Essar Steel Minnesota LLC Announces Successful Consent Solicitation Relating to Its Senior Secured Notes due 2020
HIBBING, MN, June 27, 2014 /PRNewswire/ - Essar Steel Minnesota LLC ("ESML") announced today that it has obtained the requisite consents from the holders of its $450,000,000 aggregate principal amount outstanding of 11.500% Senior Secured Notes due 2020 (the "Notes") pursuant to its previously announced consent solicitation. Accordingly, the Supplemental Indenture and the Amendment to the Escrow Agreement (each as defined in the Notice of Consent Solicitation dated June 23, 2014 (as supplemented by Supplement No. 1 to the Notice of Consent Solicitation dated June 24, 2014, the "Notice")) giving effect to the proposed amendments contemplated in the Notice have been executed. Those amendments include an extension of certain conditions relating to the Notes.
ESML confirmed that sufficient financing of at least $200 million remains available to the project during the proposed extension period and will be spent during that time. The extension will not alter the expected timetable to begin production by the middle of 2015. Construction activity at the project site will continue to increase in accordance with ESML's construction plan.
Essar Global Fund Limited, ESML's ultimate parent company, also has confirmed that it stands fully committed to the project, having invested $367.5 million to date and having committed to investing over $350 million more, totaling an investment of at least $717.5 million. To date, ESML has spent more than $990 million of the planned $1.8 billion total expenditure for the project.
The Solicitation expired at 5:00 p.m., New York City time, on June 26, 2014. The Company expects to pay the Consent Fee (as defined in the Notice) to all holders of Notes on June 27, 2014. ESML engaged Credit Suisse Securities (USA) LLC to act as the "Solicitation Agent" and D.F. King & Co., Inc. to act as the "Tabulation Agent" for the Solicitation. Questions regarding the Solicitation may be directed to Credit Suisse Securities (USA) LLC at (800) 820-1653 (toll-free) or (212) 325-2544 (collect). Requests for documents relating to the Solicitation may be directed to D.F. King & Co., Inc. at (800) 549-6650 (toll-free), (212) 269-5550 (banks and brokers), and (212) 493-6940 (confirmation), or to ESML at (212) 292-2600, and email@example.com.
This press release is for informational purposes only, is not a consent solicitation and must be read in conjunction with the Notice and the Supplement. The Solicitation is not being made to, and the consents are not being solicited from, holders of Notes in any jurisdiction in which it is unlawful to make such Solicitation or grant such consent. This press release, the Notice and the Supplement contain important information which should be read carefully before any decision is made with respect to the Proposed Amendments. Those documents should be read and consulted for additional information regarding consent procedures and the conditions for the consent solicitation. To receive copies of the Notice or the Supplement or for questions relating to the Solicitation, please contact the Solicitation Agent or the Tabulation Agent at the contact information above. If any holder is in any doubt as to the action it should take or is unsure of the impact of the implementation of the proposed amendments described in the Notice as supplemented by the Supplement, it is recommended to seek its own financial and legal advice, including as to any tax consequences, immediately from its stockbroker, bank, manager, solicitor, accountant or other independent financial or legal adviser. Any individual or company whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee or intermediary must contact such entity if it wishes to consent to the proposed amendments. None of ESML, the Solicitation Agent, the Trustee, the Escrow Agent, the Tabulation Agent or any person who controls, or is a director, officer, employee, agent of any such person, or any affiliate of any such person, makes any recommendation whether holders of the Notes should consent to the proposed amendments.
Under no circumstances shall this press release constitute an offer to sell or issue securities or the solicitation of an offer to buy or subscribe for the Notes or any other security in any jurisdiction.
About Essar Steel Minnesota LLC
ESML is an iron ore producer engaged in the development of a 7 mtpa fully-integrated pellet production facility in the western Mesabi Range in northern Minnesota. When completed, the $1.8 billion Project will consist of an open-pit iron ore mine, crushing, concentrating and pelletizing facilities and a rail line and train-loading system. ESML has an aggregate of approximately 1.8 billion tonnes of measured and indicated magnetite iron resources, of which approximately 1.7 billion tonnes are classified as proven or probable reserves, and an additional 0.2 billion tonnes of inferred magnetite iron resources. These estimates are based on ESML's NI 43-101 report.
The Notes have not been registered under the Securities Act of 1933, as amended, or applicable state securities laws and may not be offered or sold in the United States absent registration under such laws or applicable exemptions from such registration requirements.
The information made available in this news release contains forward-looking statements, within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such statements reflect ESML's current view of future events, results of operations, cash flows, performance, business prospects and opportunities. Wherever used, the words "anticipate," "believe," "expect," "intend," "plan," "project," "will continue," "will likely result," "may," and similar expressions identify forward-looking statements as such term is defined in the Securities Exchange Act of 1934, as amended. Any such forward-looking statements are subject to risks and uncertainties and ESML's actual growth, results of operations, financial condition, cash flows, performance, business prospects and opportunities could differ materially from historical results or from the results expressed in these forward-looking statements. Forward-looking statements contained herein speak only as of the date made and ESML undertakes no obligation to update or publicly announce the revision of any of the forward-looking statements contained herein to reflect new information, future events, developments or changed circumstances or for any other reason.
For further information on Essar Steel Minnesota, please visit www.essarsteelmn.com
SOURCE Essar Steel Minnesota LLC