Sixth Supplemental Indenture
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EX-4.11 60 c23051aexv4w11.htm SIXTH SUPPLEMENTAL INDENTURE exv4w11
EXHIBIT -4.11
SIXTH SUPPLEMENTAL INDENTURE
SIXTH SUPPLEMENTAL INDENTURE dated as of September 3, 2007 (this Supplemental Indenture) among ISPAT INLAND ULC, a Nova Scotia unlimited liability company, as issuer (the Issuer), the Guarantors and LASALLE BANK NATIONAL ASSOCIATION, as Trustee (the Trustee).
RECITALS
WHEREAS, the Issuer, the Guarantors and the Trustee have entered into an Indenture dated as of March 25, 2004, as supplemented (as so supplemented, the Indenture);
WHEREAS, pursuant to Section 8.01 of the Indenture, the Issuer and the Guarantors, when authorized by a Board Resolution, and the Trustee, when an Officers Certificate is provided stating that such amendment or supplement complies with the provisions of Section 8.01, may amend or supplement the Indenture without notice to or consent of any Holder to provide for the assumption by a successor entity of the obligations of Parent under the Indenture;
WHEREAS, Mittal Steel Company N.V., a Netherlands company (formerly known as Ispat International N.V. and the Parent under the Indenture), merged by absorption (the Step 1 Merger) into its wholly-owned subsidiary, ArcelorMittal, a Luxembourg company the (Successor Parent), effective as of September 3, 2007, and as a result of the Step 1 Merger, the Parent has ceased to exist and has transferred by law all of its assets and liabilities to the Successor Parent;
WHEREAS, Luxembourg, the country under which the Successor Parent is organized, was a member nation of the European Union on March 25, 2004; and
WHEREAS, the Issuer, the Guarantors and Trustee wish to enter into this Supplemental Indenture pursuant to Section 4.22(1) of the Indenture in order to reflect the assumption by the Successor Parent of all the obligations of the Parent under its Note Guarantee and the Indenture.
NOW, THEREFORE, each party agrees as follows for the benefit of the other parties and for the equal and ratable benefit of the Holders of the Notes, as follows:
ARTICLE 1
ASSUMPTION
SECTION 1.1 The Successor Parent hereby expressly assumes all obligations of the Parent under its Note Guarantee and the Indenture, and the term Parent, as used in the Indenture and the Collateral Documents, shall, from and after the date hereof, mean and refer to the Successor Parent.
ARTICLE 2
MISCELLANEOUS
SECTION 2.1 This Supplemental Indenture is executed and shall be construed as an indenture supplemental to the Indenture with respect to the Notes and, as provided in the Indenture, this Supplemental Indenture forms a part thereof with respect to the Notes. Except as herein modified, the
Indenture is in all respects ratified and confirmed with respect to the Notes and all the terms, provisions and conditions thereof shall be and remain in full force and effect with respect to the Notes and every Holder of Notes shall be bound hereby. Except as expressly otherwise defined, the use of the terms and expressions herein is in accordance with the definitions, uses and constructions contained in the Indenture.
SECTION 2.2 If any provision of this Supplemental Indenture limits, qualifies or conflicts with any other provision hereof or of the Indenture that is required to be included in the Indenture by any of the provisions of the TIA, such required provision shall control.
SECTION 2.3 Unless otherwise indicated, capitalized terms used herein without definition shall have the meanings specified therefor in Section 1.01 of the Indenture.
SECTION 2.4 If any provision of this Supplemental Indenture shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
SECTION 2.5 This Supplemental Indenture shall be construed in accordance with, and governed by, the laws of the State of New York.
SECTION 2.6 This Supplemental Indenture may be executed in any number of counterparts, each of which shall be an original but such counterparts shall together constitute but one and the same instrument.
SECTION 2.7 This Supplemental Indenture shall become effective as of the date first above written.
IN WITNESS WHEREOF, the parties have caused this Sixth Supplemental Indenture to be executed on December 21, 2007 effective as of the date first above written.
ISPAT INLAND ULC, as Issuer | ||||
By: | /s/ Benoit Alain | |||
Name: | Benoit Alain | |||
Title: | ||||
ARCELORMITTAL (successor by merger), as a Guarantor and Successor Parent | ||||
By: | /s/ E. S. De Vries | |||
Name: | E. S. De Vries | |||
Title: | Group Treasurer | |||
By: | /s/ Simon Evans | |||
Name: | Simon Evans | |||
Title: | Group General Counsel |
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ARCELORMITTAL USA INC. (formerly, Mittal Steel | ||||||
USA Inc.), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
ARCELORMITTAL PARTNERSHIP (formerly, Mittal | ||||||
Steel USA Partnership), as a Guarantor | ||||||
By: | Mittal Canada Inc., a partner | |||||
By: | /s/ Daniel DAuteuil | |||||
Title: Treasurer | ||||||
3019693 NOVA SCOTIA U.L.C. | ||||||
as a Guarantor | ||||||
By: | /s/ Benoit Alain | |||||
Title: | ||||||
ARCELORMITTAL FINANCE LLC (formerly, Mital | ||||||
Steel USA-Finance LLC), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Name: Thomas A. McCue | ||||||
Title: Treasurer | ||||||
BURNHAM TRUCKING COMPANY, INC., | ||||||
as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
ARCELORMITTAL USA INCOAL INC. (formerly, | ||||||
Incoal Company), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer |
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ARCELORMITTAL MINORCA MINE INC. (formerly, | ||||||
Mittal Steel USA-Minorca Mine Inc.), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
ARCELORMITTAL SERVICE INC. (formerly, Mittal | ||||||
Steel USA Service Inc.), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
ARCELORMITTAL CLEVELAND INC. (formerly, ISG | ||||||
Cleveland Inc.), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
ARCELORMITTAL WEIRTON INC. (formerly, ISG | ||||||
Weirton Inc.), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
ARCELORMITTAL HENNEPIN INC. (formerly, ISG | ||||||
Hennepin Inc.), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Name: Thomas A. McCue | ||||||
Title: Treasurer | ||||||
ARCELORMITTAL INDIANA HARBOR INC. | ||||||
(formerly, ISG Indiana Harbor Inc.), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer |
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ARCELORMITTAL WARREN INC. | ||||||
(formerly ISG Warren Inc.), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
ARCELORMITTAL RIVERDALE INC. (formerly, ISG Riverdale Inc.), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
MITTAL STEEL USA VENTURE INC. (formerly, ISG Venture Inc.), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
ARCELORMITTAL PLATE LLC (formerly ISG Plate LLC), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
ISG SPARROWS POINT LLC, as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
ARCELORMITTAL STEELTON LLC (formerly ISG | ||||||
Steelton LLC), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer |
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ARCELORMITTAL LACKAWANNA LLC (formerly, | ||||||
ISG Lackawanna LLC), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
ARCELORMITTAL BURNS HARBOR LLC (formerly, ISG Burns Harbor LLC), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
ARCELORMITTAL COLUMBUS LLC (formerly, ISG Columbus Coatings, LLC), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
ARCELORMITTAL GEORGETOWN INC. (formerly, | ||||||
ISG Georgetown Inc.), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
MITTAL STEEL USA RAILWAYS INC. (formerly, | ||||||
ISG Railways Inc.), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
ARCELORMITTAL HIBBING INC. (formerly, ISG | ||||||
Hibbing Inc.), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer |
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HIBBING TACONITE HOLDING INC., | ||||||
as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
ISG ACQUISITION INC., | ||||||
as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
ARCELORMITTAL REAL ESTATE INC. (formerly | ||||||
ISG Real Estate Inc.), as a Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: VP, Finance and Chief Accounting Officer | ||||||
ARCELORMITTAL TOW PATH VALLEY BUSINESS | ||||||
PARK DEVELOPMENT COMPANY (formerly, Tow | ||||||
Path Valley Business Park Development Company), as a | ||||||
Guarantor | ||||||
By: | /s/ Thomas A. McCue | |||||
Title: Treasurer | ||||||
LASALLE BANK NATIONAL ASSOCIATION, | ||||||
as a Trustee | ||||||
By: | /s/ Frank A. Pierson | |||||
Title: Assistant Vice President |
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