• Increased Offer Price of C$1.50 in Cash per Common Share
• Offer is for 100% of Outstanding Common Shares
• Nunavut Iron Joins ArcelorMittal Offer as Joint Offeror
• Nunavut Iron Advises Shareholders to Withdraw Shares from Nunavut
Iron's Partial Bid and Tender to ArcelorMittal Offer
• Approximately 25% of Baffinland Shares Remain Locked-Up to the Offer
• Offer Extended to 11:59 P.M. (Toronto Time) on 24 January 2011
TORONTO/LUXEMBOURG, Jan. 14 /CNW/ - ArcelorMittal and Nunavut Iron Ore
Acquisition Inc. ("Nunavut Iron") today announced that Nunavut Iron has
joined ArcelorMittal as joint offeror under the ArcelorMittal offer
(the "ArcelorMittal Offer") in order to provide Baffinland shareholders
with a substantially improved offer of C$1.50 in cash for 100% of
Baffinland's outstanding common shares ("Common Shares"). The
ArcelorMittal Offer is also for all of Baffinland's Common Share
purchase warrants issued 31 January 2007 (the "2007 Warrants") at a
price of $0.10 per warrant. The time for acceptance of the
ArcelorMittal Offer has been extended until 11:59 p.m. (Toronto time)
on 24 January 2011 ("Expiry Time").
The increased offer price of C$1.50 per Common Share under the
ArcelorMittal Offer represents a premium of approximately 36% to the
original ArcelorMittal Offer price of C$1.10 per Common Share, and a
premium of 168% to the trading price of the Common Shares prior to
Nunavut Iron's original unsolicited offer in September 2010.
Nunavut Iron and ArcelorMittal have entered into an agreement as to
their respective interests and obligations under the ArcelorMittal
Offer and for the development of the Mary River Property upon
completion of their acquisition of Baffinland. Under the agreement,
ArcelorMittal and Nunavut Iron will own 70% and 30% of Baffinland
respectively upon successful completion of the ArcelorMittal Offer and
if a second step acquisition transaction is completed.
Peter Kukielski, Head of Mining and Member of the Group Management Board
of ArcelorMittal said: "Together with Nunavut Iron, we are providing a
more attractive offer to Baffinland shareholders than either of us were
prepared to provide on our own. Our joint offer provides shareholders
outstanding value and provides certainty to all Baffinland
Bruce Walter, Chairman of Nunavut Iron said "We are pleased to be
joining together with ArcelorMittal on this venture. The Energy and
Minerals Group and Nunavut Iron look forward to working with
ArcelorMittal to successfully develop the Mary River project for the
benefit of all stakeholders."
Nunavut Iron advises Baffinland shareholders who have tendered to its
bid to withdraw their shares and tender them to the ArcelorMittal
The all-cash offer for 100% of Baffinland's Common Shares and 2007
Warrants remains subject to the same conditions, except that the
revised ArcelorMittal Offer is subject to an increased minimum tender
condition of at least 66 2/3% of the Common Shares calculated on an
in-the-money fully diluted basis (including Common Shares held by the
Nunavut Iron and its affiliates hold 40,721,400 Common Shares,
representing in the aggregate approximately 10.3% of the outstanding
Common Shares on an in-the-money fully-diluted basis. As previously
announced, ArcelorMittal has entered into a lock-up agreement with
Baffinland's largest shareholder, Resource Capital Funds, pursuant to
which RCF 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 Offer. In addition, 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
pursuant to lock-up agreements with ArcelorMittal.
The regulatory approvals announced by ArcelorMittal on 13 December 2010
continue to apply in respect of the revised ArcelorMittal Offer.
The notice of variation and extension in respect of the amendment and
extension of the ArcelorMittal Offer will be mailed to registered
holders of Baffinland Common Shares and 2007 Warrants promptly and will
be available on SEDAR at www.sedar.com.
Questions and requests for assistance as to how to withdraw your Common
Shares from the Nunavut Iron offer to tender to the ArcelorMittal Offer
may be directed to Kingsdale Shareholder Services Inc., at
1-888-518-1562 toll free in North America, or at 416-867-2272 outside
of North America, or by email at email@example.com.
ArcelorMittal has retained Georgeson Shareholder Communications Canada
Inc. as information agent in connection with the Offer. Computershare
Investor Services Inc. is the depositary for the Offer. Any questions
or requests for assistance or further information on how to tender
Common Shares or 2007 Warrants to the Offer may be directed to, and
copies of the above referenced documents may be obtained by contacting,
the information agent at 1-888-605-7641 or by email at firstname.lastname@example.org or by contacting the depositary at 1-800-564-6253 (North America) or
1-514-982-7555 (overseas), or by email at email@example.com. Securityholders whose Common Shares or 2007 Warrants are registered in
the name of a broker, investment dealer, bank, trust company or other
nominee should contact such nominee for assistance in depositing their
Common Shares and 2007 Warrants to the Offer.
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.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy securities in Canada, the United States
or any other jurisdiction. Any such offer to sell or the solicitation
of an offer to buy any securities will be made only pursuant to
appropriate documentation in compliance with all applicable securities
laws. No such offer or any sale of any securities will be made in any
jurisdiction in which such an offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities
laws of any such jurisdiction.
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
For more information about ArcelorMittal visit: www.arcelormittal.com
ABOUT NUNAVUT IRON AND IRON ORE HOLDINGS, LP
Nunavut Iron was incorporated under the laws of Canada on August 27,
2010 and has not carried on any material business other than in
connection with matters directly related to Nunavut Iron's offer.
Nunavut Iron 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 Nunavut Iron's 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
SOURCE Nunavut Iron Ore