LUXEMBOURG, Feb. 18 /CNW/ - ArcelorMittal and Nunavut Iron Ore
Acquisition Inc. ("Nunavut Iron" and, together with ArcelorMittal, the "Offerors") today announced the expiration of their offer (the "Offer") for common shares (the "Common Shares") and Common Share purchase warrants issued pursuant to a warrant
indenture dated 31 January 2007 (the "2007 Warrants") of Baffinland Iron Mines Corporation ("Baffinland").
The Offerors also announced that, since the notice of extension dated
February 7, 2011 in respect of the Offer, they have taken-up an
additional 16,500,508 Common Shares and 262,112 2007 Warrants under the
Offer. As a result, the Offerors have taken-up all 325,192,869 Common
Shares and 4,530,824 2007 Warrants deposited under the Offer and not
The Common Shares taken-up under the Offer, together with Common Shares
held by the Offerors, represent approximately 93% of the outstanding
Common Shares. The 2007 Warrants taken-up under the Offer, together
with 2007 Warrants held by the Offerors, represent approximately 76% of
the outstanding 2007 Warrants. Other than the Common Shares and 2007
Warrants, the only securities of Baffinland which remain outstanding
are less than 2,500,000 Common Share purchase warrants issued pursuant
to a warrant indenture dated 10 December 2009 (the "2009 Warrants").
The Offerors and Baffinland also announced that Baffinland and 1843208
Ontario Inc. ("Acquireco"), a corporation owned as to 70% by ArcelorMittal and as to 30% by Iron
Ore Holdings, LP, and that holds all of the Baffinland securities
taken-up under the Offer, have agreed to pursue a court approved plan
of arrangement under the laws of Ontario (the "Arrangement"), pursuant to the terms of an arrangement agreement entered into
between Baffinland and Acquireco. Under the terms of the Arrangement
Acquireco will acquire the remaining Baffinland securities not owned by
it for cash consideration equal in value to that offered under the
Offer or, in the case of the 2009 Warrants, C$0.80 per 2009 Warrant,
being the in-the-money portion of the 2009 Warrants based on the C$1.50
price per Common Share under the Offer.
Baffinland will seek an order from the Ontario Superior Court of Justice
(the "Court") on February 18, 2011 authorizing, among other things, the convening
of a meeting of the shareholders of Baffinland (the "Meeting") on March 22, 2011 to approve the Arrangement. Subject to the terms
of the Court order, the Arrangement will require approval by two-thirds
of the votes cast by holders of Common Shares and by a simple majority
of the votes cast by the minority holders of Common Shares.
Warrantholders will be entitled to receive notice of and attend, but
not to vote at, the Meeting. Baffinland has fixed February 18, 2011 as
the record date for determining those Shareholders and Warrantholders
entitled to receive notice of the Meeting or any adjournment thereof
and those Shareholders entitled to vote at the Meeting or any
adjournment thereof. Acquireco intends to vote all of the Common Shares
held by it in favour of the Arrangement and is entitled to treat the
Common Shares acquired by it under the Offer as "minority" shares for
purposes of the majority of minority approval. Accordingly, subject to
the terms of the Court order, Acquireco holds a sufficient number of
Common Shares to ensure the Arrangement is approved. Subject to
Baffinland obtaining a final order of the Court approving the
Arrangement following the Meeting, the Offerors and Baffinland expect
the Arrangement, if approved, will become effective on March 23, 2011.
Holders of Baffinland securities should refer to the notice of special
meeting of shareholders and management information circular to be
delivered in respect of the Meeting for additional information on the
background to the Arrangement, the Arrangement and the Meeting.
This document contains forward-looking information and statements about
ArcelorMittal and its subsidiaries. These statements include 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 Nunavut Iron and Iron Ore Holdings, LP
Nunavut Iron was incorporated under the laws of Canada on August 27,
2010 and is wholly owned by Iron Ore Holdings.
Iron Ore Holdings is a limited partnership formed under the laws of
Delaware for the purpose of making the Offer. Iron Ore Holdings is
owned by Bruce Walter, the Chairman of Nunavut Iron, Jowdat Waheed, the
President and Chief Executive Officer of Nunavut Iron, and funds
managed by The Energy & Minerals Group. The Energy & Minerals Group is
a private investment firm with a family of funds with over US$2 billion
under management that invest in the energy and minerals sectors.
Baffinland is a Canadian publicly-traded junior mining company that is
focused on its wholly-owned Mary River iron ore deposits located on
Baffin Island, Nunavut Territory, Canada. Baffinland's Common Shares
trade on the Toronto Stock Exchange under the trading symbol BIM.
For more information about Baffinland visit www.baffinland.com.
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 2010, ArcelorMittal had revenues of $78.0 billion and crude steel
production of 90.6 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
For more information about ArcelorMittal visit: www.arcelormittal.com
SOURCE Nunavut Iron Ore
For further information:
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