Arcelor's capital increase - Vernimmen

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equity method to net equity, in accordance with IFRS 3, applied by the Group as from 1st January, 2004, would be as follows: Consolidated net equity of Arcelor (Group share) As at 31st December, 2003 Adjusted to take into Before the share account the share capital increase capital increase Net equity (Group share) (EUR millions) (1) .................. 7,752 8,925 Number of Shares (2) ................................... 500,886,584 607,515,638 Net equity (Group share) per Share (EUR) (1) ................ 15.48 14.69 (1) Adjusted as described above. (2) Number of Shares comprising the share capital as at 31st December, 2003, adjusted to (i) exclude Shares held at such date by the Group not considered in consolidated net equity in application of IFRS rules, and (ii) include the delivery of 22,490,577 treasury Shares pursuant to exchange requests by OCEANE 2006 holders, which occurred in the first quarter of 2004 (see section 3.2.3). 2.2.3 Centralisation procedure The following centralisation procedures will apply: • for Warrants held through a direct participant of Clearstream Luxembourg or Euroclear Bank, each of Clearstream Luxembourg and Euroclear Bank must (i) submit a global request to BGL, the local centralising agent in Luxembourg (in this capacity, the ‘‘Luxembourg Centralising Agent’’), no later than 20th July, 2004 at 4.00 p.m. (local time), (ii) deliver Warrants thus exercised no later than 21st July, 2004 at 10:00 a.m. (local time) and (iii) make payment of the related Subscription Monies no later than for value 26th July, 2004 or as otherwise agreed with the local Centralising Agent; • for Warrants held through a direct participant of Euroclear France, each of the financial intermediaries that is a member of Euroclear France and has received a Warrant exercise notice must (i) submit a global request to BNP Paribas Securities Services, the local centralising agent in France (the ‘‘French Centralising Agent’’) no later than 20th July, 2004 at 4.00 p.m. (local time), (ii) deliver the Warrants thus exercised no later than 21st July, 2004 at 10:00 a.m. (local time) and (iii) make payment of the related Subscription Monies no later than for value 26th July, 2004 or as otherwise agreed with the local Centralising Agent; • for Warrants held through a direct participant of IBERCLEAR, each of the financial intermediaries that is a participant entity of IBERCLEAR and has received a Warrant exercise notice must (i) submit a global request to Banco Bilbao Vizcaya Argentaria, S.A., the local centralising agent in Spain (the ‘‘Spanish Centralising Agent’’), no later than 20th July, 2004 at 4.00 p.m. (local time), (ii) deliver the Warrants thus exercised no later than 21st July, 2004 at 10:00 a.m. (local time) and (iii) make payment of the related Subscription Monies no later than for value 26th July, 2004 or as otherwise agreed with the local Centralising Agent; and • for Warrants held through a direct participant of CIK, each of the intermediaries that is a member of CIK and has received a Warrant exercise notice must (i) submit a global request to Fortis Banque, the local centralising agent in Belgium (the ‘‘Belgian Centralising Agent’’), no later than 20th July 2004 at 12:00 noon (local time), (ii) deliver the Warrants thus exercised no later than 20th July, 2004 at 12.00 noon (local time) and (iii) make payment of the related Subscription Monies no later than for value 26th July, 2004 or as otherwise agreed with the local Centralising Agent. All Warrants exercise notices will be centralised by the Global Centralising Agent. Such global centralisation will take place on 22nd July, 2004. Holders of Warrants directly registered on the Warrant Register will need to return the Warrant exercise notice, which will be sent to them by mail and which may be obtained from the Global Centralising Agent, to the Global Centralising Agent by posting it no later than 13th July, 2004 and will need to make arrangements by that same date for the payment of the Subscription Price to the Global Centralising Agent for value no later than 20th July, 2004 unless otherwise agreed with the Global Centralising Agent. Further details will be set out in the Warrant exercise notice. 10
The Centralising Agents are: • Global Centralising Agent and Luxembourg Centralising Agent: • French Centralising Agent: • Belgian Centralising Agent: • Spanish Centralising Agent: Banque Générale du Luxembourg S.A. Listing and Agency Administration 50, avenue John F. Kennedy L-2951 Luxembourg Grand Duchy of Luxembourg Contact: Mariette Becker Tel: (+352) 4242 2996 Fax: (+352) 4242 2887 Email: mariette.becker@bgl.lu Guy Valentiny Tel: (+352) 4242 2356 Fax: (+352) 4242 2887 Email: guy.valentiny@bgl.lu BNP Paribas Securities Services Les Collines de l’Arche 92057 La Défense Cedex France Contacts: Chargé d’affaires: Anthony Martin Tel: (+33) 1 55 77 95 55 Email: anthony.martin@bnpparibas.com Montage: Géraud Haissat Tel: (+33) 1 55 77 88 91 Email: géraud.haissat@bnpparibas.com Secteur Opérations Sur Titres: Frédéric Léon Tel: (+33) 1 40 14 02 25 Email: frederic.leon@bnpparibas.com Fortis Bank Documentation Office Investment Banking Montagne du Parc 3 B-1000 Bruxelles Belgium Contact: Bernadette Gouverneur Tel: (+32) 2 565 57 54 Fax: (+32) 2 565 53 90 Email: bernadette.gouverneur@fortisbank.com BBVA Clara del Rey no 26 28002 Madrid Spain Contact: Fernando Martin/Marian Ojea Tel: (+34) 91 537 89 21/(+34) 91 374 70 07 Fax: (+34) 91 537 87 53/(+34) 91 374 69 69 Email: fmartin@grupobbva.com/ marian.ojea@grupobbva.com 2.2.4 Underwriting Agreement An underwriting agreement (the ‘‘Underwriting Agreement’’) was entered into on 28th June, 2004, in connection with the transaction described herein pursuant to which the Underwriters have agreed to subscribe to the number of New Shares which correspond to the Unexercised Warrants at the Subscription Price. 11
Page 1: Prospectus dated 28th June, 2004 29
Page 4 and 5: effected off-market, the Underwrite
Page 6 and 7: CHAPTER 4 Page 3.2 General informat
Page 8 and 9: 5.3.1 2003 versus 2002 ............
Page 10 and 11: (This page has been left blank inte
Page 12 and 13: DEFINITIONS Aceralia: Acesita: Acin
Page 14 and 15: Subscription Price: Underwriters: U
Page 16 and 17: CAUTIONARY STATEMENT REGARDING FORW
Page 18 and 19: Clearing systems identification num
Page 20 and 21: CHAPTER 1 RESPONSIBILITY FOR THE CE
Page 22 and 23: Usinor shareholders exercising thei
Page 24 and 25: voting rights are suspended as long
Page 28 and 29: The Underwriting Agreement may be t
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Page 32 and 33: CHAPTER 3 GENERAL INFORMATION CONCE
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Page 40 and 41: Moreover, the articles of associati
Page 42 and 43: The subscribed share capital of Arc
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Page 46 and 47: At the end of 2003, the Arcelor Gro
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Page 52 and 53: The new generations of packaging st
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Page 56 and 57: 4.3.3.3.1.1 Stainless steel flat pr
Page 58 and 59: display market (shadow masks for te
Page 60 and 61: 4.3.4.3 The sector’s products and
Page 62 and 63: In the blast furnace segment, Paul
Page 64 and 65: In the wire drawing sector, the Arc
Page 66 and 67: Purchasing contracts are generally
Page 68 and 69: Stainless steel long products origi
Page 70 and 71: decided that the U.S. safeguard mea
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Page 74 and 75: In 2002, AK Steel filed a lawsuit a
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In the automotive area, the Group
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• be covered by a ‘‘P&I Club
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4.17.1.3 Raw material and energy co
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4.17.5 Risks related to the Offerin
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As encouraged by the IASB, Arcelor
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The financial performance of the Gr
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Sales of concrete reinforcing bars
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The two effects combined (lower vol
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previous year. The 10.6% margins ob
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As at 31st December, 2003, short-te
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5.5 INFORMATION IN RELATION TO ARCE
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CHAPTER 6 INFORMATION CONCERNING TH
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Among his responsibilities, the Cha
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6.2.1.3 Mission The Management Boar
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a maximum of 10,654,591 Shares). Th
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• CVRD has agreed to transfer to
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value-added products. The company a
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7.2.4 Sale of IEE In June, 2004, an
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8.1.2.1.1.2 Corporates (sociétés
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held in connection with a share sav
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Resident Companies are subject to c
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A stock market tax is levied on the
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the Council Directive 93/22/ECC, of
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Individual persons who are resident
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US holders are urged to consult the
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From the date on which the new Shar
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Warrants) with a view to supporting
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placement exemptions and therefore
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GENERAL INFORMATION 1) The issue of
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(This page has been left blank inte
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Notes to the Unconsolidated Annual
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Consolidated Financial Statements o
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Consolidated Financial Statements o
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NOTES TO THE CONSOLIDATED FINANCIAL
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Unconsolidated Annual Accounts of A
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Unconsolidated Annual Accounts of A
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NOTES TO THE UNCONSOLIDATED ANNUAL
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Consolidated, financial statements
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electrical appliances and automobil
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1. General accounting principles of
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CST’s depreciation charges have b
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• The unaudited reconciliation of
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3.2.3. Unaudited pro forma consolid
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3.4 Auditors agreed upon procedure
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offer in Belgium, France, Spain and
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made in a transaction outside the U
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Registered Office of Arcelor Arcelo
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Arcelor's capital increase - Vernimmen

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