SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Filed by the Registrant x
Filed by a Party other than the Registrant o
Check the appropriate box:
| o Preliminary Proxy Statement |
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| o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| o Definitive Proxy Statement | ||||
| x Definitive Additional Materials | ||||
| o Soliciting Material Pursuant to §240.14a-12 | ||||
INTERNATIONAL STEEL GROUP INC.
Payment of Filing Fee (Check the appropriate box):
| x | No fee required. |
| o | Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. |
| (1) | Title of each class of securities to which transaction applies: |
| (2) | Aggregate number of securities to which transaction applies: |
| (3) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): |
| (4) | Proposed maximum aggregate value of transaction: |
| (5) | Total fee paid: |
| o | Fee paid previously with preliminary materials. |
| o | Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
| (1) | Amount Previously Paid: |
| (2) | Form, Schedule or Registration Statement No.: |
| (3) | Filing Party: |
| (4) | Date Filed: |
[ISG Logo]
International Steel Group Inc.
4020 Kinross Lakes Parkway
Richfield, Ohio 44286-9000
330-659-9100
IMPORTANT REMINDER TO VOTE YOUR SHARES
April 1, 2005
Dear ISG Stockholders:
Our records indicate that you have not yet voted your shares for ISG’s 2005 special meeting of stockholders. Whether or not you plan to attend the meeting, we urge you to cast your vote using the enclosed proxy card.
At the special meeting, you are being asked to adopt an Agreement and Plan of Merger and Reorganization relating to the proposed merger of International Steel Group Inc. with Mittal Steel Company N.V. The ISG Board of Directors has unanimously approved and declared advisable the merger agreement and recommends that ISG stockholders vote FOR the proposal to adopt the merger agreement.
YOUR VOTE IS VERY IMPORTANT!
Your vote is crucial, no matter how many shares you may own. Your failure to vote will have the same result as a vote against the adoption of the merger agreement, so we urge all stockholders to take a moment now to vote their proxy in favor of the proposal to adopt the merger agreement.
VOTE BY PHONE OR INTERNET!
You may be permitted to vote your shares via telephone or internet to the extent set forth, and by following, the instructions listed on your proxy card. We hope that we can count on your support for the proposed merger. If you have any questions, need an additional copy of the definitive proxy statement relating to the proposed merger, or need assistance in voting your shares, we encourage you to call our proxy solicitor, MacKenzie Partners, Inc., at (800) 322-2885.
Thank you for your support.
| Sincerely, |
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| /s/ Rodney B. Mott | ||||
| Rodney B. Mott Chief Executive Officer and Director International Steel Group |
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You are urged to read the proxy statement/prospectus which has been mailed to you and which contains important information about Mittal Steel and ISG and the proposed merger. Investors and security holders may obtain a free copy of these materials and other documents filed with the Securities and Exchange Commission at the SEC’s website at www.sec.gov. Mittal Steel and ISG and their respective executive officers and directors may be deemed to be participants in the solicitation of proxies from the ISG stockholders with respect to the proposed merger. Information regarding the interests of these officers and directors in the proposed merger is included in the proxy statement/prospectus.