PLTE Claymont Steel Hlds (MM)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE TO

Tender Offer Statement under Section 14(d)(1) or 13(e)(1)

of the Securities Exchange Act of 1934

CLAYMONT STEEL HOLDINGS, INC.

(Name of Subject Company (Issuer))

TITAN ACQUISITION SUB, INC.

and

EVRAZ GROUP S.A.

(Name of Person Filing Statement (Offeror))

Common Shares, par value $0.001

(Titles of Class of Securities)

18382P104

(CUSIP Number of Class of Securities)

Alexander V. Frolov

Chief Executive Officer

Evraz Group S.A.

1, Allée Scheffer

L-2520, Luxembourg

+7 (495) 232-1370

Copy to:

William A. Groll, Esq.

Neil Q. Whoriskey, Esq.

Cleary Gottlieb Steen & Hamilton LLP

One Liberty Plaza

New York, New York 10006

(212) 225-2000

(Name, Address and Telephone Numbers of Persons

Authorized to Receive Notices and Communications on Behalf of Filing Person)

CALCULATION OF FILING FEE

Check the appropriate boxes below to designate any transactions to which the statement relates:

Page 1 of 6 pages

Exhibit Index begins on Page 6

This Tender Offer Statement on Schedule TO (this “Schedule TO” ) relates to the offer by Titan Acquisition Sub, Inc. ( “Purchaser” ), a Delaware corporation and a wholly owned subsidiary of Evraz Group S.A., a company organized as a société anonyme under the laws of the Grand Duchy of Luxembourg ( “Evraz” ), to purchase all outstanding shares of common stock, par value $0.001 per share ( “Shares” ), of Claymont Steel Holdings, Inc., a Delaware corporation ( “Claymont Steel ” ), at a price of $23.50 per Share, net to the seller in cash, without interest thereon and less any applicable stock transfer taxes and withholding taxes, upon the terms and subject to the conditions set forth in the Offer to Purchase dated December 18, 2007 (the “Offer to Purchase” ) and in the related Letter of Transmittal (which, together with any amendments or supplements thereto, collectively constitute the “Offer” ), which are annexed to and filed with this Schedule TO as Exhibits (a)(1)(A) and (a)(1)(B), respectively. This Schedule TO is being filed on behalf of Purchaser and Evraz. Unless otherwise indicated, references to sections in this Schedule TO are references to sections of the Offer to Purchase.

The information set forth in the “Summary Term Sheet” in the Offer to Purchase is incorporated herein by reference.

(a) The name of the subject company is Claymont Steel Holdings, Inc. Claymont Steel’s principal executive office is located at 4001 Philadelphia Pike, Claymont, Delaware 19703. Claymont Steel’s telephone number is (302) 792-5400.

(b) This Tender Offer Statement on Schedule TO relates to Titan Acquisition Sub, Inc.’s offer to purchase all outstanding Shares. According to Claymont Steel, as of December 9, 2007, there were 17,566,754 Shares of common stock issued and outstanding, outstanding options to purchase an aggregate of 211,348 Shares, and 159,776 outstanding Shares subject to vesting or other lapse restrictions.

(c) The information set forth in Section 6—“Price Range of Shares; Dividends” is incorporated herein by reference.

The information set forth in Section 9—“Certain Information Concerning Purchaser and Evraz” and Schedule A to the Offer to Purchase is incorporated herein by reference.

The information set forth in the Offer to Purchase is incorporated herein by reference.

The information set forth in Sections 8, 9, 10 and 11—“Certain Information Concerning Claymont Steel,” “Certain Information Concerning Purchaser and Evraz,” “Background of the Offer; Contacts with Claymont Steel” and “Purpose of the Offer; Plans for Claymont Steel and the Merger Agreement” is incorporated herein by reference.

The information set forth in Sections 6, 7, 11 and 14—“Price Range of Shares; Dividends,” “Possible Effects of the Offer on the Market for the Shares; Nasdaq Listing; Exchange Act Registration and Margin Regulations,” “Purpose of the Offer; Plans for Claymont Steel and the Merger Agreement” and “Dividends and Distributions” is incorporated herein by reference.

The information set forth in Section 12—“Source and Amount of Funds” is incorporated herein by reference.

The information set forth in Sections 8, 9, 10 and 11—“Certain Information Concerning Claymont Steel,” “Certain Information Concerning Purchaser and Evraz,” “Background of the Offer; Contacts with Claymont Steel” and “Purpose of the Offer; Plans for Claymont Steel and the Merger Agreement” is incorporated herein by reference.

The information set forth in Sections 10, 11 and 16—“Background of the Offer; Contacts with Claymont Steel,” “Purpose of the Offer; Plans for Claymont Steel and the Merger Agreement” and “Fees and Expenses” is incorporated herein by reference.

Not applicable.

(a)(1) The information set forth in Sections 9, 10, and 11—“Certain Information Concerning Purchaser and Evraz,” “Background of the Offer; Contacts with Claymont Steel” and “Purpose of the Offer; Plans for Claymont Steel and the Merger Agreement” is incorporated herein by reference.

(a)(2),(3) The information set forth in Sections 11, 13 and 15—“Purpose of the Offer; Plans for Claymont Steel and the Merger Agreement,” “Certain Conditions of the Offer” and “Certain Legal Matters” is incorporated herein by reference.

(a)(4) The information set forth in Section 7—“Possible Effects of the Offer on the Market for the Shares; Nasdaq Listing; Exchange Act Registration and Margin Regulations” is incorporated herein by reference.

(a)(5) Not applicable.

Not applicable.

SIGNATURE

After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

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