Luxembourg, July 1, 2013 — ArcelorMittal (the “Company” or “ArcelorMittal”) and ArcelorMittal USA LLC (“AM USA” and together with ArcelorMittal, the “Offerors”) today announced the early tender results of the tender offer (the “Offer”) to purchase for cash any and all of AM USA’s 6.500% Notes due 2014 (the “Notes”), which was previously announced on June 17, 2013.
The Offer is being made pursuant to an offer to purchase dated June 17, 2013 (the “Offer to Purchase”), which sets forth a more comprehensive description of the terms of the Offer. Capitalized terms used but not otherwise defined in this press release shall have the meanings given to them in the Offer to Purchase.
The Early Tender Time (June 28, 2013) for Notes validly tendered pursuant to the Offer has now passed. Notes that were validly tendered prior to such time pursuant to the Offer and are accepted for payment by the Offerors will be entitled to receive the Total Consideration, which is inclusive of the Early Participation Amount, plus Accrued Interest. Holders whose Notes are accepted for purchase and who validly tender their Notes after the Early Tender Time but at or prior to the Expiration Time will be eligible to receive the Tender Consideration, which is the Total Consideration minus the Early Participation Amount, plus Accrued Interest. The Early Settlement Date (for Notes validly tendered prior to the Early Tender Time and accepted for purchase by the Offerors) is expected to be July 1, 2013, unless extended. The Expiration Time for Notes validly tendered pursuant to the Offer is 11:59 p.m., New York City time, on July 15, 2013 (unless extended or earlier terminated). The Final Settlement Date (for Notes validly tendered after the Early Tender Time and accepted for purchase by the Offerors) is expected to be July 16, 2012, unless extended.
The table below sets forth information with respect to the Notes and the Offer as well as the aggregate principal amount of Notes that were validly tendered and not validly withdrawn prior to 11:59 p.m., New York City time, on June 28, 2013.
|
Issuer |
Title of Security |
CUSIP/ISIN |
Outstanding Principal Amount |
Total Consideration |
Aggregate Principal Amount Tendered as of 11:59 p.m., New York City time, June 28, 2013 |
|
|
Dollars per $1,000 Face Amount |
Early Participation Amount(1) |
|||||
|
ArcelorMittal USA LLC |
6.500% Notes due April 15, 2014 |
460377AB0/ |
U.S.$500,000,000 |
$1,038.75 |
$50.00 |
$ 310,683,000 |
|
|
|
|
|
|
|
|
(1) Per $1,000 principal amount of Notes tendered, in U.S. dollars.
The Withdrawal Deadline (June 28, 2013) for the Offer has now passed. Notes already tendered pursuant to the Offer may no longer be withdrawn, and any other Notes tendered prior to the Expiration Time may not be withdrawn.
ArcelorMittal and AM USA are making the Offer in order to retire all or a portion of the Notes prior to their maturity. The Company’s offer for the Notes reflects its robust liquidity position and forms part of its proactive approach to managing its debt maturity profile, reducing gross debt and optimizing interest costs.
The obligation of ArcelorMittal and AM USA to accept for purchase, and to pay for the Notes validly tendered pursuant to the Offer, is conditioned upon the satisfaction or, where applicable, waiver by ArcelorMittal and AM USA of a number of conditions described in the Offer to Purchase. ArcelorMittal and AM USA reserve the right, in their sole discretion, to waive any one or more of the conditions to the Offer at any time.
The Offer is not contingent upon the tender of any minimum principal amount of Notes.
J.P. Morgan Securities LLC has been appointed to serve as the dealer manager for the Offer. D.F. King & Co., Inc. has been retained to serve as the information agent and tender agent.
For additional information regarding the terms of the Offer, please contact J.P. Morgan Securities LLC at +1 (866) 834-4666 (toll free within U.S.) or collect at: +1 (212) 834-2452. Requests for documents and questions regarding the tender of Notes may be directed to D.F. King & Co., Inc. toll free at +1 (800) 758-5378 or collect at +1 (212) 269-5550.
Copies of the Offer to Purchase may be obtained at no charge from D.F. King & Co., Inc.
None of ArcelorMittal, AM USA, the dealer manager, the information agent or the tender agent makes any recommendation as to whether any holder of the Notes should tender or refrain from tendering all or any portion of the principal amount of the Notes.