ArcelorMittal (the “ Company ” or “ ArcelorMittal ”) announces the launch of its tender offer (the “ Offer ”) to purchase for cash any and all of its outstanding 9.850% Notes due June 1, 2019 (CUSIP 03938LAM6/ ISIN US03938LAM63) (the “ Notes ”).
(1) The interest rate on the Notes increased pursuant to an interest adjustment clause applicable to the Notes and is currently 10.850%.
(2) Per $1,000 principal amount of Notes validly tendered and not validly withdrawn. Does not include Accrued Interest (as defined herein).
This announcement does not contain the full terms and conditions of the Offer, which are contained in the offer to purchase dated May 11, 2016 (as it may be amended or supplemented from time to time, the “Offer to Purchase”) and the Notice of Guaranteed Delivery, and is subject to the offer restrictions set out below and more fully described in the Offer to Purchase.
Notes may be validly tendered at any time on or before 5:00 p.m., New York City time, on May 18, 2016, unless extended or earlier terminated (as may be extended or earlier terminated, the “Expiration Time”). Notes must be tendered in accordance with the procedures set forth in the Offer to Purchase. Subject to certain conditions, Holders may tender Notes in the Offer pursuant to guaranteed delivery procedures by transmitting a Notice of Guaranteed Delivery to the Tender Agent prior to the Expiration Time, as described in more detail in the section “The Offer—Procedures for Tendering Notes—Guaranteed Delivery Procedure for Notes” in the Offer to Purchase.
With respect to the Notes validly tendered prior to the Expiration Date and not validly withdrawn and accepted for purchase pursuant to the Offer, other than Notes tendered pursuant to the guaranteed delivery procedures, the Company expects to pay the notes tender consideration (the “Tender Consideration”), which is the U.S. dollar amount payable per $1,000 principal amount of the Notes set forth in the table above, together with any Accrued Interest, to the Holders thereof on the first Business Day after the Expiration Time (the “Any and All Settlement Date”). With respect to Notes tendered pursuant to the guaranteed delivery procedures and accepted for purchase by the Company, if any, the Company expects to pay the Tender Consideration, together with any Accrued Interest, to the Holders thereof on the third Business Day after the Expiration Time.
The Tender Consideration will be payable in cash. In addition to the Tender Consideration, Holders who tender Notes that are accepted for purchase pursuant to the Offer will also be paid accrued and unpaid interest from, and including, the immediately preceding interest payment date for the Notes to, but excluding, the Any and All Settlement Date (the “Accrued Interest”).
Notes tendered may only be withdrawn at or prior to 5:00 p.m., New York City time, on May 18, 2016 (such date and time, as the same may be extended, the “Withdrawal Deadline”) but, except as otherwise provided, not thereafter.
ArcelorMittal will fund the Offer with existing cash resources, including the proceeds of its rights offering that closed on April 8, 2016. The Offer is being made to reduce gross debt through the early repayment of medium-term maturing bonds.
Barclays Capital Inc., BNP Paribas, Citigroup Global Markets Limited and J.P. Morgan Securities LLC have been appointed to serve as the dealer managers for the Offer. D.F. King has been retained to serve as the information agent and tender agent in connection with the Offer.
For additional information regarding the terms of the Offer, please contact Barclays Capital Inc. by email at liability.management@barclays.com or by telephone at +1 800 438 3242 (toll free within the U.S.), collect at +1 212 528 7581 or +44 20 3134 8515 (London), BNP Paribas at +1 888 210 4358 (toll free within the U.S.) or collect at +1 212 841 3059, Citigroup Global Markets Limited by email at liabilitymanagement.europe@citi.com or by telephone at +44 20 7986 8969 (London), +1 800 558 3745 (toll free within the U.S.) or collect at +1 212 723 6106 or J.P. Morgan Securities LLC at +1 866 834 4666 (toll free within the U.S.) or collect at +1 212 834 3424. Requests for documents and questions regarding the tender of Notes may be directed to D.F. King via email:arcelor@dfkingltd.com or telephone: London: +44 (0)20 7920 9700, New York: +1 800 814 4284 (toll free within U.S.) or collect at + 1 212 269 5550, and Hong Kong: +852 3953 7230.
The Offer to Purchase is expected to be distributed to holders of Notes beginning today. A copy of the Offer to Purchase (including the Notice of Guaranteed Delivery for the Offer) is available at http://www.dfking.com/arcelor and may also be obtained at no charge from D.F. King.
