Usinas Siderurgicas De Minas Gerais S.A. -- USIMINAS, Through Its Subsidiaries Usiminas Galvanized Steel A/S And Usiminas

Usinas Siderurgicas De Minas Gerais S.A. -- USIMINAS, Through Its Subsidiaries
   Usiminas Galvanized Steel A/S And Usiminas Electrogalvanized Steel A/S,
Announces Tender Offers For Any And All Of 8.25% Senior Notes Due 2016 And For
      Up To The 2018 Notes Maximum Tender Amount Of 7.25% Notes Due 2018

PR Newswire

BELO HORIZONTE, Brazil, Oct. 1, 2013

BELO HORIZONTE, Brazil, Oct. 1, 2013 /PRNewswire/ -- Usinas Siderurgicas de
Minas Gerais S.A. — USIMINAS., through its Danish subsidiaries Usiminas
Galvanized Steel A/S and Usiminas Electrogalvanized Steel A/S (together, the
"Purchasers"), today announced  that it has commenced (i) an offer to purchase
for cash (the "2016 Notes Tender Offer") any and all outstanding 8.25% Senior
Notes due 2016 issued by Cosipa Commercial Ltd. under its U.S.$500,000,000
Global Medium-Term Note Program (the "2016 Notes") and (ii) an offer to
purchase for cash (the "2018 Notes Tender Offer" and, together with the 2016
Notes Tender Offer, the "Tender Offers") outstanding 7.25% Notes due 2018 (the
"2018 Notes" and, together with the 2016 Notes, the "Notes") issued by
Usiminas Commercial Ltd. in an aggregate principal amount of up to the amount
equal to (x) U.S.$200.0 million less (y) the aggregate principal amount of
2016 Notes accepted for purchase pursuant to the 2016 Notes Tender Offer (the
"2018 Notes Maximum Tender Amount"). Accordingly, if U.S.$200.0 million of
2016 Notes are accepted for purchase in the 2016 Notes Tender Offer, the
Company will not accept for purchase any 2018 Notes that are validly tendered.

The following table sets forth the consideration for each series of Notes:

                   Aggregate         Maximum          Total
                    Principal Amount  Acceptance Limit Consideration^(1)(2)(3)
Title of Security   Outstanding
8.25% Notes due
2016

(CUSIP No. 221226
AA 1 / ISIN         US$200,000,000    US$200,000,000   U.S.$1,127.50
US221226AA16)

(CUSIP No. P37064
AA 3 / ISIN US
P37064AA30)
7.25% Notes due
2018

(CUSIP No. 91732                      2018 Notes
BAA 7 / ISIN        US$400,000,000    Maximum Tender   U.S.$1,115.00
US91732BAA70)                         Amount

(CUSIP No. G93085
AA 9 / ISIN US
G93085AA94)

(1) The amount to be paid for each U.S.$1,000 principal amount of applicable
series of Notes validly tendered and accepted for purchase, plus accrued and
unpaid interest.

(2) The 2016 Notes Total Consideration includes an early tender payment of
U.S.$30.00 for each U.S.$1,000 principal amount of 2016 Notes.

(3) The 2018 Notes Total Consideration includes an early tender payment of
U.S.$30.00 for each U.S.$1,000 principal amount of 2018 Notes.

The 2016 Notes Tender Offer will expire at 5:00 p.m., New York City time, on
October 29, 2013, unless extended by us (such time and date, as it may be
extended, the "2016 Notes Expiration Date"). Holders of 2016 Notes who validly
tender their 2016 Notes at or prior to the 2016 Notes Expiration Date will be
eligible to receive the 2016 Notes consideration, plus accrued and unpaid
interest up to, but not including, the settlement date. Holders of 2016 Notes
who validly tender their 2016 Notes at or prior to 5:00 p.m., New York City
time, on October 15, 2013, unless extended by us (such time and date, as the
same may be extended, the "2016 Notes Early Tender Date"), will be eligible to
receive the 2016 Notes Total Consideration (as defined below), which includes
an early tender payment, plus accrued and unpaid interest up to, but not
including, the settlement date.

The 2018 Notes Tender Offer will expire at 5:00 p.m., New York City time, on
October 29, 2013, unless extended by us (such time and date, as it may be
extended, the "2018 Notes Expiration Date"). Holders of 2018 Notes who
validly tender their 2018 Notes at or prior to the 2018 Notes Expiration Date
will be eligible to receive, subject to the proration procedures described in
the offer to purchased dated as of today (the "Offer to Purchase"), the 2018
Notes consideration, plus accrued and unpaid interest up to, but not
including, the settlement date. Holders of 2018 Notes who validly tender
their 2018 Notes at or prior to 5:00 p.m., New York City time, on October 15,
2013, unless extended by us (such time and date, as the same may be extended,
the "2018 Notes Early Tender Date"), will be eligible to receive, subject to
the proration procedures described in the Offer to Purchase, the 2018 Notes
Total Consideration (as defined below), which includes an early tender
payment, plus accrued and unpaid interest up to, but not including, the
settlement date. 2016 Notes and 2018 Notes that have been validly tendered
cannot be withdrawn, except in each case, as may be required by applicable
law.

The "2016 Notes Total Consideration" for each U.S.$1,000 principal amount of
2016 Notes validly tendered prior to the 2016 Notes Early Tender Date and
accepted for purchase pursuant to the 2016 Notes Tender Offer will be
U.S.$1,127.50. The 2016 Notes Total Consideration includes an early tender
payment equal to U.S.$30.00 for each U.S.$1,000 principal amount of 2016 Notes
validly tendered prior to the 2016 Notes Early Tender Date and accepted for
purchase pursuant to the 2016 Notes Tender Offer (the "2016 Notes Early Tender
Payment"). Holders of 2016 Notes who tender 2016 Notes after the 2016 Notes
Early Tender Date but at or prior to the 2016 Notes Expiration Date and whose
2016 Notes are accepted for purchase will not be entitled to receive the 2016
Notes Early Tender Payment and will therefore be entitled to receive, for each
U.S.$1,000 principal amount of 2016 Notes tendered, U.S.$ 1,097.50, plus
accrued and unpaid interest up to, but not including, the settlement date.

The "2018 Notes Total Consideration" for each U.S.$1,000 principal amount of
2018 Notes validly tendered prior to the 2018 Notes Early Tender Date and
accepted for purchase pursuant to the 2018 Notes Tender Offer will be U.S.$
1,115.00. The 2018 Notes Total Consideration includes an early tender payment
equal to U.S.$30.00 for each U.S.$1,000 principal amount of 2018 Notes validly
tendered prior to the 2018 Notes Early Tender Date and accepted for purchase
pursuant to the 2018 Notes Tender Offer (the "2018 Notes Early Tender
Payment"). Holders of 2018 Notes who tender 2018 Notes after the 2018 Notes
Early Tender Date but at or prior to the 2018 Notes Expiration Date and whose
2018 Notes are accepted for purchase will not be entitled to receive the 2018
Notes Early Tender Payment and will therefore be entitled to receive, for each
U.S.$1,000 principal amount of 2018 Notes tendered, U.S.$ 1,085.00, plus
accrued and unpaid interest up to, but not including, the settlement date.

If 2018 Notes are validly tendered in an aggregate principal amount in excess
of the 2018 Notes Maximum Tender Amount pursuant to the 2018 Notes Tender
Offer, such tendered 2018 Notes will be subject to proration (as described in
the Offer Documents, as defined below).

The Purchasers' obligation to purchase Notes in either of the Tender Offers is
conditioned on the satisfaction or waiver of certain conditions. Neither
Tender Offer is conditioned upon the tender of any minimum principal amount of
Notes of such series or of the other series. However, the 2018 Notes Tender
Offer is subject to the 2018 Notes Maximum Tender Amount. The Purchasers have
the right, in their sole discretion, to amend or terminate either of the
Tender Offers at any time.

The terms and conditions of the Tender Offers are described in the Offer to
Purchase, dated October, 1, 2013, and the related Letter of Transmittal
(together, the "Offer Documents"). Copies of the Offer Documents are
available to holders of Notes from D.F. King & Co., Inc., the information
agent for the Tender Offers (the "Information Agent"). Requests for copies of
the Offer Documents should be directed to the Information Agent at +1 (800)
967-7921 (toll free) or +1 (212) 269-5550 (collect).

Usiminas reserves the right, in its sole discretion, not to accept any tenders
of Notes for any reason. Usiminas is making the Tender Offers and only in
those jurisdictions where it is legal to do so.

Usiminas has retained Santander Investment Securities Inc. to act as sole
dealer manager (the "Sole Dealer Manager") in connection with the Tender
Offers. Questions regarding the Tender Offers may be directed to the Sole
Dealer Manager at +1(212) 407-7822 (collect).

Neither the Offer Documents nor any related documents have been filed with the
U.S. Securities and Exchange Commission, nor have any such documents been
filed with or reviewed by any federal or state securities commission or
regulatory authority of any country. No authority has passed upon the accuracy
or adequacy of the Offer Documents or any related documents, and it is
unlawful and may be a criminal offense to make any representation to the
contrary.

This announcement is not an offer to purchase or a solicitation of an offer to
sell. The Tender Offers are being made solely pursuant to the Offer
Documents. The Tender Offers are not being made to, nor will the Usiminas
accept tenders of Notes from, holders in any jurisdiction in which the Tender
Offers or the acceptance thereof would not be in compliance with the
securities or blue sky laws of such jurisdiction.

About Usiminas

Founded 57 years ago and present in the entire steel production chain,
Usiminas is the largest flat steel complex in Latin America. Usiminas is a
low-cost producer of flat rolled products, including slabs, hot and cold
rolled coils and sheets, plates, heavy plates and galvanized products, used by
manufacturers in the automobile, home appliance, civil construction and other
industrial and consumer industries. Usiminas' steel products are manufactured
in two facilities: the Intendente Camara Plant, located in the city of
Ipatinga in the state of Minas Gerais and the Jose Bonifacio de Andrada e
Silva Plant, located in the city of Cubatao in the state of Sao Paulo, both in
Brazil. Usiminas is focused on four major business lines: (i) mining, (ii)
steelmaking, (iii) steel transformation, and (iv) capital goods.

Usiminas files annual, interim and other reports with the Brazilian Comissao
de Valores Mobiliarios -- CVM and these reports are available at
http://www.cvm.gov.br. Any such reports do not form part of the Offer to
Purchase of the Tender Offers.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

THIS PRESS RELEASE CONTAINS STATEMENTS THAT ARE FORWARD-LOOKING WITHIN THE
MEANING OF SECTION 27A OF THE U.S. SECURITIES ACT OF 1933, AS AMENDED, AND
SECTION 21E OF THE U.S. SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.
FORWARD-LOOKING STATEMENTS ARE ONLY PREDICTIONS AND ARE NOT GUARANTEES OF
FUTURE PERFORMANCE. INVESTORS ARE CAUTIONED THAT ANY SUCH FORWARD-LOOKING
STATEMENTS ARE AND WILL BE, AS THE CASE MAY BE, SUBJECT TO MANY RISKS,
UNCERTAINTIES AND FACTORS RELATING TO USIMINAS THAT MAY CAUSE THE ACTUAL
RESULTS TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS EXPRESSED OR
IMPLIED IN SUCH FORWARD-LOOKING STATEMENTS. ALTHOUGH USIMINAS BELIEVES THAT
THE EXPECTATIONS AND ASSUMPTIONS REFLECTED IN THE FORWARD-LOOKING STATEMENTS
ARE REASONABLE BASED ON INFORMATION CURRENTLY AVAILABLE TO USIMINAS'S
MANAGEMENT, USIMINAS CANNOT GUARANTEE FUTURE RESULTS OR EVENTS. USIMINAS
EXPRESSLY DISCLAIMS A DUTY TO UPDATE ANY OF THE FORWARD-LOOKING STATEMENTS.

SOURCE Usinas Siderurgicas de Minas Gerais S.A.

Website: http://www.cvm.gov.br/
Contact: D.F. King, 212-269-5550