Arcelor's capital increase - Vernimmen

CHAPTER 2 ISSUE AND LISTING OF THE WARRANTS AND THE NEW SHARES
AND THE UNDERWRITING AND THE PLACEMENT OF NEW SHARES
2.1 THE WARRANTS, THE NEW SHARES AND THE PLACEMENT
2.1.1 Allocation of Warrants
2.1.1.1 Description
Bonus allocation by Arcelor to all its shareholders of 533,145,273 warrants (bons de souscription
d’actions) (the ‘‘Warrants’’) at a ratio of one (1) Warrant per existing Arcelor Share, five (5) Warrants
entitling the holder thereof (each a ‘‘Holder’’) to subscribe one (1) new Share of Arcelor (each, a ‘‘New
Share’’ and together with all other New Shares, the ‘‘New Shares’’) at the price of EUR 11.00 per New
Share (the ‘‘Subscription Price’’).
2.1.1.2 Issue proceeds—Capital increase
As a result of the exercise of all Warrants, including those allocated to Shares held by Arcelor and its
direct and indirect subsidiaries (the ‘‘Arcelor Group’’ or the ‘‘Group’’), with the exception of the
three (3) Warrants that cannot be exercised because of the exercise ratio, the number of New Shares issued
would be 106,629,054 and the gross issue proceeds would amount to EUR 1,172,919,594, representing a
share capital increase of EUR 533,145,270 and an allocation to the share premium reserve of EUR
639,774,324. In case less than all Warrants capable of being exercised are in fact exercised, the New Shares
which correspond to such unexercised Warrants will be subscribed by the Underwriters.
2.1.1.3 Form—Registration
The Warrants will be issued in registered form. Warrants issued in favour of shareholders holding their
Shares through a financial intermediary will be delivered on 1st July, 2004 to the common depository of
Clearstream Banking, société anonyme (‘‘Clearstream Luxembourg’’) and Euroclear Bank S.A./N.V.
(‘‘Euroclear Bank’’), who will then credit their respective participants, including the French clearing system
Euroclear France, the Spanish Liaison Entity (which will transfer the Warrants to the Spanish clearing
system IBERCLEAR) and the Belgian clearing system CIK. Each of Euroclear France, IBERCLEAR and
CIK shall then be responsible for crediting its own participants for value 2nd July, 2004. Warrants issued in
favour of shareholders directly registered in the Arcelor shareholder register will be directly registered in
the Warrant register maintained by Banque Générale du Luxembourg S.A. (‘‘BGL’’) on behalf of Arcelor
(the ‘‘Warrant Register’’), for value 2nd July, 2004. Investors holding their Warrants through a financial
intermediary cannot at any time register their Warrants directly in the Warrant Register. Retail investors
directly registered in the Warrant Register wishing to sell their Warrants on the market may either instruct
BGL to carry out that sale on their behalf or instruct BGL to deposit their Warrants into one of the
clearing systems mentioned above in order to be credited to the account of their financial intermediary.
Investors should note that such request will be processed on the business day after the business day of
receipt of such a request.
2.1.2 Allocation and subscription conditions
2.1.2.1 Allocation beneficiaries; allocation rate
The Warrants will be delivered at the ratio of one (1) Warrant per existing Share and will be allocated
for value 2nd July, 2004 for the benefit of:
• shareholders of Arcelor whose Shares are held through a financial intermediary on 1st July, 2004,
after the close of trading on all the markets on which the Shares are listed (the ‘‘Record Date’’) and
• shareholders directly registered in the Arcelor shareholder register at the close of business on the
Record Date.
Arcelor expects that Warrants allocated in respect of Shares held through financial intermediaries
which have been purchased on or about the Record Date and are in the process of being settled will be
allocated to the purchaser, subject however to local market practices or agreement to the contrary between
the seller and the purchaser.
Holders of Usinor shares tendering their shares under the Exchange Facility for the 30th June, 2004
exercise date under such facility, will not be shareholders of record at the Record Date and will therefore
not be entitled to an allocation of Warrants. In the context of the transaction described in this Prospectus,
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