The Offer was 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. On July 1, 2013, the Offerors made a payment in cash for all Notes tendered prior to 11:59 p.m., New York City time, on June 28, 2013 (the “Early Tender Time”).
As of the Early Tender Time, the Offerors had received tenders in respect of $310,683,000 aggregate principal amount of Notes, representing approximately 62.14% of the outstanding Notes, all of which were accepted for purchase. The holders of such Notes received Total Consideration of $1,038.75 per $1,000 of principal amount tendered. The Total Consideration included an Early Participation Amount of $50.00 per $1,000 principal amount of Notes tendered. The total cash payment to purchase such Notes, including accrued and unpaid interest up to, but not including, the Early Settlement Date, was $326,985,227 (excluding related fees).
Between the Early Tender Time and the Expiration Time, the Offerors received tenders in respect of $0.819 million aggregate principal amount of Notes, all of which have been accepted for purchase by the Offerors. The holders of such Notes were entitled to receive consideration of $988.75 per $1,000 of principal amount tendered. The total cash payment to purchase such Notes, including accrued and unpaid interest up to, but not including, the Final Settlement Date, was approximately $0.823 million. Such payment is expected to be made on July 16, 2013.
A total of approximately $188.498 million in aggregate principal of the Notes remains outstanding. Pursuant to the terms of the Offer, Notes not tendered in the Offer remain outstanding, and the terms and conditions governing the Notes will remain unchanged. All Notes purchased pursuant to the Offer will be immediately cancelled and will not be re-issued.
ArcelorMittal and AM USA made 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. J.P. Morgan Securities LLC served as the dealer manager for the Offer. D.F. King & Co., Inc. was retained to serve as the information agent and tender agent.
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 Offer. The Offerors made the Offer only by, and pursuant to the terms of, the Offer to Purchase. The Offer was not made to (nor were tenders of Notes accepted from or on behalf of) holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. This announcement must be read in conjunction with the Offer to Purchase.