ArcelorMittal Announces the Results of its Offer to Purchase for
Cash Any and All of its 3.600% Notes due 2024, 6.125% Notes due
2025 and 4.550% Notes due 2026
June 25, 2021 16:15 CEST – On June 17, 2021,
ArcelorMittal (the “Company” or
“ArcelorMittal”) announced the launch of its
tender offer (the “Offers” and each, an
“Offer”) to purchase for cash, any and all of its
series of 3.600% notes due 2024 (CUSIP 03938L BB9 / ISIN
US03938LBB99) (the “2024 Notes”), its series of
6.125% notes due 2025 (CUSIP 03938LAZ7 / ISIN US03938LAZ76) (the
“2025 Notes”) and its series of 4.550% notes due
2026 (CUSIP 03938L BA1 / ISIN US03938LBA17) (the “2026
Notes”, and together with the 2024 Notes and the 2025
Notes, the “Notes”), on the terms and subject to
the conditions set out in the offer to purchase dated June 17, 2021
(the “Offer to Purchase”) and the Notice of
Guaranteed Delivery. The Offers expired at 5:00 p.m., New York City
time, on June 24, 2021 (the “Expiration
Time”).
The table below sets forth the information with
respect to the Notes and the Offers as well as the aggregate
principal amount of Notes that were validly tendered (including
using the guaranteed delivery procedures set forth herein) and not
validly withdrawn at or prior to 5:00 p.m., New York City time on
June 24, 2021.
Title of
Security |
CUSIP/ISIN |
Principal Amount
Tendered(1) |
Outstanding Principal
Amount after Settlement |
Tender
Consideration(2) |
3.600% notes due 2024 |
03938L BB9/US03938LBB99 |
U.S.$464,847,000 |
U.S.$285,153,000 |
U.S.$
1,076.50 |
6.125% notes due 2025 |
03938LAZ7/US03938LAZ76 |
U.S.$ 73,441,000 |
U.S.$183,452,000 |
U.S.$
1,176.00 |
4.550% notes due 2026 |
03938L BA1/US03938LBA17 |
U.S.$354,551,000 |
U.S.$395,449,000 |
U.S.$
1,130.00 |
- Including U.S.$5,863,000 of 2024 Notes, U.S.$484,000 of 2025
Notes and U.S.$7,369,000 of 2026 Notes tendered pursuant to the
guaranteed delivery procedures, for which the delivery of Notes
must be made by no later than 5:00 p.m. on June 28, 2021.
- Per U.S.$1,000 principal amount of Notes validly tendered and
not validly withdrawn. Does not include Accrued Interest (as
defined in the Offer to Purchase) which will be payable to holders
who tender Notes that are accepted for purchase by the
Company.
Subject to the terms and conditions set forth in
the Offer to Purchase, the Company expects to accept for purchase
on June 29, 2021, the amount of Notes validly tendered at or prior
to the Expiration Time (including using the guaranteed delivery
procedures set forth herein).
Payment of the aggregate consideration for all
such Notes is expected to be made on June 29, 2021, on which date
the Company will deposit with DTC the amount of cash necessary to
pay the Tender Consideration plus Accrued Interest in respect of
the Notes accepted for purchase in the Offers.
Citigroup Global Markets Limited, Credit
Agricole Securities (USA) Inc., Goldman Sachs International, Intesa
Sanpaolo IMI Securities Corp., Mizuho Securities USA LLC, SMBC
Nikko Capital Markets Europe GmbH and Société Générale have been
appointed to serve as dealer managers for the Offers (the “Dealer
Managers”). D.F. King has been retained to serve as the information
agent and tender agent in connection with the Offers.
For additional information regarding the terms
of the Offers, please contact Citigroup Global Markets Limited by
email at liabilitymanagement.europe@citi.com or by telephone at +44
20 7986 8969 or +1 800 558 3745 (toll free within the U.S.) or +1
212 723 6106 (collect) or Credit Agricole Securities (USA) Inc. by
email at us.liabilitymanagement@ca-cib.com or by telephone at +1
866 807 6030 (toll free within the U.S.) or +1 212 261 7802
(collect) or Goldman Sachs International by email at
liabilitymanagement.eu@gs.com (London) or GS-LM-NYC@gs.com (New
York) or by telephone at +44 207 552 6157 (London) or +1 800 828
3182 (toll free within the U.S.) or +1 212 357 1452 (collect) or
Intesa Sanpaolo IMI Securities Corp. by email at
DCM.Syndicate.NY@intesasanpaolo.com or by telephone at +1 800 477
9296 (toll free within the U.S.) or +1 646 206 3662 (collect) or
Mizuho Securities USA LLC by telephone at +44 20 7090 6134 (London)
or +1 866 271 7403 (toll free within the U.S.) or +1 212 205 7736
(collect) or SMBC Nikko Capital Markets Europe GmbH by email at
LM.EMEA@smbcnikko-cm.com or by telephone at +44 20 3527 7545
(London) or Société Générale by email at
liability.management@sgcib.com or by telephone at +33 1 42 13 32 40
/+33 1 42 13 79 52 or +1 855 881 2108 (toll free within the U.S.)
or +1 212 278 6964 (collect). Requests for documents and questions
regarding the tender of Notes may be directed to D.F. King via
e-mail: arcelormittal@dfkingltd.com or telephone: New York: +1
877-732-3619 (toll free within U.S.) or at
+ 1 212 269 5550 (collect) and +44 20 7920 9700
(London). All documents relating to the Offers, together with any
updates, are available via the Offer Website:
https://sites.dfkingltd.com/ArcelorMittal.
Capitalized terms used and not defined herein
have the meanings ascribed to them in the Offer to Purchase.
Important Information
This press release is neither an offer to
purchase nor a solicitation to buy any Notes nor is it a
solicitation for acceptance of the Offers. This announcement must
be read in conjunction with the Offer to Purchase and the
announcement dated June 17, 2021. The distribution of this
announcement and the Offer to Purchase in certain jurisdictions may
be restricted by law. Persons into whose possession this
announcement or the Offer to Purchase comes are required by each of
the Company, the Dealer Managers and the Information and Tender
Agent to inform themselves about and to observe any such
restrictions.
###
European Economic
Area. In any European Economic Area
(“EEA”) member state (each, a
“Member State”), the Invitation
for Offers is only addressed to and is only directed at qualified
investors within the meaning of Regulation (EU) 2017/1129 (as
amended or superseded) (the “EU Prospectus Regulation”), in that
Member State. Each person in a Member State who receives any
communication in respect of the Invitation contemplated in the
Invitation for Offers will be deemed to have represented, warranted
and agreed to and with the Dealer Managers and the Company that it
is a qualified investor within the meaning of Article 2(e) of each
of the EU Prospectus Regulation.
United Kingdom. This
announcement, the Offer to Purchase and any other documents or
offering materials relating to the Offers are for distribution only
to persons who (i) are outside the United Kingdom; (ii) have
professional experience in matters relating to investments falling
within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (as amended, the
“Order”); (iii) are persons falling within Article
49(2)(a) to (d) ("high net worth companies, unincorporated
associations etc.") of the Order; (iv) are members or creditors of
certain bodies corporate as defined by or within Article 43(2) of
the Order; or (v) are persons to whom an invitation or inducement
to engage in investment activity (within the meaning of section 21
of the Financial Services and Markets Act 2000) in connection with
the issue or sale of any securities may otherwise lawfully be
communicated or caused to be communicated (all such persons
together being referred to as “relevant persons”). This
announcement and the Offer to Purchase are directed only at
relevant persons and must not be acted or relied on by persons who
are not relevant persons. Any investment or investment activity to
which this document relates is available only to relevant persons
and will be engaged in only with relevant persons.
France. None of this
announcement, the Offer to Purchase or any other documents or
offering materials relating to the Offers have been distributed or
caused to be distributed and will not be distributed or caused to
be distributed in France, other than to qualified investors
(investisseurs qualifiés), as defined in Article L. 411-2 1° of the
French Code monétaire et financier and in Article 2(e) of the EU
Prospectus Regulation. None of this announcement, the Offer to
Purchase, or any other such offering material has been submitted
for clearance to the Autorité des marchés financiers. By
participating in an Offer, an investor resident and/or located in
France will be deemed to represent and warrant to the Company, the
Dealer Managers and the Information and Tender Agent that it is a
qualified investor.
Italy. None of this
announcement, the Offers, the Offer to Purchase or any other
documents or materials relating to the Offers have been or will be
submitted to the clearance procedures of the Commissione Nazionale
per le Società e la Borsa (“CONSOB”), pursuant to
applicable Italian laws and regulations.
The Offers are being carried out in the Republic
of Italy (“Italy”) as an exempted offer pursuant
to article 101-bis, paragraph 3-bis of Legislative Decree No. 58 of
February 24, 1998, as amended (the “Consolidated
Financial Act”) and article 35-bis, paragraph 4 of
CONSOB Regulation No. 11971 of May 14, 1999, as amended (the
“Issuer’s Regulation”). The Offers are also being
carried out in compliance with article 35-bis, paragraph 7 of the
Issuers’ Regulation.
Holders or beneficial owners of the Notes
located in Italy may tender the Notes in the Offers through
authorized persons (such as investment firms, banks or financial
intermediaries permitted to conduct such activities in Italy in
accordance with the Consolidated Financial Act, CONSOB Regulation
No. 20307 of February 15, 2018, as amended, and Legislative Decree
No. 385 of September 1, 1993, as amended from time to time, and
Legislative Decree No. 385 of September 1, 1993, as amended) and in
compliance with applicable laws and regulations or with
requirements imposed by CONSOB or any other Italian authority. Each
intermediary must comply with the applicable laws and regulations
concerning information duties vis-à-vis its clients in connection
with the Notes or the Offers.
This announcement contains inside information
for the purposes of Article 7 of Regulation (EU) No 596/2014.
About ArcelorMittal
ArcelorMittal is the world's leading steel and
mining company, with a presence in 60 countries and primary
steelmaking facilities in 17 countries. In 2020, ArcelorMittal had
revenues of $53.3 billion and crude steel production of 71.5
million metric tonnes, while iron ore production reached 58.0
million metric tonnes. Our goal is to help build a better world
with smarter steels. Steels made using innovative processes which
use less energy, emit significantly less carbon and reduce costs.
Steels that are cleaner, stronger and reusable. Steels for electric
vehicles and renewable energy infrastructure that will support
societies as they transform through this century. With steel at our
core, our inventive people and an entrepreneurial culture at heart,
we will support the world in making that change. This is what we
believe it takes to be the steel company of the future.
ArcelorMittal is listed on the stock exchanges of New York (MT),
Amsterdam (MT), Paris (MT), Luxembourg (MT) and on the Spanish
stock exchanges of Barcelona, Bilbao, Madrid and Valencia (MTS).
For more information about ArcelorMittal please visit:
http://corporate.arcelormittal.com/
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Contact information ArcelorMittal Investor
Relations |
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General |
+44 207 543 1128 |
Retail |
+44 203 214 2893 |
SRI |
+44 203 214 2801 |
Bonds/Credit |
+33 171 921 026 |
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Contact information ArcelorMittal Corporate
Communications |
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E-mail: |
press@arcelormittal.com |
Paul Weigh |
+44 203 214 2419 |
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