Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes _______ No ___X____
EXCERPT OF THE MINUTES OF THE EXTRAORDINARY BOARD OF DIRECTORS’ MEETING OF COMPANHIA SIDERÚRGICA NACIONAL HELD ON MARCH 31, 2015, DRAWN UP IN SUMMARY FORMAT.
Company Registry (NIRE): 35300396090
Corporate Taxpayer’s ID (CNPJ): 33.042.730/0001-04
1. Date: March 31, 2015
2. Time: 5:00 p.m.
3. Venue: Av. Brig. Faria Lima, 3400, 20º andar, São Paulo – SP
4. Attendance: Benjamin Steinbruch (Chairman), Antonio Francisco dos Santos, Fernando Perrone, Antonio Bernardo Vieira Maia, Luis Felix Cardamone Neto and Yoshiaki Nakano – Board members; Claudia Maria Sarti – Secretary of the Board of Directors. The meeting was held via conference call.
5. Agenda: 5.1 – Opening of the Company’s share buyback program.
6. Matters Discussed: 6.1 – Opening of the Company’s share buyback program – The Board of Directors unanimously approved the opening of a new buyback program of shares issued by the Company to be held in treasury and future sale or cancellation, pursuant to article 3 of CVM Instruction 10/80, through trading in the stock exchange, intermediated by the following financial institutions: Itaú Corretora de Valores S.A.: Av. Brigadeiro Faria Lima, 3400 – 10º andar, in the city of São Paulo; BTG Pactual Corretora de Mercadorias Ltda.: Av. Brigadeiro Faria Lima, 3477 – 10º andar, in the city of São Paulo; Spinelli S.A. Corretora de Valores Mobiliários e Cambio: Av. Brigadeiro Faria Lima, 1355, 4º andar, Pinheiros, in the city of São Paulo; and Itaú USA Securities Inc.: 767, 5thAvenue, 50thFloor, in the city of New York. The program is limited to the repurchase of 32,770,055 shares issued by the Company. The transactions hereby authorized may be executed between April 1, 2015 and June 30, 2015, inclusively. The share acquisition price cannot be higher than their respective price on the stock exchange. The number of Company shares in the free float, pursuant to article 5 of CVM Instruction 10/80 totals 631,610,554. The Company’s objective with the transaction is to maximize the generation of value to shareholders through an efficient management of its capital structure. The Board of Directors granted the Executive Officers powers to take all the necessary measures to implement this resolution, including defining the initial date of the buyback approved herein.
I hereby confirm that the resolutions transcribed here are faithful in content to the minutes filed at the Company’s headquarters.
General Secretary to the Board of Directors
COMPANHIA SIDERÚRGICA NACIONAL | |
By: |
/S/ Benjamin Steinbruch
|
Benjamin Steinbruch
Chief Executive Officer |
| |
By: |
/S/ David Moise Salama
|
David Moise Salama
Investor Relations Executive Officer |
This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.