OFFER AND DISTRIBUTION RESTRICTIONS
ArcelorMittal has not filed this Offer to Purchase with, and it has not been reviewed by, any federal or state securities commission or regulatory authority of any country.
No authority has passed upon the accuracy or adequacy of this Offer to Purchase, and it is unlawful and may be a criminal offense to make any representation to the contrary.
No person has been authorized to give any information or to make any representations other than those contained or incorporated by reference in this Offer to Purchase.
Holders must comply with all laws that apply to them in connection with this Offer to Purchase. Holders must also obtain any consents or approvals that they need in order to tender Notes pursuant to the Offers.
None of the Company, the Dealer Managers or the Information and Tender Agent is responsible for Holders’ compliance with these legal requirements.
This Offer to Purchase does not constitute an offer to purchase or a solicitation of an offer to sell Notes in any jurisdiction in which, or to or from any person to or from whom,
it is unlawful to make such offer or solicitation under applicable securities or blue sky laws. In those jurisdictions where the securities, blue sky or other laws require the Offers to be made by a licensed broker
or dealer, the Offers will be deemed to be made on behalf of the Company, by the Dealer Managers or one or more registered brokers or dealers licensed under the laws of such jurisdiction. Neither the delivery
of this Offer to Purchase nor any purchase of Notes will, under any circumstances, create any implication that the information contained in this Offer to Purchase is current as of any time subsequent
to the date of such information.
United Kingdom. The communication of this Offer to Purchase and any other documents or materials relating to the Offers has not been approved by an authorized person for the purposes
21 of the Financial Services and Markets Act 2000 (the “FSMA”). Accordingly, such documents and/or materials are not being distributed to, and must not be passed on to, the general public in the United Kingdom.
The communication of such documents and/or materials is exempt from the restriction on financial promotions under section 21(1) of the FSMA on the basis that it is only directed at and may only be communicated to:
(1) persons who are outside of the United Kingdom;
(2) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”);
(3) those persons who are existing members or creditors of the Company or other persons within Article 43(2) of the Order;
(4) high net worth companies, and other persons to whom it may lawfully be communicated,
falling within Article 49(2)(a) to (d) of the Order or
(5) any other persons to whom such documents and/or materials may lawfully be communicated in circumstances in which section 21(1) of the FSMA does not apply
to the Company (all such persons together being referred to as “relevant persons”).
This Offer to Purchase and any
other documents or materials relating to the Offers are only available to relevant persons. Any
person who is not a relevant person should not act or rely on this document or any of its contents.
France. The Offers are not being made, directly or indirectly, to the public in the Republic of France. This Offer to Purchase and any other documents or offering material relating to the Offers may not be distributed
or caused to be distributed to the public in the Republic of France. Only (a) persons providing investment services relating to portfolio management for the account of third parties
(personnes fournissant le service d’investissement de gestion de portefeuille pour compte de tiers) and/or (b) qualified investors (investisseurs qualifiés) acting for their own account,
other than individuals (each a “Qualified Investor”), as defined in, and in accordance with, Articles L. 411-1, L. 411-2 and D. 411-1 of the French Code
monétaire et financier and applicable regulations thereunder, are eligible to participate in the Offers.
Neither this Offer to Purchase nor any other such offering material has been submitted for clearance to the
Autorité des marchés financiers.
Italy. None of the Offers, the Offer to Purchase or any other documents or materials relating to the Offers have been or will be submitted to the clearance procedure of the
Commissione Nazionale per le Società e la Borsa (“CONSOB”) pursuant to applicable Italian laws and regulations. The Offers are being carried out in the Republic of Italy (“Italy”) as exempted offers
pursuant to article 101-bis, paragraph 3-bis of Legislative Decree No. 58 of February 24, 1998, as amended (the “Financial Services Act”) and article 35-bis, paragraph 4 of CONSOB Regulation No. 11971 of May 14, 1999,
as amended. Holders or beneficial owners of the Notes that are resident and/or located in Italy can tender their Notes for purchase through authorized persons (such as investment firms, banks or financial intermediaries
permitted to conduct such activities in Italy in accordance with the Financial Services Act, CONSOB Regulation No. 20307 of 15 February 2018, and Legislative Decree No. 385 of September 1, 1993, as amended)
and in compliance with any other applicable laws and regulations and with any requirements imposed by CONSOB or any other Italian authority. Each intermediary must comply with applicable laws and regulations concerning
information duties vis-à-vis its clients in connection with the Notes or the Offers.
Belgium. Neither this Offer to Purchase nor any other documents or materials relating to the Offers have been, or will be, submitted or notified to, or approved by, the Belgian Financial Services and Markets Authority
(“Autorité des services et marchés financiers”/“Autoriteit voor Financiële Diensten en Markten”). Neither this Offer to Purchase nor the Offers are being made in Belgium by way of a public offering
within the meaning of Articles 3, §1, 1° and 6, §1 of the Belgian Law of April 1, 2007 on public takeover bids (“loi relative aux offres publiques d’acquisition”/“wet op de openbare overnamebiedingen”),
as amended from time to time. Accordingly, this Offer to Purchase and the Offers may not be, and are not being, advertised and the Offers will not be extended and this Offer to Purchase and any other documents
or materials relating to the Offers may not, have not, and will not, be distributed, directly or indirectly, to any person in Belgium other than to “qualified investors”
(“investisseur qualifié”/“gekwalificeerde belegger”) within the meaning of Article 10, §1 of the Belgian Law of June 16, 2006 on the public offering of securities and the admission of securities to trading
on a regulated market (“loi relative aux offres publiques d'instruments de placement et aux admissions d'instruments de placement à la négociation sur des marchés réglementés”/“wet op de openbare aanbieding
van beleggingsinstrumenten en de toelating van beleggingsinstrumenten tot de verhandeling op een gereglementeerde markt”) as amended from time to time, as referred to in Article 6, §3, 1° of said Belgian Law of April 1,
2007 on public takeover bids. Insofar as Belgium is concerned, this Offer to Purchase is only directed at, and the Offers are made only to, qualified investors, as this term is defined above. Accordingly,
the information contained
in this Offer to Purchase or in any other documents or materials relating to the Offers may not be used for any other purpose or disclosed or distributed to any other person in Belgium.