ArcelorMittal and Nunavut Iron recommend Baffinland securityholders tender to offer to ensure prompt payment
Toronto 2 February 2011 / Luxembourg 2 February 2011 - ArcelorMittal and Nunavut Iron Ore Acquisition Inc. ("Nunavut Iron" and, together with ArcelorMittal, the "Offerors") announced today that they have taken-up an additional 1,343,574 common shares (the "Common Shares") of Baffinland Iron Mines Corporation ("Baffinland") and 5,000 common share purchase warrants issued pursuant to a warrant indenture dated 31 January 2007 (the "2007 Warrants") of Baffinland under their outstanding offer (the "Offer") of C$1.50 per Common Share and C$0.10 per 2007 Warrant.
The additional Common Shares taken-up, together with Common Shares held by the Offerors, represent approximately 65% of the outstanding Common Shares on a non-diluted basis (or approximately 63% of the outstanding Common Shares on an in-the-money, fully diluted basis). The additional 2007 Warrants taken-up, together with 2007 Warrants held by the Offerors, represent approximately 45% of the outstanding 2007 Warrants.
The Offer remains open for acceptance until 11:59 p.m. (Toronto time) on February 4, 2011 (the "Expiry Time") to allow Baffinland securityholders who have not yet tendered their Common Shares and 2007 Warrants time to do so and receive prompt payment for their tendered securities. Common Shares and 2007 Warrants tendered to the Offer will be promptly taken-up prior to the Expiry Time. Payment for such taken-up securities will be made within three business days of the take-up. Securityholders are encouraged to tender their remaining Common Shares and 2007 Warrants to the Offer as soon as possible and in any event prior to the Expiry Time to receive prompt payment.
The Offerors currently intend to effect a subsequent acquisition transaction to acquire the remaining Common Shares and 2007 Warrants, as described in the take-over bid circular in respect of the Offer, as amended and supplemented. The timing and details of any such transaction will necessarily depend on a variety of factors, as described in the take-over bid circular, however under such transaction all Common Shares and 2007 Warrants will be mandatorily acquired at the same price of $1.50 per Common Share and $0.10 per 2007 Warrant as under the Offer. Completion of such transaction will require up to 60 days or potentially longer from the expiry of the Offer. As a result, Baffinland shareholders and warrant holders should be aware that if they tender to the Offer they will receive payment for their Common Shares and 2007 Warrants promptly, whereas if they do not tender and a subsequent acquisition transaction is completed, while their Common Shares and 2007 Warrants will be acquired at the same price as paid under the Offer, payment will not be made until after completion of that transaction. In addition, the tax consequences to a securityholder of a subsequent acquisition transaction may differ from the tax consequences to such securityholder of accepting the Offer.
In the event the Offerors take up in excess of 662/3% of the Common Shares prior to the current expiry of the Offer on February 4, 2011, the Offerors do not currently intend to extend the Expiry Time beyond February 4, 2011.
Georgeson Shareholder Communications Canada Inc. has been retained as information agent in connection with the Offer. Computershare Investor Services Inc. is the depositary for the Offer.