facilities being unsecured. The Facilities include customary positive and negative covenants, including a restriction on capital distributions.

 

The Facilities were subject to the issuance of 6.77 million common share purchase Warrants (the “LETL Warrants”) to Canada Enterprise Emergency Funding Corporation (5.42 million LETL Warrants) and His Majesty the King in Right of Ontario (1.35 million LETL Warrants), with each LETL Warrant being exercisable for one common share of the Company at an exercise price of $11.08 for a ten-year term, vesting proportionately as unsecured draws are made. The Facilities have a seven-year term, with interest at CORRA + 200 bps for three years, stepping up by 200 bps each year thereafter. The exercise price of the LETL Warrants is equivalent to the volume-weighted average trading price of the Company’s common shares on the TSX from the completion of its going-public transaction in October 2021 through November 1, 2024, which was prior to the Section 232 tariffs imposed by the U.S. The LETL Warrants represent an embedded derivative for which a derivative liability has been presented on the condensed interim consolidated statements of financial position totalling $17.5 million (December 31, 2025 - $7.5 million). For the three and six month periods ended June 30, 2026, a corresponding loss of $4.5 million and $9.4 million, respectively, has been included in change in fair value of IPO and LETL Warrant liabilities in the condensed interim consolidated statements of net loss (June 30, 2025 - nil). As at June 30, 2026 and December 31, 2025, no LETL warrants have vested.

 

Transaction costs related to the Facilities amounted to $2.8 million. Transaction costs are presented as other long-term assets in the condensed interim consolidated statements of financial position. Transaction costs are allocated proportionately based on the amount drawn down on the Facilities. At June 30, 2026, the unamortized transaction costs related to the Facilities were $0.9 million (December 31, 2025 - $2.3 million).

 

17 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

16.GOVERNMENTAL LOANS (continued)

 

The changes in the Company’s governmental loan facilities arising from financing activities are presented below:

 

   Governmental
Loan Issued
(Repaid) *
   Governmental
loan benefit
recognized
immediately
   Accretion of
governmental
loan benefit
   Carrying value 
Federal AMF Loan                    
Balance at December 31, 2025  $26.5   $(29.5)  $23.3   $20.5 
Movement in the period   (0.2)   -    0.8    0.6 
Balance at June 30, 2026  $26.3   $(29.5)  $24.1   $21.1 
Provincial MENDM Loan                    
Balance at December 31, 2025  $50.1   $(23.3)  $21.0   $47.7 
Movement in the period   1.4    (7.0)   0.6    (5.0)
Balance at June 30, 2026  $51.5   $(30.3)  $21.6   $42.7 
Federal SIF Loan                    
Balance at December 31, 2025  $15.0   $(9.2)  $4.8   $10.6 
Movement in the period   -    -    0.5    0.5 
Balance at June 30, 2026  $15.0   $(9.2)  $5.3   $11.1 
Federal SIF EAF Loan                    
Balance at December 31, 2025  $200.0   $(131.1)  $14.2   $83.1 
Movement in the period   -    -    3.4    3.4 
Balance at June 30, 2026  $200.0   $(131.1)  $17.6   $86.5 
Federal LETL Loan                    
Balance at December 31, 2025  $66.2   $(31.0)  $0.3   $35.5 
Movement in the period   201.5    (91.3)   4.0    114.2 
Balance at June 30, 2026  $267.7   $(122.3)  $4.3   $149.7 
Provincial LETL Loan                    
Balance at December 31, 2025  $16.6   $(7.8)  $0.1   $8.9 
Movement in the period   50.4    (22.8)   1.0    28.6 
Balance at June 30, 2026  $67.0   $(30.6)  $1.1   $37.5 
Total, Governmental Loans                    
Balance at December 31, 2025  $374.4   $(231.9)  $63.7   $206.3 
Movement in the period   253.1    (121.1)   10.3    142.3 
Balance at June 30, 2026  $627.5   $(353.0)  $74.0   $348.6 

 

* Net of transaction costs and interest paid-in-kind for the Federal LETL Loan and Provincial LETL Loan.

 

18 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

17.PENSION BENEFITS

 

The components of amounts recognized in the condensed interim consolidated statements of net loss in respect of the defined benefit plans are presented below:

 

   Three months ended
June 30,
   Six months ended
June 30,
 
   2026   2025   2026   2025 
Amounts recognized in net loss were as follows:                    
Current service cost  $2.6   $3.9   $5.2   $7.8 
Net interest cost   1.4    1.8    2.9    3.6 
   $4.0   $5.7   $8.1   $11.4 
Defined benefit costs recognized in:                    
Cost of sales  $2.3   $3.5   $4.6   $7.0 
Administrative and selling expense   0.3    0.4    0.6    0.8 
Interest on pension liability   1.4    1.8    2.9    3.6 
   $4.0   $5.7   $8.1   $11.4 

 

The amounts recognized in the condensed interim consolidated statements of other comprehensive loss in respect of the defined benefit plans are presented below:

 

   Three months ended
June 30,
   Six months ended
June 30,
 
   2026   2025   2026   2025 
Amounts recognized in other comprehensive loss, were as follows:                    
Actuarial (gain) loss on accrued pension liability  $(40.8)  $5.6   $(43.7)  $1.5 

 

19 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

18.OTHER POST-EMPLOYMENT BENEFITS

 

The components of amounts recognized in the condensed interim consolidated statements of net loss in respect of the other post-employment benefit plans are presented below:

 

   Three months ended
June 30,
   Six months ended
June 30,
 
   2026   2025   2026   2025 
Amounts recognized in net loss were as follows:                    
Current service cost  $0.4   $0.8   $0.9   $1.6 
Net interest cost   2.1    2.2    4.2    4.4 
   $2.5   $3.0   $5.1   $6.0 
Post employment benefit costs recognized in:                    
Cost of sales  $0.4   $0.7   $0.9   $1.4 
Administrative and selling expense   -    0.1    -    0.2 
Interest on pension liability   2.1    2.2    4.2    4.4 
   $2.5   $3.0   $5.1   $6.0 

 

The amounts recognized in the condensed interim consolidated statements of other comprehensive loss in respect of these other post-employment benefit plans are presented below:

 

   Three months ended
June 30,
   Six months ended
June 30,
 
   2026   2025   2026   2025 
Amounts recognized in other comprehensive loss, were as follows:                    
Actuarial loss (gain) on accrued post-employment benefit liability  $4.4   $(3.9)  $2.0   $(3.7)

 

19.OTHER LONG-TERM LIABILITIES

 

As at,  June 30,
2026
   December 31,
2025
 
The carrying amount of the following other long term liabilities:          
Accrued interest payable, Provincial MENDM Loan  $6.5   $6.2 
Financing arrangements   20.0    21.6 
LETL governmental loan benefit   150.0    38.6 
Long-term disability plan obligation   1.0    1.1 
Long-term portion of lease liability   0.8    1.4 
Legal settlement   1.0    1.7 
   $179.3   $70.7 

 

20 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

19.OTHER LONG-TERM LIABILITIES (continued)

 

LETL Governmental Loan Benefit

 

As disclosed in Note 16, the Company has entered into agreements with Canada Enterprise Emergency Funding Corporation and the Ministry of Northern Economic Development and Growth under which the Company has received a total of $334.7 million, net of transaction costs. At June 30, 2026, a governmental loan benefit representing below-market interest under this agreement was $150.0 million which will be recognized over the term of the LETL governmental loan (December 31, 2025 – $38.6 million).

 

20.INCOME TAX EXPENSE (RECOVERY)

 

The components of income tax expense (recovery) for the three and six month periods ended June 30, 2026 and 2025 are as follows:

 

   Three months ended
June 30,
   Six months ended
June 30,
 
   2026   2025   2026   2025 
Income tax expense (recovery) recognized in net loss:                    
Current tax expense (recovery)  $2.0   $(37.4)  $2.0   $(61.8)
Deferred income tax expense (recovery)   -    0.5    -    (1.5)
   $2.0   $(36.9)  $2.0   $(63.3)

 

21.COMMITMENTS AND CONTINGENCIES

 

Property, plant and equipment

 

In the normal course of business operations the Company has certain commitments for capital expenditures related to the maintenance and acquisition of property, plant and equipment.

 

Key inputs to production

 

Historically, the Company secured key raw materials under annual and multi-year supply agreements to support its integrated steel operations and cross-border business. Beginning in March 2025 and continuing into 2026, U.S. tariffs of up to 50% on Canadian steel and derivative products imposed under Section 232 of the Trade Expansion Act of 1962 fundamentally altered the Company's access to its primary export market and disrupted established North American trade flows and pricing. As a result, the Company's blast furnace and coke-making operations became commercially and operationally unviable. The Company permanently ceased those operations, and its transition to EAF steelmaking, which had originally been planned as a gradual multi-year process through 2027, became its sole remaining steel production pathway. In connection with these events, the Company issued notices asserting that certain raw material supply agreements and other related contracts had been frustrated.

 

21 

 

 

 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

21.COMMITMENTS AND CONTINGENCIES (continued)

 

Legal Matters

 

The Company has initiated and is responding to legal proceedings relating to certain supply agreements, including proceedings arising from the Company's position that certain agreements have been frustrated as a result of the unprecedented U.S. trade measures described above. The Company contends that these governmental actions fundamentally altered the circumstances underlying those agreements by eliminating access to its principal export market, disrupting established North American trade flows and pricing, and destroying the essential commercial purpose on which the agreements were based. As a result, the Company determined that its blast furnace and coke-making operations had become commercially and operationally unviable, permanently ceased those operations, and accelerated its transition to electric arc furnace steelmaking as its sole remaining steel production pathway. The Company maintains that these events rendered continued performance of the affected agreements radically different from what the parties originally contemplated. Accordingly, the Company has asserted various legal claims, remedies and defenses, including frustration and related doctrines, and intends to vigorously pursue and defend its position. Management continues to monitor these proceedings and will recognize provisions where a present obligation exists and a reliable estimate of loss can be made. While management believes it has valid legal claims and defenses, an adverse outcome in one or more of these matters could have a material adverse effect on the Company's consolidated financial condition, results of operations or cash flows.

 

22.CAPITAL STOCK

 

   Number of
shares issued
and
outstanding
   Stated
capital value
 
Balance at December 31, 2025   104,933,802   $975.5 
Issuance of capital stock   727,666    6.8 
Balance at June 30, 2026   105,661,468   $982.3 

 

During the six month period ended June 30, 2026, the Company issued 727,666 common shares upon exercise of Replacement LTIP units, earnout rights and Deferred Share Units (“DSUs”), Restricted Share Units (“RSUs”) and Performance Share Units (“PSUs”) under the Omnibus Plan. Refer to Notes 28, 29 and 31.

 

23.NET LOSS PER COMMON SHARE

 

   Three months ended
June 30,
   Six months ended
June 30,
 
   2026   2025   2026   2025 
(in millions)                
Net loss attributable to ordinary shareholders  $(96.0)  $(110.6)  $(255.4)  $(135.1)
Gain on change in fair value of warrants(i)   -    -    -    (34.5)
Net loss attributable to ordinary shareholders (diluted)  $(96.0)  $(110.6)  $(255.4)  $(169.6)
                     
(in millions)                    
Weighted average common shares outstanding(ii)   109.3    108.6    109.1    108.6 
Dilutive effect of warrants, restricted share units and performance share units (i) (ii)   -    -    -    24.2 
Dilutive weighted average common shares outstanding   109.3    108.6    109.1    132.8 
                     
Net loss per common share:                    
Basic  $(0.88)  $(1.02)  $(2.34)  $(1.24)
Diluted  $(0.88)  $(1.02)  $(2.34)  $(1.28)

 

22 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

23.NET LOSS PER COMMON SHARE (continued)

 

The following table sets forth the computation of basic and diluted net loss per common share:

 

(i)As at June 30, 2026, 24,178,999 IPO Warrants remain outstanding (June 30, 2025 – 24,178,999) and 6,768,953 LETL Warrants (June 30, 2025 – nil). For the purposes of determining diluted net loss per common share, net loss for the three and six month periods ended June 30, 2026 was not adjusted as the IPO and LETL Warrants were determined to be anti-dilutive. For the purposes of determining diluted net loss per common share, net loss for the three month period ended June 30, 2025 was not adjusted as the warrants were determined to be anti-dilutive. For the purposes of determining diluted net loss per common share, net loss for the six month period ended June 30, 2025 was adjusted for the change in the fair value of the warrants in the amount of $34.5 million (US $23.9 million) as the warrants were determined to be dilutive

 

(ii)On June 18, 2024 the Board of Directors granted 569,536 and 953,783 RSUs and PSUs, respectively, to various employees of the Company under the Omnibus Plan for the twelve month period ended March 31, 2025 (“FY2025 Plan”). On March 11, 2025, the Board of Directors granted 565,016 and 1,042,775 RSUs and PSUs, respectively, to various employees of the Company under the Omnibus Plan for the year ended December 31, 2025 (“CY2025 Plan”). On March 10, 2026, the Board of Directors granted 821,483 and 521,225 RSUs and PSUs, respectively, to various employees of the Company under the Omnibus Plan for the year ended December 31 2026 (“CY2026 Plan”). For the purposes of determining diluted net loss per share, the RSU and PSU units are considered contingently issuable potential ordinary shares. The treasury stock method is applied based on the number of units that vest based on achievement of various financial and non-financial targets. For the purposes of calculating diluted net loss per share for the three and six month periods ended June 30, 2026, net loss was not adjusted, as the inclusion of RSUs and PSUs would have been anti-dilutive and, accordingly, such units were excluded from the diluted loss per share calculation. For the purposes of calculating diluted net loss per share for the three month period ended June 30, 2025, net loss was not adjusted, as the inclusion of RSUs and PSUs would have been anti-dilutive and, accordingly, such units were excluded from the diluted loss per share calculation. For the six month period ended June 30, 2025, 439,260 common shares related to RSUs and PSUs were included in the calculation of diluted net loss per share based on the achievement of applicable performance targets.

 

For the three and six month periods ended June 30, 2026, the total weighted average common shares issued and outstanding is 105,532,736 and 105,268,864, respectively (June 30, 2025 – 104,933,802 and 104,915,846 respectively).

 

The Company issued earnout rights and Replacement LTIP awards in connection with the Company’s merger transaction from fiscal 2022. For the three and six month periods ended June 30, 2026, 625,078 and 640,182 weighted average earnout rights, respectively, have been included in the calculation of basic and diluted net loss per common share (June 30, 2025 – 651,584 and 669,252, respectively). Replacement LTIP awards are included within the weighted average common shares outstanding, as the Replacement LTIP Awards are fully vested and exercisable for a nominal price. For the three and six month periods ended June 30, 2026, 2,417,039 and 2,465,882 weighted average Replacement LTIP awards have been included in the calculation of basic and diluted net loss per common share, respectively (June 30, 2025 – 2,478,792 and 2,466,637, respectively). Refer to Notes 28 and 29.

 

The Company also routinely grants DSUs to Directors of the Company under its Omnibus Equity Incentive Plan (“Omnibus Plan”). DSUs as vested to various Directors of the Company in respect of their annual retainers. The DSUs recognized under the Omnibus Plan are included within the weighted average common shares outstanding, as the units are exercisable for no consideration. For the three and six month periods ended June 30, 2026, 698,727 and 670,800 weighted average DSUs have been included in the calculation of basic and diluted net loss per common share, respectively (June 30, 2025 – 522,070 and 501,863, respectively). Refer to Note 31.

 

23 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

24.NET CHANGE IN NON-CASH OPERATING WORKING CAPITAL

 

   Three months ended
June 30,
   Six months ended
June 30,
 
   2026   2025   2026   2025 
Accounts receivable  $(3.6)  $(50.5)  $27.1   $(39.3)
Taxes receivable   (0.6)   (21.9)   (3.1)   (37.0)
Taxes payable   5.5    14.1    11.3    15.3 
Inventories   29.9    (74.1)   115.5    110.9 
Prepaid expenses and other current assets   0.5    (1.8)   0.7    11.1 
Accounts payable and accrued liabilities   2.4    64.1    (7.6)   34.3 
Other current liabilities   (7.9)   -    (10.7)   - 
   $26.2   $(70.1)  $133.2   $95.3 

 

25.FINANCIAL INSTRUMENTS

 

Fair value of financial instruments

 

The fair value of cash, restricted cash, accounts receivable, accounts payable and accrued liabilities and other current liabilities approximates their carrying value due to the short-term nature of these instruments. The fair value of the Revolving Credit Facility approximates the respective carrying value, disclosed in Note 12, due to variable interest rates.

 

The fair value of the financing arrangement included in other long-term liabilities approximates the carrying value due to prevailing interest rates and the risk characteristics of the instrument.

 

The fair value of the various government funding are estimated based on a discounted cash flow model applying current rates offered to the Company for financial instruments subject to similar risk and maturities. The carrying value of government funding generally approximate its fair value.

 

The fair value of the Notes at June 30, 2026 is $464.2 million (December 31, 2025 - $400.0 million).

 

The fair values of the IPO Warrant liability, earnout liability and the share-based payment compensation liability are classified as Level 1 and are calculated using the quoted market price of the Company’s common shares at the end of each reporting period.

 

The fair value of the derivative asset included in other non-current assets is classified as Level 2 and is calculated using a binomial tree/lattice approach based on the Hull-White single factor interest rate term structure model.

 

The fair value of the LETL Warrant liability is classified as Level 2 and is calculated using a modified Black-Scholes call option pricing model.

 

24 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

25.FINANCIAL INSTRUMENTS (continued)

 

Financial risk management

 

The Company’s activities expose it to a variety of financial risks including credit risk, liquidity risk, interest rate risk and market risk. The Company may use derivative financial instruments to hedge certain of these risk exposures. The use of derivatives is based on established practices and parameters, which are subject to the oversight of the Board of Directors. The Company does not utilize derivative financial instruments for trading or speculative purposes.

 

Credit risk

 

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises primarily from the Company’s receivables from customers. The Company has an established credit policy under which each new customer is analyzed individually for creditworthiness before the Company’s standard payment and delivery terms and conditions are offered. The Company’s review includes a review of the potential customer’s financial information, external credit ratings and bank and supplier references. Credit limits are established for each new customer and customers that fail to meet the Company’s credit requirements may transact with the Company only on a prepayment basis.

 

The maximum credit exposure at June 30, 2026 is the carrying amount of accounts receivable of $213.3 million (December 31, 2025 - $192.7 million). At June 30, 2026, there was one customer account greater than 10% of the carrying amount of accounts receivable. At December 31, 2025, there was one customer account greater than 10% of the carrying amount of accounts receivable. As at June 30, 2026, $9.0 million, or 4.2% (December 31, 2025 - $9.3 million, or 5.4%), of accounts receivable were more than 90 days old.

 

The Company establishes an allowance for doubtful accounts that represents its estimate of losses in respect of accounts receivable. The main components of this allowance are a specific provision that relates to individual exposures and a provision for expected losses that have been incurred but not yet identified. The allowance for doubtful accounts at June 30, 2026 was $8.7 million (December 31, 2025 - $9.0 million), as disclosed in Note 9.

 

The Company may be exposed to certain losses in the event of non-performance by counterparties to derivative financial instruments such as commodity price contracts and foreign exchange contracts. The Company mitigates this risk by entering into transactions with highly rated major financial institutions.

 

Liquidity risk

 

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they come due. The Company manages liquidity risk by maintaining borrowing capacity under its Revolving Credit Facility and governmental loans. The Company continuously monitors and reviews actual and forecasted cash flows to ensure adequate liquidity and anticipate liquidity requirements. There have been no changes to the Company’s objectives and processes for capital management as described in Note 6 to the December 31, 2025 consolidated financial statements.

 

Market risk

 

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and commodity prices, will affect the Company’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return on risk. During the three and six month periods ended June 30, 2026 and 2025, the Company was not a party to agreements to hedge the commodity price risk associated with the revenue on the sale of steel. When the Company is party to hedging agreements, these activities are carried out under the oversight of the Company’s Board of Directors.

 

25 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

25.FINANCIAL INSTRUMENTS (continued)

 

Currency risk

 

The Company is exposed to currency risk on purchases, labour costs and pension and other post retirement employment benefits liabilities that are denominated in Canadian dollars. The prices for steel products sold in Canada are derived mainly from price levels in the US market in US dollars converted into Canadian dollars at the prevailing exchange rates. As a result, a stronger US dollar relative to the Canadian dollar increases the Company’s Canadian dollar selling prices for sales within Canada.

 

The Company’s Canadian dollar denominated financial instruments as at June 30, 2026 and December 31, 2025, were as follows:

 

As at,  June 30,
2026
   December 31,
2025
 
Cash  $58.1   $54.9 
Restricted cash   -    0.1 
Accounts receivable   165.3    120.6 
Bank indebtedness   (65.2)   (152.9)
Accounts payable and accrued liabilities   (93.2)   (120.8)
Governmental loans   (348.6)   (206.3)
Other long-term liabilities   (179.3)   (32.1)
Net Canadian dollar denominated financial instruments  $(462.9)  $(336.5)

 

A $0.01 decrease (or increase) in the US dollar relative to the Canadian dollar for the three and six month periods ended June 30, 2026 would have decreased (or increased) income (loss) from operations by $0.6 million and would have decreased (or increased) income (loss) from operations by $0.1 million for the year ended December 31, 2025.

 

Interest rate risk

 

Interest rate risk is the risk that the value of the Company’s assets and liabilities will be affected by a change in interest rates. The Company’s interest rate risk mainly arises from the interest rate impact on its banking facilities and debt. The Company may manage interest rate risk through the periodic use of interest rate swaps.

 

For the three and six month periods ended June 30, 2026, a one percent increase (or decrease) in interest rates would have decreased (or increased) net income (loss) by $0.2 million and $0.6 million, respectively. For the three and six month periods ended June 30, 2025, a one percent increase (or decrease) would not have decreased (or increased) net income (loss).

 

Commodity price risk

 

The Company is subject to price risk from fluctuations in the market prices of commodities, including scrap, electricity, and natural gas. The Company enters into supply agreements for certain of these commodities as disclosed in Note 21. To manage risks associated with future variability in cash flows attributable to certain commodity purchases, the Company may use derivative instruments with maturities of 12 months or less to hedge the commodity price risk associated with the revenue on the sale of steel. At June 30, 2026 and 2025, the Company had no commodity-based swap contracts.

 

26 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

26.OTHER INCOME

 

During the three and six month periods ended June 30, 2026, the Company recognized other income of $47.8 million and $47.9 million, respectively, including $45.0 million of insurance proceeds. During the six month period ended June 30, 2025, the Company recognized other income of $50.0 million from insurance proceeds.

 

27.IPO WARRANT LIABILITY

 

As at June 30, 2026, 24,178,999 IPO Warrants remain outstanding with an estimated fair value of US $0.03 per IPO Warrant based on the market price of the IPO Warrants, for which the Company recognized a liability of $0.9 million (US $0.6 million) (December 31, 2025 - $2.5 million; US $1.8 million). For the three and six month periods ended June 30, 2026, a gain of $2.4 million and $1.6 million, respectively, on change in the fair value of the IPO Warrant liability is presented in the condensed interim consolidated statements of net loss. For the three and six month periods ended June 30, 2025, a loss of $4.6 million and a gain of $34.5 million, respectively, on change in fair value of the IPO Warrant liability is presented in the condensed interim consolidated statements of net loss. The IPO Warrants will expire on October 19, 2026.

 

28.EARNOUT LIABILITY

 

As at June 30, 2026, 598,139 earnout rights remain outstanding with an estimated fair value of US $4.05 per unit based on the market price of the Company’s common shares, for which an earnout liability of $3.5 million (US $2.4 million) (December 31, 2025 - $3.7 million; US $2.7 million) was recognized in the condensed interim consolidated statements of financial position. During the six month period ended June 30, 2026, 57,314 earnout rights were settled for common shares. During the year ended December 31, 2025, 75,000 earnout rights were settled for common shares. Change in the fair value of the earnout liability for the three and six month periods ended June 30, 2026 of nil is presented in the condensed interim consolidated statements of net loss. Loss on change in the fair value of the earnout liability for the three month period ended June 30, 2025 of $1.3 million and gain of $3.1 million for the six month period ended June 30, 2025, is presented in the condensed interim consolidated statements of net loss

 

Continuity of earnout rights are as follows:

 

   Six months
ended
June 30, 2026
   Year ended
December 31,
2025
 
(in units)          
Opening balance   655,453    719,547 
Dividend equivalents and other adjustments   -    10,906 
Vested and settled   (57,314)   (75,000)
Ending balance   598,139    655,453 

 

29.SHARE-BASED PAYMENT COMPENSATION LIABILITY

 

Replacement Long Term Incentive Plan (“LTIP”) Awards

 

As at June 30, 2026, 2,335,924 Replacement LTIP Awards remain outstanding with an estimated fair value of US $4.05 per unit based on the market price of the Company’s common shares, for which the Company recognized a liability of $13.4 million (US $9.5 million) (December 31, 2025 - $14.1 million; US $10.3 million) in share-based payment compensation liability in the condensed interim consolidated statements of financial position. During the six month period ended June 30, 2026, 179,342 units were settled for common shares. Gain on change in the fair value of the share-based payment compensation liability for the three and six month periods ended June 30, 2026 of $0.1 million and nil is presented in the condensed interim consolidated statements of net loss. Loss on change in the fair value of the share-based payment compensation liability for the three month period ended June 30, 2025 of $5.1 million and gain of $10.3 million for the six month period ended June 30, 2025, is presented in the condensed interim consolidated statements of net loss.

 

27 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

29.SHARE-BASED PAYMENT COMPENSATION LIABILITY (continued)

 

Continuity of Replacement LTIP units are as follows:

 

   Six months
ended
 June 30, 2026
   Year ended
December 31,
2025
 
(in units)          
Opening balance   2,515,266    2,474,422 
Dividend equivalents and other adjustments   (179,342)   40,844 
Ending balance   2,335,924    2,515,266 

 

30.KEY MANAGEMENT PERSONNEL

 

The Company’s key management personnel, and persons connected with them, are also considered to be related parties for disclosure purposes. Key management personnel are defined as those individuals having authority and responsibility for planning, directing and controlling the activities of the Company and include the executive leadership team (ELT) and the Board of Directors.

 

Remuneration of the Company’s Board of Directors and ELT for the respective periods are as follows:

 

   Three months ended
June 30,
   Six months ended
June 30,
 
   2026   2025   2026   2025 
Salaries and benefits  $1.8   $2.3   $3.6   $4.6 
Director fees   -    0.4    -    0.8 
Share-based compensation (Note 31)   2.0    0.6    2.7    1.1 
   $3.8   $3.3   $6.3   $6.5 

 

31.SHARE-BASED COMPENSATION

 

Long-term incentive plan

 

On October 19, 2021, the Company approved an Omnibus Equity Incentive Plan (“Omnibus Plan”) that would allow the Company to grant various awards to its employees. Under the terms of the Omnibus Plan, the maximum number of common shares that may be awarded is 8.8 million common shares. The awards issuable under the Plan consists of RSUs, DSUs, PSUs and stock options.

 

Deferred share units

 

Under the terms of the Omnibus Plan, DSUs may be issued to members of the Board of Directors as may be designated by the Board of Directors from time-to-time in satisfaction of all or a portion of Director fees. The number of DSUs to be issued in satisfaction of a payment of Director fees shall be equal to the amount of the Director fees divided by the given day volume weighted average price of the Company’s common shares preceding the grant date. DSUs are equity-settled share-based payments measured at fair value at the date of grant and expensed immediately as the underlying services have been rendered. The grant date fair value is approximated by the price of the Company’s common shares on the date of grant. DSUs do not have an exercise price and become exercisable for one common share of the Company upon the retirement of the Director, or in the event of incapacity.

 

28 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

31.SHARE-BASED COMPENSATION (continued)

 

For the three and six month periods ended June 30, 2026, the Company recorded a share-based payment compensation expense of $0.7 million and $1.4 million, respectively, in administrative and selling expense on the condensed interim consolidated statements of net loss and contributed surplus (deficit) on the condensed interim consolidated statements of financial position. During the six month period ended June 30, 2026, 100,835 DSUs were settled for common shares. For the three and six month periods ended June 30, 2025, the Company recorded a share-based payment compensation expense of $0.4 million and $0.7 million, respectively, in administrative and selling expense on the condensed interim consolidated statements of net loss and contributed surplus (deficit) on the condensed interim consolidated statements of financial position.

 

Continuity of deferred share units are as follows:

 

   Six months
ended
June 30, 2026
   Year ended
December 31,
2025
 
(in units)          
Opening balance   705,674    480,481 
Granted   140,851    218,069 
Dividend equivalents and other adjustments   6,376    7,124 
Vested and settled   (100,835)   - 
Ending balance   752,066    705,674 

 

RSUs and PSUs

 

Under the terms of the Omnibus Plan, RSUs and PSUs may be issued to employees of the Company as may be designed by the Board of Directors in order to retain and motivate employees. RSUs and PSUs are equity-settled share-based payments measured at fair value at the date of grant and expensed over the vesting period. The grant date fair value takes into account any non-vesting conditions. The subsequent recognition of the grant date fair value over the vesting period involves the Company’s estimation of the RSUs and PSUs that will eventually vest and adjusts for the likelihood of achieving service conditions and performance conditions. RSUs and PSUs do not have an exercise price and become exercisable for one common share of the Company on the vesting date. Holders of RSUs and PSUs are also entitled to dividend equivalents when dividends are declared to common shareholders. The price of the Company’s common shares on the grant date is used to approximate the grant date fair value of each unit of RSUs and PSUs.

 

FY2024 Plan

 

On March 31, 2023 the Board of Directors approved a grant of 457,935 and 404,211 units of RSUs and PSUs, respectively, to various employees of the Company under the Omnibus Plan for the fiscal year ended March 31, 2024, with a grant date fair value of US $7.62 per award based on the market price of the Company’s common shares. The RSUs and PSUs vested on March 31, 2026, and as a result, 390,175 units were settled in common shares of which 203,163 shares were sold for $1.2 million to settle withholding taxes and the remaining 187,012 shares issued to plan participants.

 

29 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

31.SHARE-BASED COMPENSATION (continued)

 

FY2025 Plan

 

On June 18, 2024, the Board of Directors approved a grant of 569,536 and 953,783 units of RSUs and PSUs, respectively, to various employees of the Company under the Omnibus Plan for the twelve month period ended March 31, 2025. The RSUs and PSUs will vest on March 31, 2027 (the “Vesting Date”) upon the achievement of specific service conditions. Vesting of PSUs is further subject to satisfaction of a performance condition related to Total Shareholder Return (“TSR”). Under terms of the plan, upon the TSR reaching specified target thresholds of 25%, 50%, 75% as compared its peer group, eligible employees will receive PSUs in accordance with the Omnibus Plan. TSR is calculated as the sum of (a) 20-day volume weighted average price of the common shares as at March 31, 2027, less (b) 20-day volume weighted average price of the common shares as at April 1, 2024, plus (c) cumulative reinvested dividends from April 1, 2024 to March 31, 2027, divided by the 20-day volume weighted average price of the common shares converted to Canadian dollars as at April 1, 2024.

 

The grant date fair value of RSUs of US $10.21 per award is based on the market price of the Company’s common shares. The grant date fair value of PSUs of US $18.47 per award is estimated using a Monte-Carlo simulation which takes into account the market value of the shares of the Company and its peer group along with a wide range of possible share price outcomes. The Monte-Carlo simulation was performed on the grant date, September 4, 2024, and used the following to estimate the fair value of the PSUs:

 

Common share price  $13.81 
20-day VWAP as at April 1, 2024  $10.72 
Term (in years)   3.0 
Common share expected volatility   41.03%
Expected risk-free interest rate   3.09%

 

The total grant date fair value determined for the RSUs and PSUs are recognized on a straight-line basis over the vesting period.

 

CY2025 Plan

 

On March 11, 2025, the Board of Directors approved a grant of 565,016 and 1,042,775 units of RSUs and PSUs, respectively, to various employees of the Company under the Omnibus Plan for the fiscal year ended December 31, 2025. The RSUs and PSUs will vest on March 10, 2028 (the “Vesting Date”) upon the achievement of specific service conditions. Vesting of PSUs is further subject to satisfaction of a performance condition related to Total Shareholder Return (“TSR”). Under terms of the plan, upon the TSR reaching specified target thresholds of 25%, 50%, 75% as compared its peer group, eligible employees will receive PSUs in accordance with the Omnibus Plan. TSR is calculated as the sum of (a) 20-day volume weighted average price of the common shares as at December 31, 2027, less (b) 20-day volume weighted average price of the common shares as at January 1, 2025, plus (c) cumulative reinvested dividends from January 1, 2025 to December 31, 2027, divided by the 20-day volume weighted average price of the common shares converted to Canadian dollars as at January 1, 2025.

 

30 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

31.SHARE-BASED COMPENSATION (continued)

 

The grant date fair value of RSUs of US $4.58 per award is based on the market price of the Company’s common shares. The grant date fair value of PSUs of US $2.00 per award is estimated using a Monte-Carlo simulation which takes into account the market value of the shares of the Company and its peer group along with a wide range of possible share price outcomes. The Monte-Carlo simulation was performed on the grant date, August 21, 2025, and used the following to estimate the fair value of the PSUs:

 

Common share price  $6.36 
20-day VWAP as at January 1, 2025  $14.04 
Term (in years)   3.0 
Common share expected volatility   43.94%
Expected risk-free interest rate   2.62%

 

The total grant date fair value determined for the RSUs and PSUs are recognized on a straight-line basis over the vesting period.

 

CY2026 Plan

 

On March 10, 2026, the Board of Directors approved a grant of 821,483 and 521,225 units of RSUs and PSUs, respectively, to various employees of the Company under the Omnibus Plan for the fiscal year ended December 31, 2026. The RSUs and PSUs will vest on March 15, 2029 (the “Vesting Date”) upon the achievement of specific service conditions. Vesting of PSUs is further subject to satisfaction of a performance condition related to Total Shareholder Return (“TSR”). Under terms of the plan, upon the TSR reaching specified target thresholds of 25%, 50%, 75% as compared its peer group, eligible employees will receive PSUs in accordance with the Omnibus Plan. TSR is calculated as the sum of (a) 20-day volume weighted average price of the common shares as at December 31, 2028, less (b) 20-day volume weighted average price of the common shares as at January 1, 2026, plus (c) cumulative reinvested dividends from January 1, 2026 to December 31, 2028, divided by the 20-day volume weighted average price of the common shares converted to Canadian dollars as at January 1, 2026.

 

The grant date fair value of RSUs of $6.86 per award is based on the market price of the Company’s common shares. The grant date fair value of PSUs of $9.17 per award is estimated using a Monte-Carlo simulation which takes into account the market value of the shares of the Company and its peer group along with a wide range of possible share price outcomes. The Monte-Carlo simulation was performed on the grant date, May 26, 2026, and used the following to estimate the fair value of the PSUs:

 

Common share price  $6.88 
20-day VWAP as at January 1, 2026  $5.86 
Term (in years)   3.0 
Common share expected volatility   54.05%
Expected risk-free interest rate   2.73%

 

The total grant date fair value determined for the RSUs and PSUs are recognized on a straight-line basis over the vesting period.

 

31 

ALGOMA STEEL GROUP INC.

 

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) 

Tabular amounts expressed in millions of Canadian dollars except for share and per share information

 

31.SHARE-BASED COMPENSATION (continued)

 

Continuity of RSUs are as follows:

 

   Six months
ended
 June 30, 2026
   Year ended
December 31,
2025
 
(in units)          
Opening balance   1,195,401    1,037,229 
Granted   821,483    565,016 
Dividend equivalents and other adjustments, net of cancellations   (33,788)   (406,844)
Vested and settled   (349,076)   - 
Ending balance   1,634,020    1,195,401 

 

Continuity of PSUs are as follows:

 

   Six months
ended
 June 30, 2026
   Year ended
December 31,
2025
 
(in units)          
Opening balance   1,170,381    1,049,039 
Granted   521,225    1,042,775 
Dividend equivalents and other adjustments, net of cancellations   -    (921,434)
Vested and settled   (41,099)   - 
Ending balance   1,650,507    1,170,381 

 

For the three and six month periods ended June 30, 2026, the Company recorded share-based payment compensation expense of $3.6 million and $5.6 million, respectively, in administrative and selling expenses on the condensed interim consolidated statements of net loss and contributed surplus (deficit) on the condensed interim consolidated statements of financial position. For the three and six month periods ended June 30, 2025, the Company recorded share-based payment compensation expense of $3.1 million and $6.4 million, respectively, in administrative and selling expenses on the condensed interim consolidated statements of net loss and contributed surplus (deficit) on the condensed interim consolidated statements of financial position.

 

32.DIVIDENDS

 

During the three and six month periods ended June 30, 2026, the Company did not pay ordinary dividends to shareholders. During the three and six month period ended June 30, 2025, the Company paid ordinary dividends to common shareholders at US $0.05 per common share in the aggregate amount of $14.8 million (US $10.5 million), recorded as a distribution through deficit.

 

32 

 

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