Notice to the shareholders of ArcelorMittal Luxembourg (formerly Arcelor Luxembourg and originally incorporated under the name ARBED) formerly listed under number ISIN LU0006047129
THIS NOTICE APPEARS FOR REGULATORY PURPOSES AND IS NOT ADDRESSED TO THE SHAREHOLDERS OF ARCELORMITTAL
Luxembourg, 22 October 2014
This notice is addressed to the shareholders of ArcelorMittal Luxembourg only and is published by ArcelorMittal having its registered office at 19, avenue de la Liberté, L-2930, Luxembourg solely in its capacity as majority shareholder of ArcelorMittal Luxembourg within the meaning of the Squeeze Out Law (as defined below).
On 15 October 2014, la Commission de Surveillance du Secteur Financier informed ArcelorMittal and ArcelorMittal Luxembourg (hereafter “AM Luxembourg”) of its acceptance of the proposed price as fair price and published the fair price on its website in accordance with article 4 (6) of the Squeeze Out Law.
By this press release, ArcelorMittal informs the shareholders of AM Luxembourg of the date and the final payment conditions of the price of the shares concerned by the mandatory squeeze out.
1. Methods of payment of the share price
(a) Shareholders concerned by the mandatory squeeze out and registered in the register of shareholders of AM Luxembourg:
ArcelorMittal will on 19 November 2014 pay to the shareholders concerned by the mandatory squeeze out and registered in the register of shareholders of AM Luxembourg at the close of business on 17 November 2014 and of whom AM Luxembourg has up to date bank account details, an amount of 776.13 EUR per share held by these shareholders (the “Price”), by wire transfer to their bank account.
In order to be in a position to ensure that the data in the register of shareholders are up-to-date on the date of payment, AM Luxembourg will not accept any transfer of shares after the close of business on 17 November 2014.
The provisions set forth herebelow concerning the transfer of the shares by operation of law and the consignment of the Price will also be applicable to shareholders registered in the register of shareholders of whom AM Luxembourg does not have any up to date bank account details and to whom ArcelorMittal has not been able to wire the Price.
(b) Holders of certificates formerly representing bearer shares:
The holders of certificates formerly representing bearer shares (the « Certificates ») have to present the Certificates to AM Luxembourg in order to be registered in the register of shareholders, following which the provisions described in paragraph (a) above shall apply to them.
This registration will be made against the delivery of the original of the Certificate(s) after verification of the authenticity of said Certificate(s) and of the absence of any stop order on these Certificates.
The holders of Certificates may be registered in the register of shareholders each business day in Luxembourg until 12 November 2014 (included) within business hours (i.e. between 9 am and 4 pm) at the offices of AM Luxembourg at 24-26, Boulevard d’Avranches, L-1160 Luxembourg, Grand-Duchy of Luxembourg, with the persons in charge of the reception of the Certificates concerned by the mandatory squeeze out, namely:
Mrs. Viviane Rocha / Mr. Henk Scheffer
Email: sellout@arcelormittal.com
Tel: + 352 4792 2187
The holders of Certificate concerned by the mandatory squeeze out may also present their Certificate(s) directly to the centralizing agent (BGL BNPP) in order to be registered in the register of shareholders, following which the provisions described in paragraph (a) above shall apply to them. Such registration will be made against the delivery of the original of the Certificate(s) after verification of the authenticity of said Certificates and of the absence of any stop order on these Certificates, until 12 November 2014 (included) within business hours (i.e. between 9 am and 4 pm) with the persons in charge of the reception of the Certificates concerned by the mandatory squeeze out, namely:
BGL BNP Paribas Luxembourg S.A.
Matérialité et Conservation Titres
50, avenue J.F. Kennedy
L-2951 Luxembourg-Kirchberg
to the attention of Mr Rui Ferreira
Email: BPI.TITRES-PHYSIQUES@bgl.lu
Tel: +352 4242 3537
Holders of Certificates failing to register with the register of shareholders in accordance with the procedures described above are informed that, in accordance with article 4 (8) of the Squeeze Out Law, the registered shares corresponding to their Certificates, irrespective of whether said holders have come forward or not, will be deemed transferred by operation of law to ArcelorMittal with consignment of the Price to the Luxembourg State Treasury (Trésorerie de l’Etat) (3, rue du Saint-Esprit, L-1475 Luxembourg, Grand-Duchy of Luxembourg, telephone +352 247 8277, fax +352 46 72 62, email: caisse.consignation@ts.etat.lu) on 20 November 2014 in accordance with the provisions of the law of 29 April 1999 on the consignment with the State. The Price of said shares will be retained to the order of the relevant holders of Certificates in accordance with the law of 29 April 1999 on the consignment with the State for a period of thirty (30) years beginning on the date of the consignment.
(c) General information to all holders of securities concerned by the mandatory squeeze out
The Price will be paid in cash, net of charges, costs or withholding tax, as described above.
Holders of shares subject to the mandatory squeeze out should consult their advisors on any possible tax or legal or other consequences of the mandatory squeeze out under the laws of their country of citizenship, residence or domicile or any other law which may be applicable to them.
The mandatory squeeze out is not subject to conditions other than those described in this press release.
2. Methods of communication used by ArcelorMittal and/or AM Luxembourg during the mandatory squeeze out procedure
This press release, like all other press release of ArcelorMittal made in relation to the squeeze out procedure, will be dispatched through the usual channels of communication used by ArcelorMittal (i.e. by dispatch to the press in Luxembourg, Belgium, France and Germany). This press release will also be published on the website of the Luxembourg Stock Exchange (Bourse de Luxembourg) as non-regulated information.
These press releases may also be consulted throughout the procedure of mandatory squeeze out on the internet under the following addresses: http://luxembourg.arcelormittal.com/Press/2014/ and http://corporate.arcelormittal.com/news-and-media/press-releases/2014.
AM Luxembourg will on its end ensure that a copy of all these documents is sent to all its shareholders by registered letter to their address mentioned in the register of shareholders. Moreover, AM Luxembourg will publish this release in the Tageblatt, the Quotidien and the Mémorial C, Recueil des Sociétés et Associations.
All the documents related to the mandatory squeeze out procedure will be freely consultable without cost throughout the procedure of mandatory squeeze out for all the holders of the securities concerned by the mandatory squeeze out at AM Luxembourg at 24-26, Boulevard d’Avranches, L-1160 Luxembourg, Grand-Duchy of Luxembourg, with the persons in charge to receive the Certificates (as defined above) concerned by the mandatory squeeze out as set forth hereabove.