CSN has achieved a significant victory against Ternium in the long run dispute, involving the acquisition by Ternium of a capital stake of the Brazilian steel producer Usiminas in 2011.
After being defeated in disputes next to the financial market authority CVM and in lower civil courts, CSN received a positive vote from minister Antonio Carlos Ferreira, ending a dispute that was showing a 2X2 draw among the other members of the upper court STJ.
Since 2011, CSN, also a shareholder of Usiminas, was claiming that it was entitled to “tag-along” rights, under the Brazilian legislation, as the acquisition of the shares by Ternium from the former Usiminas shareholders Votorantim and Camargo Correa resulted in a change of control at Usiminas.
Such “tag-along” rights allowed CSN, in the condition of a minority shareholder, to sell its shares of Usiminas to Ternium at the same price paid by Ternium to Votorantim and Camargo Correa, meaning today an indemnification, to be paid by Ternium to CSN, in the amount of BRL5.0 billion, equivalent today to $926 billion.
If Ternium does not accept the decision of STJ, it can appeal to the same court if it finds a material mistake in the vote of its ministers, or it can appeal to the supreme court (STF), since the decision by STJ was not unanimous.
In a statement to the market, Ternium claims that the decision by STJ is “against the substantive law and the due process applicable”.
The company added that after the examination of the votes of the STJ ministers, when made public, the company will present all available resources and impugnation against the decision of the STJ.