1) Ternium Investments S.à.r.l and Caixa de Previdência dos Funcionários do Banco do Brasil - PREVI informed Usiminas that they entered into an agreement where PREVI will sell 51.39 million common shares of Usiminas to Ternium.
2) With the completion of the transaction, PREVI will hold 1.379 million common shares (0.27% of total) and 6.786 million preferred shares (1.33% of total), while Ternium will hold 136.131 million common shares (26.94% of total).
3) The transaction will increase Ternium's stake in Usim
1) Ternium Investments S.à.r.l and Caixa de Previdência dos Funcionários do Banco do Brasil - PREVI informed Usiminas that they entered into an agreement where PREVI will sell 51.39 million common shares of Usiminas to Ternium.
2) With the completion of the transaction, PREVI will hold 1.379 million common shares (0.27% of total) and 6.786 million preferred shares (1.33% of total), while Ternium will hold 136.131 million common shares (26.94% of total).
3) The transaction will increase Ternium's stake in Usim
1) Ternium Investments S.à.r.l and Caixa de Previdência dos Funcionários do Banco do Brasil - PREVI informed Usiminas that they entered into an agreement where PREVI will sell 51.39 million common shares of Usiminas to Ternium.
2) With the completion of the transaction, PREVI will hold 1.379 million common shares (0.27% of total) and 6.786 million preferred shares (1.33% of total), while Ternium will hold 136.131 million common shares (26.94% of total).
3) The transaction will increase Ternium's stake in Usim
1) Ternium Investments S.à.r.l and Caixa de Previdência dos Funcionários do Banco do Brasil - PREVI informed Usiminas that they entered into an agreement where PREVI will sell 51.39 million common shares of Usiminas to Ternium.
2) With the completion of the transaction, PREVI will hold 1.379 million common shares (0.27% of total) and 6.786 million preferred shares (1.33% of total), while Ternium will hold 136.131 million common shares (26.94% of total).
3) The transaction will increase Ternium's stake in Usim
31310-260 Belo Horizonte MG T 55 31 3499-8000 F 55 31 3499-8899
www.usiminas.com
USINAS SIDERRGICAS DE MINAS GERAIS S.A. - USIMINAS CNPJ/MF 60.894.730/0001-05 NIRE 313.000.1360-0 Publicly Traded Company
MATERIAL FACT
Usinas Siderrgicas de Minas Gerais S.A. USIMINAS (Usiminas or Company), pursuant to the terms of 4 of article 157 of Law n 6.404/1976 and CVM Instruction n 358/2002, hereby informs the market that it hs received, on the present date, a letter from its shareholders Ternium Investments S..r.l. and Caixa de Previdncia dos Funcionrios do Banco do Brasil PREVI, which states the following:
Pursuant to article 12, 1 e 4 of CVM Instruction n 358, dated as of 03.01.2002, as amended, we hereby inform that, on this date, Caixa de Previdncia dos Funcionrios do Banco do Brasil - PREVI, a closed pension fund based in Praia do Botafogo, n 510, 3rd and 4th floors, CEP 22250-040, Botafogo, Rio de Janeiro / RJ, Brazil, CNPJ No. 33.754.482/0001-24 ("Previ") and Ternium Investments S. rl, Luxembourg, a Luxembourg company with registered office at 29, Avenue de la Porte-Neuve, L-2227 Luxembourg, Grand Duchy of Luxembourg, CNPJ No. 12.659.927/0001-17 (Ternium") entered into an Instrument of Share Purchase and Sale and Other Covenants whereby Previ undertook to sell to Ternium 51.390.000 common shares issued by Usinas Siderrgicas de Minas Gerais SA ("Company"). With the completion of the transaction, (i) Previ will hold 1,379,592 common shares, representing approximately 0.27% of the Companys common shares. There will be no change in the position held by Previ in preferred shares issued by the Company by reason of such operation, so that Previ will remain holding 6,786,350 preferred shares, representing approximately 1.33% of the preferred shares issued by the Company; and (ii) Ternium will hold 136,131,296 common shares (compared to the 84,741,296 common shares held prior to completion of the transaction), representing approximately 26.94% of the common shares of the Company (as compared with 16.77 % before the transaction). Ternium holds no preferred shares issued by the Company. Ternium is part of the Companys Amended and Restated Shareholders Agreement, entered into on January 16, 2012. Pursuant to Clause 2.2. of such instrument, after completion of the transaction hereby informed, the acquired shares will not be subject to the Shareholders Agreement, however Ternium shall vote with such shares in accordance with the provisions of
Usiminas Belo Horizonte Rua Prof. Jos Vieira de Mendona, 3011 31310-260 Belo Horizonte MG T 55 31 3499-8000 F 55 31 3499-8899
www.usiminas.com
Clause 4 of the Shareholders Agreement. With the completion of the transaction, T/T Group, as such term is defined in the Shareholders Agreement, will hold 191,131,296 common shares (compared to 139,741,296 common shares), representing approximately 37.83% of the common shares (compared to 27.66% before the transaction). The T/T Group has not and will not hold preferred shares in connection with the closing of this transaction. The transaction herein informed does not result in obligation to hold a public offer to acquire shares of the Company. The signatories state that, with the exception of the securities mentioned in this letter, they do not hold and have no knowledge of connected people who hold shares, warrants, rights to subscribe for shares and options to purchase shares or convertible debentures. Ternium also informs that, except for the Companys Amended and Restated Shareholders' Agreement and for the T/T Groups Shareholders Agreement, it has not entered into any agreement or contract regulating the exercise of voting rights or the purchase and sale of securities issued by the Company, and that the acquisition of shares now informed does not intend to change the composition of the control or the management structure of the Company. Regards.
Belo Horizonte, October 02nd, 2014.
Ronald Seckelmann Vice President of Finances and Investors Relations