FIFTH SUPPLEMENTAL INDENTURE
EXHIBIT -4.10
FIFTH SUPPLEMENTAL INDENTURE dated as of December 31, 2006 (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 make any change that does
not adversely affect the rights of any holders of the Notes; and
WHEREAS, the Issuer, the Guarantors and Trustee wish to amend Section 4.02 of the Indenture as
set forth in this Supplemental Indenture in a manner that does not adversely affect the rights of
any holder of the Notes;
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
AMENDMENT
SECTION 1.1 The first paragraph of Section 4.02 of the Indenture is hereby amended in its
entirety to read as follows:
SECTION 4.02 Reports to Holders.
Notwithstanding that the Issuer and the Guarantors may not be subject to the reporting
requirements of Section 13 or 15(d) of the Exchange Act, the Issuer and the Guarantors will
file with the SEC and provide the Trustee and Holders of Notes with such annual reports and
such information, documents and other reports as are specified in Sections 13 and 15(d) of
the Exchange Act and applicable to a U.S. corporation subject to such Sections, such
information, documents and other reports to be so filed and provided at the times specified
for the filings of such information, documents and reports under such Sections; provided,
that in lieu of any annual report and such information, documents and other reports required
of U.S. corporations, Parent may file and provide such annual report and such information,
documents and other reports required of foreign private issuers subject to the reporting
requirements of Section 13 or 15(d) of the Exchange Act and provided further that Parent
continues to file on Form 6-K quarterly reports containing information similar in substance
to the quarterly reports it has historically filed.
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 Fifth Supplemental Indenture to be executed
as of the date first above written.
| ISPAT INLAND ULC, as Issuer |
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| By: | /s/ Xxxxxx Xxxxx
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| Name: Xxxxxx Xxxxx | ||||||
| Title: | ||||||
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| XXXXXXXXXXXXX (successor by merger), as Guarantor and Successor Parent |
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| By: | /s/ E. S. De Vries | |||
| Name: E. S. De Vries | ||||
| Title: Group Treasurer | ||||
| By: | /s/ Xxxxx Xxxxx | |||
| Name: Xxxxx Xxxxx | ||||
| Title: Group General Counsel | ||||
| ARCELORMITTAL USA INC. (formerly, Mittel Steel USA Inc.), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| ARCELORMITTAL PARTNERSHIP (formerly, Mittel Steel USA Partnership), as Guarantor |
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| By: Mittal Canada Inc., a partner | ||||
| By: | /s/ Xxxxxx D’Auteuil | |||
| Name: Xxxxxx D’Auteuil | ||||
| Title: Treasurer | ||||
| 3019693 NOVA SCOTIA U.L.C. as Guarantor |
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| By: | /s/ Xxxxxx Xxxxx | |||
| Name: Xxxxxx Xxxxx | ||||
| Title: | ||||
| ARCELORMITTAL FINANCE LLC (formerly, Mittel Steel USA — Finance LLC), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Manager | ||||
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| XXXXXXX TRUCKING COMPANY, INC., as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| ARCELORMITTAL USA INCOAL INC. (formerly, Incoal Company), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| ARCELORMITTAL MINORCA MINE INC. (formerly, Mittal Steel USA — Minorca Mine Inc.), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| ARCELORMITTAL SERVICE INC. (formerly, Mittal Steel USA Service Inc.), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| ARCELORMITTAL CLEVELAND, INC. (formerly, ISG Cleveland Inc.), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
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| ARCELORMITTAL WEIRTON
INC. (formerly, ISG Weirton Inc.), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| ARCELORMITTAL HENNEPIN INC. (formerly, ISG Hennepin Inc.), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| ARCELORMITTAL INDIANA HARBOR INC. (formerly, ISG Indiana Harbor Inc.), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| ARCELORMITTAL XXXXXX INC. (formerly, ISG Xxxxxx Inc.), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| ARCELORMITTAL RIVERDALE INC. (formerly, ISG Riverdale Inc.), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| MITTAL STEEL USA — VENTURE INC. (formerly, ISG Venture Inc.), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
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| ARCELORMITTAL PLATE LLC (formerly, ISG Plate LLC), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| ISG SPARROWS POINT LLC, as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| ARCELORMITTAL STEELTON LLC (formerly, ISG Steelton LLC), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| ARCELORMITTAL LACKAWANNA LLC (formerly, ISG Lackawanna LLC), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| ARCELORMITTAL XXXXX HARBOR LLC (formerly, ISG Xxxxx Harbor LLC), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| ARCELORMITTAL COLUMBUS LLC (formerly, ISG Columbus Coatings LLC), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| ARCELORMITTAL GEORGETOWN INC. (formerly, ISG Georgetown Inc.), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| MITTAL STEEL USA — RAILWAYS INC. (formerly, ISG Railways Inc.), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| ARCELORMITTAL HIBBING INC. (formerly, ISG Hibbing Inc.), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| HIBBING TACONITE HOLDING INC., as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| ISG ACQUISITION INC., as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
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| ARCELORMITTAL REAL ESTATE INC. (formerly, ISG Real Estate Inc.), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx Title: VP, Finance and Chief Accounting Officer |
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| ARCELORMITTAL TOW PATH VALLEY BUSINESS PARK DEVELOPMENT COMPANY (formerly, Tow Path Valley Business Park Development Company), as Guarantor |
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| By: | /s/ Xxxxxx X. XxXxx | |||
| Name: Xxxxxx X. XxXxx | ||||
| Title: Treasurer | ||||
| LASALLE BANK NATIONAL ASSOCIATION, as Trustee |
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| By: | Xxxxx X. Xxxxxxx | |||
| Name: Xxxxx X. Xxxxxxx | ||||
| Title: Assistant Vice President | ||||
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