ArcelorMittal Launches EUR 750 Million Convertible Bond Offering ("OCEANE")

Tuesday, Mar 24, 2009

ArcelorMittal (the "Company" or the "Issuer") announces today that it is launching a EUR 750 million convertible bond private placement as part of its strategy to diversify its sources of funding and to lengthen its debt maturity profile. The bonds ("OCEANE"or the "Bonds") will be convertible into and/or exchangeable for new or existing shares of ArcelorMittal and have a maturity date no later than April 3rd, 2014.

The proceeds of the Bonds will be used for refinancing purposes. Under the terms of the Bonds, there will be a 90-day lock-up period on issuances or sales of shares or equity-linked securities.

In connection with the placement, the Company also confirms its prior first quarter 2009 EBITDA guidance of approximately USD 1 bn, specifying that approximately means plus/minus 15%.

Key Details and Terms of the Offer

The aggregate principal amount of the issue is EUR 750 million, which may be increased by EUR120 million in the event that the Issuer's increase option is exercised and may be further increased by 15% in the event that the over-allotment option granted to the Joint Lead-Managers and Joint Bookrunners is exercised in full.  

The Bonds will be exchangeable for existing shares of ArcelorMittal and/or cash as from May 13th 2009 until maturity, and may be converted into new shares, existing shares of ArcelorMittal and/or cash as from the date which is three business days after the date on which a general meeting of shareholders (the "AGM") of ArcelorMittal approves sufficient authorised share capital for the purpose of issuing new shares upon exercise of the Bonds' conversion/exchange right (currently expected at the AGM to be called on May 12, 2009, subject to quorum requirements).

The nominal value of the Bonds will correspond to an issue premium of between 27% and 32% over ArcelorMittal's reference share price  on Euronext Amsterdam. The conversion / exchange ratio of the Bonds will be one new or existing ArcelorMittal share per Bond, subject to customary adjustment provisions. 

The Bonds will bear interest at between 7.25% and 7.75% payable semi-annually and will be redeemed at par.  The Bonds may be redeemed from April 19th, 2013 at the option of the Issuer subject to certain conditions.

The Bonds are being offered by way of a private placement to qualified investors within the meaning of Directive 2003/71/EC of the European Parliament and the Council of November 4th, 2003, in accordance with the respective regulations of each country in which the Bonds are offered.  The Bonds are not being offered or sold in the United States of America, Australia, Canada and Japan.  

Settlement and delivery of the Bonds is expected to take place no later than April 3rd, 2009.

Application will be made to the Luxembourg Stock Exchange for the Bonds to be listed on the Official List of the Luxembourg Stock Exchange and to be admitted to trading on the Luxembourg Stock Exchange's regulated market. A prospectus prepared in connection with the issue of the Bonds has been filed with the Luxembourg Commission de Surveillance du Secteur Financier (the "CSSF") for the purpose of listing the Bonds on the Official List of the Luxembourg Stock Exchange.

This offering is lead-managed by CALYON and Société Générale Corporate & Investment Banking acting as Joint Lead-Managers and Joint Bookrunners.

Regarding 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 2008, ArcelorMittal had revenues of $124.9 billion and crude steel production of 103.3 million tonnes, representing approximately 10 per cent of world steel output.

ArcelorMittal is listed on the stock exchanges of Paris (MT), Amsterdam (MT), New York (MT), Brussels (MT), Luxembourg (MT) and on the Spanish stock exchanges of Barcelona, Bilbao, Madrid and Valencia (MTS).

More information on: www.arcelormittal.com

 

Source: ArcelorMittal