ArcelorMittal wraps tender by early deadline, ups cap to $1.53 billion

By Susanna Moon

Chicago, Sept. 21 – ArcelorMittal SA announced the early results of the tender for six series of notes and increased the tender cap to $1,528,105,440.

As announced Sept. 7, the company originally was offering to pay up to $1.5 billion in the tender offer for the six note series.

ArcelorMittal decided to raise the tender cap “to avoid proration” of tendered notes with acceptance priority levels 1 to 5, according to an issuer update.

The offers were oversubscribed as of 5 p.m. ET on Sept. 20, the early tender date. As a result, the company will purchase tendered notes with acceptance priority levels through 5 and none of those with priority level 6.

The tender is set to continue until 11:59 p.m. ET on Oct. 4, but the company said it will accept no more notes tendered in the offers.

Tendered notes may no longer be withdrawn, as of the early deadline.

Holders had tendered the following amounts as of the early deadline, with the notes listed in order of priority acceptance levels and total purchase price for each $1,000 principal amount:

• $419,851,000 of the $1,063,360,000 outstanding 6 1/8% notes due 2018 with a purchase price of $1,070;

• $240,902,000 of the $1,091,781,000 outstanding 9.85% notes due 2019 with a purchase price of $1,217.50 and interest rate increased under an adjustment clause to 10.85%;

• $62,519,000 of the $386,748,000 outstanding 5 1/8% notes due June 2020 with a purchase price of $1,068.75;

• $227,776,000 of the $853,406,000 outstanding 5¼% notes due August 2020 with a purchase price of $1,103.75 and interest rate increased under an adjustment clause to 6¼%;

• $420,555,000 of the $1,176,650,000 outstanding 5½% notes due 2021 with a purchase price of $1,111.25 and interest increased under an adjustment clause to 6½%; and

• $676,895,000 of the $1.1 billion outstanding 6¼% notes due 2022 with a purchase price of $1,156.25 and interest increased under an adjustment clause to 7¼%.

The total purchase price includes a $50.00 early tender premium per $1,000 principal amount of notes tendered by the early tender deadline.

Holders who tender after the early deadline will receive the total amount less the early premium.

The company also will pay accrued interest to but excluding the settlement date of Sept. 23 for early tendered notes and Oct. 7 for all other tenders.

ArcelorMittal said it will fund the offers with existing cash and possibly by drawing under its credit facilities.

The offers are being made to reduce gross debt through the early repayment of some of ArcelorMittal`s short- to medium-term maturing bonds, according to a previous company announcement.

Citigroup Global Markets Ltd. (liabilitymanagement.europe@citi.com, +44 20 7986 8969, 800 558-3745 or 212 723-6106), Deutsche Bank Securities Inc. (855 287-1922 (toll free within the U.S.) or collect at +1 212 250-7527, J.P. Morgan Securities LLC at (866 834-4666 (toll free within the U.S.) or collect at +1 212 834-3424), RBC Capital Markets, LLC (liability.management@rbccm.com or by telephone at +44-20-7029-7420 (London), +1 877 381-2099, 212 618-7822) and Societe Generale (liability.management@sgcib.com, +44 20-7676-7579, 855 881-2108 or 212 278-6964) are the dealer managers. D.F. King (arcelor@dfking.com, 800 814-4284, 212 269-5550, +44 (0)20 7920 9700 or dfking.com/arcelor) is the information agent and tender agent.

ArcelorMittal is a steel and mining company based in Luxembourg.

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