UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Dated March 2, 2018
Commission File Number: 001-35788
ARCELORMITTAL
(Translation of registrants name into English)
24-26 boulevard dAvranches
L-1160 Luxembourg
Grand Duchy of Luxembourg
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE IN THE REGISTRATION STATEMENT ON FORM F-3 (NO. 333-202409) OF ARCELORMITTAL AND THE PROSPECTUSES INCORPORATED THEREIN.
ArcelorMittal is providing on this Form 6-K (i) its table of capitalization and indebtedness as of December 31, 2017; (ii) its ratio of earnings to fixed charges for the years ended December 31, 2017, 2016, 2015, 2014 and 2013 and (iii) certain other recent developments.
Exhibit List
Exhibit No. |
Description | |
Exhibit 12.1 | Computation of Ratio of Earnings to Fixed Charges | |
Exhibit 99.1 | Table of Capitalization and Indebtedness | |
Exhibit 99.2 | Ratio of Earnings to Fixed Charges | |
Exhibit 99.3 | Certain Other Recent Developments |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: March 2, 2018
By: | /s/ Henk Scheffer | |
Name: | Henk Scheffer | |
Title: | Company Secretary & Group Compliance & Data Protection Officer |
Exhibit Index
Exhibit No. |
Description | |
Exhibit 12.1 | Computation of Ratio of Earnings to Fixed Charges | |
Exhibit 99.1 | Table of Capitalization and Indebtedness | |
Exhibit 99.2 | Ratio of Earnings to Fixed Charges | |
Exhibit 99.3 | Certain Other Recent Developments |
Exhibit 12.1
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
Year ended December 31, | ||||||||||||||||||||
(Dollars in millions, except ratios) | 2017 | 2016 | 2015(1) | 2014(2) | 2013(2) | |||||||||||||||
Interest expensed and capitalized(3) |
886 | 1,186 | 1,388 | 1,581 | 1,896 | |||||||||||||||
Interest portion of rental obligations(4) |
179 | 172 | 178 | 226 | 222 | |||||||||||||||
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Total fixed charges (A) |
1,065 | 1,358 | 1,566 | 1,807 | 2,118 | |||||||||||||||
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Pre-tax income from continuing operations before adjustment for non-controlling interests in consolidated subsidiaries or income or loss from equity investees |
5,007 | 2,720 | (7,521 | ) | (520 | ) | (2,360 | ) | ||||||||||||
Post-tax income allocable to non-controlling interest in consolidated entities that have not incurred fixed charges |
(7 | ) | 45 | 477 | (112 | ) | 30 | |||||||||||||
Undistributed earnings of equity investees |
(216 | ) | (439 | ) | 729 | 381 | 661 | |||||||||||||
Fixed charges, excluding capitalized interest |
1,058 | 1,344 | 1,561 | 1,791 | 2,112 | |||||||||||||||
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Earnings-pretax income with applicable adjustments (B) |
5,842 | 3,670 | (4,754 | ) | 1,540 | 443 | ||||||||||||||
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Ratio of (B) to (A) |
5.5 | 2.7 | (3.0 | ) | 0.9 | 0.2 |
Notes
(1) | Due to ArcelorMittals pretax loss in 2015, the ratio coverage was less than 1:1. ArcelorMittal would have needed to generate additional earnings of $6,320 million to have achieved a coverage of 1:1 for 2015. |
(2) | In 2014 and 2013, ArcelorMittals pretax results were not enough to reach a ratio of 1:1. ArcelorMittal would have needed to generate additional earnings of $267 million and $1,675 million to have achieved a coverage of 1:1 for 2014 and 2013, respectively. |
(3) | Includes amortization of premiums, discounts and capitalized expenses related to indebtedness. |
(4) | Deemed to be 33% of the total rental expenses. |
The ratio of earnings to fixed charges is computed by dividing earnings by fixed charges. Earnings represent consolidated pre-tax income from continuing operations before adjustment for non-controlling interests in consolidated subsidiaries or income or loss from equity investees, less post-tax income allocable to non-controlling interests in consolidated entities that have not incurred fixed charges and capitalized interest, plus fixed charges and distributed earnings of equity investees. Equity investees are investments accounted for using the equity method of accounting. Fixed charges include interest expensed and capitalized, the interest portion of rental obligations, amortized premiums, discounts and capitalized expenses related to indebtedness. Amounts used to calculate the ratio of earnings to fixed charges were prepared in accordance with IFRS as issued by the International Accounting Standards Board.
Exhibit 99.1
CAPITALIZATION AND INDEBTEDNESS
The following table sets out the consolidated capitalization and indebtedness of ArcelorMittal at December 31, 2017. You should read this table together with the Groups consolidated financial statements and the other financial data appearing in its annual report on Form 20-F for the year ended December 31, 2017.
As of December 31, 2017 |
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Actual | ||||
Short-term borrowings, including current portion of long-term debt |
2,785 | |||
Secured and Unguaranteed |
372 | |||
Guaranteed and Unsecured |
41 | |||
Secured and Guaranteed |
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Unsecured/Unguaranteed |
2,372 | |||
Long-term borrowings, net of current portion |
10,143 | |||
Secured and Unguaranteed |
504 | |||
Guaranteed and Unsecured |
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Secured and Guaranteed |
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Unsecured/Unguaranteed |
9,639 | |||
Equity attributable to the equity holders of the parent |
38,789 | |||
Non-controlling interests |
2,066 | |||
Total shareholders equity |
40,855 | |||
Total capitalization (Total shareholders equity plus Short-term borrowings plus Long-term borrowings) |
53,783 |
Except as disclosed herein, there have been no material changes in ArcelorMittals consolidated capitalization and indebtedness since December 31, 2017.
As of December 31, 2017, ArcelorMittal had guaranteed approximately $41 million of debt of its operating subsidiaries.
As of December 31, 2017, ArcelorMittal had approximately $876 million of consolidated secured indebtedness outstanding.
As of December 31, 2017, ArcelorMittal also had $5.5 billion of indebtedness available to be drawn under existing credit facilities, all of which would be unsecured, ArcelorMittal USA LLC (a subsidiary of ArcelorMitta) had $1.0 billion of indebtedness available to be drawn under an asset-based revolving credit facility, all of which would be secured, and ArcelorMittal South Africa Ltd. (a subsidiary of ArcelorMittal) had ZAR800 million ($65 million) of indebtedness available to be drawn under a borrowing base facility, all of which would be secured.
In January 2018, the Company entered into a bilateral financing facility due July 2018 for a total amount of 400 million.
Exhibit 99.2
RATIO OF EARNINGS TO FIXED CHARGES
ArcelorMittals ratio of earnings to fixed charges for the periods indicated below was as follows:
Year ended December 31, | ||||||||||||||||||||
(Dollars in millions, except ratios) | 2017 | 2016 | 2015(1) | 2014(2) | 2013(2) | |||||||||||||||
Ratio of earnings to fixed charges |
5.5 | 2.7 | (3.0 | ) | 0.9 | 0.2 |
(1) | Due to ArcelorMittals pretax loss in 2015, the ratio coverage was less than 1:1. ArcelorMittal would have needed to generate additional earnings of $6,320 million to have achieved a coverage of 1:1 for 2015. |
(2) | In 2014 and 2013, ArcelorMittals pretax results were not enough to reach a ratio of 1:1. ArcelorMittal would have needed to generate additional earnings of $267 million and $1,675 million to have achieved a coverage of 1:1 for 2014 and 2013, respectively. |
The ratio of earnings to fixed charges is computed by dividing earnings by fixed charges. Earnings represent consolidated pre-tax income from continuing operations before adjustment for non-controlling interests in consolidated subsidiaries or income or loss from equity investees, less post-tax income allocable to non-controlling interests in consolidated entities that have not incurred fixed charges and capitalized interest, plus fixed charges and distributed earnings of equity investees. Equity investees are investments accounted for using the equity method of accounting. Fixed charges include interest expensed and capitalized, the interest portion of rental obligations, amortized premiums, discounts and capitalized expenses related to indebtedness. Amounts used to calculate the ratio of earnings to fixed charges were prepared in accordance with IFRS as issued by the International Accounting Standards Board.
Exhibit 99.3
Other Recent Developments
ArcelorMittal (the Company) has signed a joint venture formation agreement with Nippon Steel & Sumitomo Metal Corporation (NSSMC) in relation to its offer to acquire Essar Steel India Limited (Essar Steel). The Companys subsidiary ArcelorMittal India Private Limited (AMIPL) submitted a Resolution Plan for Essar on February 12, 2018, which outlined the intention to have NSSMC formally join its bid for Essar Steel. Should the submitted Resolution Plan be selected and formally accepted by Indias National Company Law Tribunal, ArcelorMittal and NSSMC would jointly acquire and manage Essar Steel.
In its Resolution Plan, AMIPL set out a detailed industrial and turnaround plan aimed at restoring Essar Steels fortunes, enabling it to realize its full potential and participate in the anticipated steel demand growth in India.
ArcelorMittal and NSSMC have operated I/N Tek and I/N Kote in Indiana, USA, under joint venture agreements since 1987. I/N Tek and I/N Kote are high-added value downstream steel finishing facilities which serve the automotive and domestic appliance markets.
More recently, in 2014, ArcelorMittal partnered with NSSMC on the acquisition of AM/NS Calvert, a state-of-the art downstream finishing facility in Alabama, USA. The facility, which opened in 2010 and has a 5.3 million tonne capacity, was the largest newly constructed steel facility in the US in 40 years but had failed to reach its potential. A major investment program has been undertaken following the acquisition. The program focused on improving the facilitys finishing lines to enable the production of higher-added value steel products, including production of Usibor®, ArcelorMittals flagship advanced high-strength steel for the automotive sector, and increasing slab staging capacity and efficiency. These investments have helped to facilitate a rapid improvement in AM/NS Calverts performance: capacity utilization rates have improved by over 20 per cent; shipments to the automotive sector more than doubled between 2015 and 2017; and productivity at the hot strip mill has increased by over 1 million tonnes since the acquisition.