Under the terms of the agreement, ArcelorMittal expects to receive an aggregate equity value consideration of $1.4 billion upon closing of the Transaction. Approximately one third of the consideration is in upfront cash ($505 million). The remaining two thirds of the consideration is in the form of equity:
In addition, Cleveland-Cliffs will assume the liabilities of ArcelorMittal USA, including net liabilities of approximately $0.5 billion and pensions and other post-employment benefit liabilities (“OPEB”) which Cleveland-Cliffs values at $1.5 billion.
Transaction crystallizing compelling value to ArcelorMittal’s shareholders
Significant value creation potential from exposure to a highly synergetic combination
Strategic repositioning of ArcelorMittal’s North American platform
Positive financial impact on ArcelorMittal enables opportunity for cash returns to shareholders
Commenting, Mr. Lakshmi Mittal, Chairman and CEO, ArcelorMittal, said:
Mr. Aditya Mittal, President and CFO, ArcelorMittal, said:
ArcelorMittal USA is one of the largest steelmakers in the USA and serves a broad manufacturing base as a leading supplier of quality steel products in major North American markets including automotive, construction, pipe and tube, appliance, container and machinery. ArcelorMittal USA owns and operates several facilities, including mines, integrated steelmaking facilities, mini-mills and finishing operations. In 2019, ArcelorMittal USA had revenues of $9.9 billion and total steel shipments of 12.5 million short tonnes.
The Transaction has received the approval of both ArcelorMittal and Cleveland-Cliffs Boards of Directors and is expected to close within the fourth quarter of 2020, subject to receipt of regulatory approvals and satisfaction of other customary closing conditions.
BofA Securities is acting as financial advisor to ArcelorMittal and Cleary Gottlieb Steen & Hamilton LLP is serving as legal counsel.
ArcelorMittal will conduct a live conference call and webcast on September 28 at 9:30am EST; 2:30pm GMT; 3:30pm CET. The call will be broadcast live and archived on ArcelorMittal’s website at http://corporate.arcelormittal.com/. Presentation slides will also be available on the webcast link on the Investor Relations section of ArcelorMittal’s website.
Dial in numbers for the conference call are:
Join the call via telephone using the participant code 7995055# or alternatively use the live audio webcast link
Daniel Fairclough: +44 207543 1105
Paul Weigh: +44 20 3214 2419
 Number of shares determined by agreed value of $500 million based on volume weighted average price of Cleveland-Cliffs common shares from August 19, 2020 to September 25, 2020 of $6.39 per share.
 Number of shares determined by agreed value of $373 million based on volume weighted average price of Cleveland-Cliffs common shares from August 19, 2020 to September 25, 2020 of $6.39 per share
 For the balance sheet carrying values please refer to the financial statements included in ArcelorMittal’s 2019 annual report on Form 20-F.
 Based on an average annual EBITDA from 2017 to 1H 2020 under US GAAP.