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CITIC Resources Holdings limited (CRH) and CITIC Group to accept offer for Macarthur Coal takeover

22/02/2012

Peabody Energy and ArcelorMittal today announced that CRH and CITIC Group have confirmed that they intend to accept the A$16.00 all-cash takeover offer for Macarthur Coal Ltd. With these acceptances, PEAMCoal will control more than 49% of Macarthur Coal shares, and intends to declare the offer unconditional upon obtaining control of 50.01% of Macarthur shares. PEAMCoal also announced that it will increase the offer price for all shareholders from A$16.00 to A$16.25 per share if PEAMCoal acquires relevant interests in at least 90% of Macarthur shares by 7:00 p.m. (Brisbane time) on 11 November 2011. PEAMCoal reserves the right to extend this date.

PEAMCoal has declared the increased offer price of A$16.25 per share (payable if PEAMCoal acquires relevant interests in at least 90% of Macarthur shares by 7:00 p.m. (Brisbane time) on 11 November 2011) to be final (in the absence of a superior or competing proposal). Reaching the 90% relevant interest threshold would allow PEAMCoal to compulsorily acquire all outstanding Macarthur shares. PEAMCoal also announced that today it will free the offer from all conditions other than the 50.01% minimum acceptance.

CRH and CITIC Group holdings represent approximately 25.2% of Macarthur shares. They have informed PEAMCoal they intend to accept the PEAMCoal offer within the next 24 hours. Once these acceptances are processed, PEAMCoal will have a relevant interest in approximately 49.2% of Macarthur's shares, and PEAMCoal is confident that the only remaining condition of 50.01% acceptance will soon be satisfied.

PEAMCoal also will accelerate the payment terms under its offer. For accepting shareholders, PEAMCoal will now pay the A$16.00 per share cash consideration on or before the later of:

10 days after the date on which the offer becomes unconditional; or

10 days after the offer is accepted.

If PEAMCoal acquires relevant interests in at least 90% of Macarthur's shares, and becomes entitled to compulsorily acquire any outstanding shares, it will pay the additional A$0.25 per share cash consideration to accepting Macarthur shareholders on or before the later of:

10 days after the date on which the 90% threshold is reached; or

10 days after the offer is accepted.

All participating members of the Macarthur Board previously recommended that Macarthur shareholders accept the PEAMCoal offer, in the absence of a superior proposal. Assuming sufficient acceptances to trigger the additional A$0.25 per share payment, the equity in Macarthur is valued at approximately A$4.9 billion.

PEAMCoal has extended the offer period by two weeks so that it will now close at 7:00 p.m. (Brisbane time) on 11 November 2011. PEAMCoal reserves the right to further extend at its discretion. PEAMCoal currently has an interest in approximately 24.0% of the Macarthur shares, including the shares subject to a recently established Institutional Acceptance Facility.

ArcelorMittal, Luxembourg