Ispat International N.V.
Ticker:IST Rotterdam Building Aert van Nesstraat 45
Exchange:New York Stock Exchange Rotterdam, NETH 3012 CA
Industry:Manufacturing (SIC Code 3312)

Offering Information
Type of Shares:Class A Common Shares Filing Date:7/7/97
U.S. Shares:25,000,000 Offer Date:8/6/97
Non-U.S. Shares:0 Filing Range:$26.00 - $27.00
Primary Shares:25,000,000 Offer Price:$27.00
Secondary Shares:0 Gross Spread:$1.22
Offering Amount: $662,500,000 Selling:$0.73
Expenses: - Reallowance:$0.10
Shares Out After: -
Spin out parent firm: Ispat International Ltd.

Primary Underwriting Group
ManagerTierPhone
CS First BostonLead Manager (212) 325-2000
Donaldson, Lufkin & Jenrette Securities Corp.Co-manager (212) 371-0641

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Shearman & Sterling
Bank's Law Firm: Simpson, Thacher & Bartlett

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/96 12/31/96
Revenue:$1,774.00Assets:$4,072.00
Net Income:$613.00Curr Assets:$1,028.00
EPS:Liabilities:$1,933.00
Prior EPS:Curr Liabilities:$785.00
Cash Flow/Oper:$155.00Equity:$2,139.00
Cash Flow/Fin:$213.00Cash:$279.00
Cash Flow/Inv:-$134.00Working Cap:$243.00

Business Description
The company is the world's largest producer of steel utilizing the integrated mini-mill process. The company believes that due to its use of the integrated mini-mill process, modern steelmaking facilities, access to low-cost raw materials and operating efficiencies, it is one of the lowest cost steel producers in the world. Since 1992, the company has experienced significant growth primarily as a result of strategic acquisitions of underperforming assets and initiatives undertaked to improve the operating performance of the acquired steelmaking facilities. As a result, the company's steel shipments have increased from approximately 1.5 million tons in 1992 to approximately 5.9 million tons in 1996, making it one of the fastest-growing steel producers in the world. In 1996, the company's consolidated net sales, EBITDA and net income were approximately $1.8 billion, $309 million and $613 million, respectively.

Business Plan
The company's strategy is to buy inefficient state steel companies and turn them into low cost steel producers, through a mixture of cost cutting, using Direct Reduced Iron technology, modernization, changing their product mix, and improving their marketing through improved networking.

Use of Proceeds
The proceeds from the proposed offering will be used to repay outstanding indebtedness and for general corporate purposes.

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