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Mittal Steel Launches Official Bid for Arcelor

Top steelmakers' merge could create a company with almost a 10% share of global steel production; bid offer is at $27 billion

As reported by the Associated Press

Mittal Steel Co. has officially launched its $27 billion offer for rival Arcelor SA today, seeking a tie-up that would join the world's two largest steelmakers into a global titan.

Merging the world's top steelmakers would create a company with nearly a 10% share of global steel production and a market capitalization close to $40 billion.

The cash and stock offer, launched in Luxembourg, France and Belgium, is open until June 29. Mittal said it will also launch a bid in Spain and the U. S. when market regulators clear the offer.

Mittal said the U.S. offer will start when the Securities and Exchange Commission approves a registration statement. Mittal announced Friday that it had antitrust clearance in the U.S. for its proposed takeover. The company is still waiting for a green light from EU market regulators, who are due to rule on the deal by June 7 at the latest.

Arcelor, based in Luxembourg, has so far rejected the offer as hostile, saying the best thing for the company's shareholders is Arcelor's current management and plans. Most of the company's equity is held by a wide variety of small and institutional investors, as well the governments of Luxembourg and Belgium's Walloon region.

Complicating relations between the companies is a lawsuit Arcelor filed against Mittal in the United States for allegedly copying a type of steel for the auto industry. It says the suit is not related to the takeover battle, and Mittal has said the suit is ''without merit.''

In a move that could help Arcelor defend itself, the company has said it plans to spend up to $9.5 billion to buy back almost a quarter of its shares.

Mittal Chairman and CEO Lakshmi Mittal said in a statement that his company's offer has been well received by markets ''through the considerable value created.''

''We continue to believe that our offer is a very attractive one, structured to enable Arcelor shareholders to participate in the exciting growth potential of the combined company, whilst also receiving a generous cash element,'' he said.

The combined company would be the only steelmaker to stretch across the world, Mittal said, offering a wide range of steel products and ''ample captive'' raw materials.

''We are confident shareholders will find great appeal in this model, whose strong growth profile will underpin superior shareholder returns,'' he said.

Markets did not react warmly. Arcelor shares fell by 4.39% in Brussels and by 2.59% in Paris after the bid was launched. It also headed the losers on the Madrid exchange, falling 2.3% even though Mittal has not yet opened the offer in Spain. Mittal fell 2.54% on the Amsterdam exchange.

Mittal said the terms of its bid haven't changed since it announced the surprise takeover proposal on Jan. 27.

It is offering Arcelor shareholders four Mittal Steel shares and 45.41 for every five Arcelor shares. A secondary offer consists of $36.34 for each Arcelor share.

Shareholders can pick a mix of cash and stock as long as the total is not more than one-quarter cash and three-quarters stock.

Mittal is refusing to pay more than $6 billion in cash, resisting calls for an all-cash offer by saying its shares are a more attractive and potentially lucrative investment.

Arcelor Chief Executive Guy Dolle said last week, when both companies reported earnings, that Mittal's first-quarter figures were much weaker than Arcelor's. ''Our best defense is our results,'' he said.

Arcelor's board of directors won strong support — and a round of applause — from shareholders last month when they defended its moves to protect itself.

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