Jan 17 2006
Arcelor S.A. has announced that it has submitted a binding written proposal to the Board of Directors of Dofasco Inc. proposing amendments to its take-over bid to increase its offer to acquire all of the outstanding common shares of Dofasco Inc. to CAD$71.00 per common share and to amend the conditions that apply to its offer such that they will be in substance identical to those applying to the offer for Dofasco made by ThyssenKrupp AG.
Arcelor's proposal is conditional on Dofasco and Arcelor entering into a mutually acceptable support agreement (Arcelor has proposed an agreement based on the support agreement for the ThyssenKrupp transaction) and Dofasco having terminated the support agreement for the ThyssenKrupp transaction.
Arcelor understands that Dofasco's Board of Directors has determined that Arcelor's latest offer is a superior proposal as compared to that of ThyssenKrupp and that Dofasco will, as soon as practicable, provide notice to ThyssenKrupp under the support agreement between Dofasco and ThyssenKrupp of the latter's right to match Arcelor's proposed increased and amended offer.
Arcelor's proposed new offer price would represent a 12.7% premium over its offer price of CAD$63.00 per common share in its offer dated December 30, 2005, and a 4.4% premium over the offer price of CAD$68.00 announced by ThyssenKrupp on January 14, 2006.
Guy Dollé, Chief Executive Officer of Arcelor, reiterated that, "We believe that Arcelor is an excellent partner for Dofasco. As a partner of the Arcelor group, Dofasco will become a stronger, more competitive steel producer on the North American steel market."
Mr. Dollé also underlined that Dofasco's highly regarded corporate values with respect to its relations with employees, and its legacy of active community engagement, are principles that Arcelor shares and will continue to support.
If Arcelor's proposal is accepted by Dofasco, full details of Arcelor's amended offer will be included in a formal notice of variation to Arcelor's offer mailed on December 30th, 2005 and valid until February 8, 2006, which Arcelor would mail to Dofasco shareholders as soon as possible.
UBS and Merrill Lynch are acting as financial advisors and Ogilvy Renault LLP is acting as legal advisor to Arcelor in the context of the offer for Dofasco.
http://www.arcelor.com/