Regulatory News:
ArcelorMittal today re-affirmed that its all cash offer to
acquire 100% of the outstanding common shares and share purchase
warrants of Baffinland Iron Mines Corporation (“Baffinland”),
issued pursuant to the indenture dated January 31, 2007, provides
certainty and transparency to shareholders, and is superior to the
coercive partial offer by Nunavut Iron Ore Acquisition Inc.
(“Nunavut”).
This re-affirmation follows a settlement agreement between
Nunavut and Staff of the Ontario Securities Commission (“OSC”), the
major terms of which were that Nunavut must either extend the
expiry date of its bid for a minimum of 10 days without offering
the exchange rights and warrants previously proposed by Nunavut, or
amend their offer to provide for the issuance of the exchange
rights while also extending the offer for a minimum 10 days. Under
no circumstances can Nunavut on January 10, 2011 take up any shares
tendered to its offer.
Nunavut’s agreement with the OSC allowed it to avoid a public
hearing to examine the adequacy of its disclosure and its
compliance with securities laws, and the risk of a cease trade
order against its bid.
“Nunavut’s partial offer is highly conditional and
discretionary, and continues to be so,” Peter Kukielski, Head of
Mining and Member of the Group Management Board at ArcelorMittal,
said. “Nunavut provides Baffinland shareholders no certainty as to
what Nunavut is offering under its bid. Nunavut's coercive partial
offer will leave shareholders with the prospect of holding thinly
traded shares subject to further financing and execution risks. It
is also important for Baffinland shareholders to understand that
the Nunavut offer does not currently include any exchange rights or
warrants, and will not unless and until such time as the Nunavut
offer is amended and the timing extended, both of which are
uncertain.”
He added that the Baffinland shares would be subject to further
dilution under the Nunavut offer, as a result of the proposed
issuance of warrants, if implemented, and as Nunavut sought
financing to move the project forward.”.
As disclosed by Baffinland earlier today, estimated capital
costs under the Road Haulage feasibility study currently being
finalized are expected to be higher than research analyst
estimates, creating further uncertainty about the likely trading
value of Baffinland shares not taken up under the Nunavut partial
offer.
From the perspective of Baffinland shareholders, the
ArcelorMittal offer for 100% of Baffinland shares eliminates all
uncertainty with respect to future financing and costs of the Mary
River project, dilution arising from the financing of the project,
and the future trading value of Baffinland shares.
Baffinland shareholders now have a clear choice – to tender to
the all cash C$1.40 per share offer by ArcelorMittal for 100 per
cent of the Common Shares before 11:59 p.m. (Toronto time) on
January 10, 2011, or risk the uncertainty of Nunavut’s coercive
partial offer.
The Baffinland Board of Directors recommends that shareholders
and 2007 Warrant holders accept the ArcelorMittal Offer.
Baffinland's largest shareholder, Resource Capital Funds, has
tendered all of its Common Shares and 2007 Warrants, representing
approximately 22.5% of the outstanding Common Shares (on a fully
diluted basis), to the ArcelorMittal Offer, and each of the
directors and officers of Baffinland have tendered all Common
Shares and 2007 Warrants held by them, representing a further
approximately 2.4% of the outstanding Common Shares (on a fully
diluted basis), to the Offer, all pursuant to lock-up agreements
with ArcelorMittal. In addition, as at 29 December 2010, no further
conditions relating to regulatory approvals are outstanding under
the Offer.
Contact InformationInformation Agent for the
OfferGeorgesonToll Free (North America): 1-888-605-7641Collect
(Overseas): 1-781-575-2168E-Mail: askus@georgeson.com
This document contains forward-looking information and
statements about ArcelorMittal and its subsidiaries. These
statements include financial projections and estimates, including
non-cash impairment charges, net financial debt and net debt to
EBITDA leverage ratio, statements regarding plans, objectives and
expectations with respect to future operations and statements
regarding future performance generally. Forward-looking statements
may be identified by the words "will," "believe," "expect" or
similar expressions. Although ArcelorMittal's management believes
that the expectations reflected in such forward-looking statements
are reasonable, investors and holders of ArcelorMittal's securities
are cautioned that forward-looking information and statements are
subject to numerous risks and uncertainties, many of which are
difficult to predict and generally beyond the control of
ArcelorMittal, that could cause actual results and developments to
differ materially and adversely from those expressed in, or implied
or projected by, the forward-looking information and statements.
These risks and uncertainties include those discussed or identified
in the filings with the Luxembourg Stock Market Authority for the
Financial Markets (Commission de Surveillance du Secteur Financier)
and the United States Securities and Exchange Commission (the
"SEC") made or to be made by ArcelorMittal, including
ArcelorMittal's Annual Report on Form 20-F for the year ended 31
December, 2009 filed with the SEC. ArcelorMittal undertakes no
obligation to publicly update its forward-looking statements,
whether as a result of new information, future events or
otherwise.
About ArcelorMittal
ArcelorMittal is the world's leading steel company, with
operations in more than 60 countries.
ArcelorMittal is the leader in all major global steel markets,
including automotive, construction, household appliances and
packaging, with leading R&D and technology, as well as sizeable
captive supplies of raw materials and outstanding distribution
networks. With an industrial presence in over 20 countries spanning
four continents, the Company covers all of the key steel markets,
from emerging to mature.
Through its core values of sustainability, quality and
leadership, ArcelorMittal commits to operating in a responsible way
with respect to the health, safety and wellbeing of its employees,
contractors and the communities in which it operates. It is also
committed to the sustainable management of the environment and of
finite resources. ArcelorMittal recognises that it has a
significant responsibility to tackle the global climate change
challenge; it takes a leading role in the industry's efforts to
develop breakthrough steelmaking technologies and is actively
researching and developing steel-based technologies and solutions
that contribute to combat climate change.
In 2009, ArcelorMittal had revenues of $65.1 billion and crude
steel production of 73.2 million tonnes, representing approximately
8 per cent of world steel output.
ArcelorMittal is listed on the stock exchanges of New York (MT),
Amsterdam (MT), Paris (MT), Brussels (MT), Luxembourg (MT) and on
the Spanish stock exchanges of Barcelona, Bilbao, Madrid and
Valencia (MTS).
For more information about ArcelorMittal visit:
www.arcelormittal.com
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