IFRS 12 paras B12-B18, disclosures for material joint ventures and associates and summary for immaterial JVs and associates

ArcelorMittal S.A.  – Annual report – 31 December 2025

Industry: manufacturing

(millions of U.S. dollar, except share and per share data)

2.4 Investments in associates and joint arrangements

The carrying amounts of the Company’s investments accounted for under the equity method were as follows:

1. Individually immaterial joint ventures and associates represent in aggregate less than 20% of the total carrying amount of investments in joint ventures and associates at December 31, 2025 and 2024, and none of them have a carrying value exceeding 150 at December 31, 2025 and 2024.

2.4.1 Joint ventures

The following tables summarize the latest available financial information and reconcile it to the carrying value of each of the Company’s material joint ventures, as well as the income statement of the Company’s material joint ventures:

1. The country of incorporation corresponds to the country of operation.

2. Ownership interest in Borçelik was 45.33% and 50.00% based on issued shares and outstanding shares, respectively, at December 31, 2025; voting interest was 48.01% at December 31, 2025.

3. Adjustment in Borçelik relates primarily to differences in accounting policies regarding revaluation of fixed assets.

4. Adjustments in AMNS India correspond primarily to transaction costs incurred to set up the joint venture and the fair value of the guarantee of the joint venture’s debt (see note 9.4).

5. Includes AMNS Luxembourg, AMNS India (including infrastructure assets) and intermediate holding entities.

6. The joint venture had no operations in 2025. The carrying amount at December 31, 2025 included 326 cash contributions and 287 liability (including a non-current portion of 163 see note 9.2) corresponding to the net present value of future equity increases for which the Company has a present obligation.

1. The country of incorporation corresponds to the country of operation.

2. Ownership interest in Borçelik was 45.33% and 50.00% based on issued shares and outstanding shares, respectively, at December 31, 2024; voting interest was 48.01% at December 31, 2024.

3. Adjustment in Borçelik relates primarily to differences in accounting policies regarding revaluation of fixed assets.

4. Adjustments in AMNS India correspond primarily to transaction costs incurred to set up the joint venture and the fair value of the guarantee of the joint venture’s debt (see note 9.4).

5. Includes AMNS Luxembourg, AMNS India (including infrastructure assets) and intermediate holding entities.

6. Adjustments in Calvert primarily relate to differences in accounting policies regarding inventory valuation.

7. The joint venture was incorporated and had no operations in 2024. The initial carrying amount of 566 corresponds to a 120 cash contribution and 446 liability (including a non-current portion of 222 see note 9.2) corresponding to the net present value of future equity increases for which the Company has a present obligation.

1. The country of incorporation corresponds to the country of operation except for Tameh whose country of operation is also the Czech Republic.

2. Ownership interest in Borçelik was 45.33% and 50.00% based on issued shares and outstanding shares, respectively, at December 31, 2023; voting interest was 48.01% at December 31, 2023.

3. Adjustment in Borçelik relates primarily to differences in accounting policies regarding revaluation of fixed assets.

4. Adjustments in AMNS India correspond primarily to transaction costs incurred to set up the joint venture and the fair value of the guarantee of the joint venture’s debt (see note 9.4).

5. Includes AMNS Luxembourg, AMNS India and intermediate holding entities.

6. Adjustments in Calvert primarily relate to differences in accounting policies regarding inventory valuation.

AMNS India

AMNS India is an integrated flat carbon steel manufacturer – from iron ore to ready-to-market products with an achievable crude steel capacity of 8.8 million tonnes per annum. Its manufacturing facilities comprise iron making, steelmaking and downstream facilities spread across India.

In 2019, ArcelorMittal and Nippon Steel Corporation (“NSC”), Japan’s largest steel producer, created a joint venture to own and operate AMNS India with ArcelorMittal holding a 60% interest and NSC holding 40%. Through the agreement, both ArcelorMittal and NSC are guaranteed equal board representation and participation in all significant financial and operating decisions. The Company has therefore determined that it does not control the entity, even though it holds 60% of the voting rights. AMNS Luxembourg Holding S.A. (“AMNS Luxembourg”) is the parent company of the joint venture. ArcelorMittal’s 60% interest is accounted for under the equity method.

AMNS India’s main steel manufacturing facility is located at Hazira, Gujarat in western India. It also has:

  • two iron ore beneficiation plants close to the mines in Kirandul and Dabuna, with slurry pipelines that then transport the beneficiated iron ore slurry to the pellet plants in the Kirandul-Vizag and Dabuna-Paradeep systems;
  • downstream facilities in Pune, Khopoli and Gandhidham; and
  • six service centers in the industrial clusters of Hazira, Indore, Bahadurgarh, Chennai, Kolkata and Pune. It has a complete range of flat rolled steel products, including value added products, and significant iron ore pellet capacity with two main pellet plant systems in Kirandul-Vizag and Dabuna-Paradeep, which have the potential for expansion. Its facilities are located close to ports with deep draft for movement of raw materials and finished goods.

In terms of iron ore pellet capacity, the Kirandul-Vizag system has 8 million tonnes of annual pellet capacity; and the Dabuna-Paradeep system has 12 million tonnes of annual pellet capacity.

AMNS India completed the acquisition of the portfolio of strategic infrastructure assets from Essar Group. The remaining assets which were pending due to regulatory approvals have been acquired during 2024 and include a 16 million-tonne per annum all-weather, deep draft terminal at Visakhapatnam, Andhra Pradesh (along with an integrated conveyor connected to AMNS India’s iron ore pellet plant in the port city) and a 100-kilometer Gandhar – Hazira transmission line, connecting AMNS India’s steelmaking complex with the central electricity grid.

AMNS India intends to further debottleneck existing operations (steel shop and rolling parts) in the medium term. The first phase of expansion represents capital expenditures of approximately 7.7 billion (0.8 billion for debottlenecking, 1.0 billion for downstream projects, 5.7 billion for upstream projects and 0.2 billion for operational readiness) and started in October 2022. It aims to increase production at the Hazira facility to 15 million tonnes of rolled products by the second half of 2026. Plans are under development to expand the production capacity by establishing a greenfield integrated steel plant with an 8.2 million tonnes annual capacity at Rajayapeta in Andhra Pradesh, a strategically significant project. This facility will play a critical role in advancing AMNS India’s objective of scaling its total steelmaking capacity to 40 million tonnes per annum.

On March 16, 2020 and March 30, 2023, AMNS Luxembourg entered into 5.1 billion and 5 billion ten-year term loan agreements, respectively, with various Japanese banks. The proceeds of the loan agreements, which are guaranteed by ArcelorMittal and NSC in proportion to their respective interests in the joint venture, are used for the purposes of expansion financing. The 5 billion ten-year term loan consists of 3 tranches to be disbursed by April 30, 2026 at the request of AMNS Luxembourg.

In terms of iron ore mining assets, AMNS India operates the Thakurani mine in the Keonjhar district of Odisha and the Ghoraburhani-Sagasahi mine in the Sudargarh district of Odisha.

VAMA

Valin ArcelorMittal Automotive Steel (“VAMA”) is a joint venture between ArcelorMittal and Hunan Valin which produces steel for high-end applications in the automobile industry. VAMA supplies international automakers and first-tier suppliers as well as Chinese car manufacturers and their supplier networks. In April 2023 VAMA announced the start of production for its second continuous galvanization line with an annual capacity of 450,000 tonnes, bringing its total capacity to 2 millions tonnes per year.

Calvert

AMNS Calvert was a joint venture between the Company and NSC until June 18, 2025, when ArcelorMittal acquired control (see note 2.2.4).

NEMM

On October 16, 2024, in the framework of their New Energy Magnetic Material (“NEMM”) project, ArcelorMittal and China Oriental formed two joint ventures with equal ownership to be engaged principally in the production and sale of electrical steel grade hot-rolled coil substrates and cold-rolled non-oriented or oriented electrical steel for the Chinese automotive market. The project envisages the construction of an upstream plant and a downstream plant with production commencing in 2027.

VdSA

On May 5, 2023, following approval by the Brazilian antitrust authority CADE on April 13, 2023, ArcelorMittal formed the joint venture Ventos de Santo Antônio Comercializadora de Energia

S.A. (“VdSA”) with Casa dos Ventos, one of Brazil’s largest developers and producers of renewable energy projects, developing a 554 MW wind power project, with ArcelorMittal holding a 55% stake and Casa dos Ventos holding the remaining 45%. The project Ventos de Santo Antonio aims to secure and decarbonize a considerable proportion of the Company’s wholly-owned subsidiary ArcelorMittal Brazil’s future electricity needs through a 20 years power purchasing power agreement starting on January 1, 2026. Through the agreement, both ArcelorMittal and Casa dos Ventos are guaranteed equal board representation and participation in all significant financial and operating decisions. The Company has therefore determined that VdSA is a joint venture subject to joint control as it does not control the entity, even though it holds a 55% interest. The Company accounted for its investment in VdSA under the equity method.

Tameh

Tameh Holding sp. z o.o. (“Tameh”) is a joint venture between ArcelorMittal and Tauron Polska Energia S. A. (“Tauron”) including three energy production facilities located in Poland. Tameh’s objective is to ensure energy supply to the Company’s steel plants in Poland as well as the utilization of steel plant gases for energy production processes.

Following the occurrence of a deadlock situation, both Tauron and ArcelorMittal had the ability to exercise a put option right, allowing each partner to sell its shares to the other one. As per the shareholders’ agreement, the declaration of acceptance of an offer that is submitted first shall prevail. ArcelorMittal successfully served its declaration on Tauron on January 2, 2024. Tauron challenged this assertion and in October 2024, ArcelorMittal was served with a request for arbitration filed by Tauron (see note 9.3). In 2025 the Company recognized a 81 impairment loss (see note 2.6) and accordingly discloses the joint venture with other investments not individually material (see note 2.4.3).

Borçelik

Borçelik Çelik Sanayii Ticaret Anonim Şirketi (“Borçelik”), incorporated and located in Turkey, is a joint venture between ArcelorMittal and Borusan Holding involved in the manufacturing and sale of cold-rolled and galvanized flat steel products.

Al Jubail

ArcelorMittal Tubular Products Al Jubail (“Al Jubail”) is a state of the art seamless tube mill in Saudi Arabia designed and built to serve the fast growing energy producing markets of Saudi Arabia, the Middle East, North Africa and beyond.

Acciaierie d’Italia

On February 20, 2024, the Italian Government issued a decree placing Acciaierie d’Italia in extraordinary administration subsequent to the request of Invitalia, thereby passing control of the company from its shareholders, ArcelorMittal and Invitalia, to government appointed commissioners. On January 26, 2026, ArcelorMittal was served by the Extraordinary Commissioners of Acciaierie d’Italia S.p.A. in Extraordinary Administration, the company operating the Italian steel plants owned and formerly managed by Ilva S.p.A. in Extraordinary Administration with a writ of summons to appear before the Court of Milan. ArcelorMittal categorically rejects any and all allegations set out in the claim and will defend its position vigorously before all the competent venues.

2.4.2 Associates

The following table summarizes the financial information and reconciles it to the carrying amount of each of the Company’s material associates, as well as the income statement of the Company’s material associates:

1. The country of incorporation corresponds to the country of operation except for China Oriental, whose country of operation is China, and Vallourec, whose operations are global.

2. Adjustments in Vallourec relate to fair value adjustment of property, plant and equipment, intangible asset and goodwill.

3. The amount for DHS Group includes an adjustment to align the German GAAP financial information with the Company’s accounting policies and is mainly linked to property, plant and equipment, inventory and pension. Other adjustment include the Company’s impairment loss with respect to its investment in DHS Group.

4. Adjustments in Gonvarri Steel Industries primarily relate to differences in accounting policies regarding revaluation of fixed assets.

5. Adjustments in Baffinland primarily relate to differences in accounting policies regarding recognized goodwill. In September 2020, following a legal reorganization that was not a business combination for the Company, its share of fair value remeasurement of 1.5 billion was not recognized in the carrying amount of Baffinland.

6. Following a legal reorganization in September 2020, the Company holds an indirect interest in Baffinland through Nunavut Iron Ore Inc.

1. The country of incorporation corresponds to the country of operation except for China Oriental, whose country of operation is China, and Vallourec, whose operations are global.

2. Adjustments in Vallourec relate to provisional fair value adjustments of property, plant and equipment and goodwill.

3. The amount for DHS Group includes an adjustment to align the German GAAP financial information with the Company’s accounting policies and is mainly linked to property, plant and equipment, inventory and pension. Other adjustment include the Company’s impairment loss with respect to its investment in DHS Group.

4. Adjustments in Gonvarri Steel Industries primarily relate to differences in accounting policies regarding revaluation of fixed assets.

5. Adjustments in Baffinland primarily relate to differences in accounting policies regarding recognized goodwill. In September 2020, following a legal reorganization that was not a business combination for the Company, its share of fair value remeasurement of 1.5 billion was not recognized in the carrying amount of Baffinland.

6. Following a legal reorganization in September 2020, the Company holds an indirect interest in Baffinland through Nunavut Iron Ore Inc.

1. The country of incorporation corresponds to the country of operation except for China Oriental whose country of operation is China.

2. Other adjustments correspond to the difference between the carrying amount at December 31, 2023 and the net assets situation corresponding to the latest financial statements ArcelorMittal is permitted to disclose translated with closing rates as of the reporting dates described in the table above.

3. The amount for DHS Group includes an adjustment to align the German GAAP financial information with the Company’s accounting policies and is mainly linked to property, plant and equipment, inventory and pension.

4. Adjustments in Gonvarri Steel Industries primarily relate to differences in accounting policies regarding revaluation of fixed assets.

5. Adjustments in Baffinland primarily relate to differences in accounting policies regarding recognized goodwill. In September 2020, following a legal reorganization that was not a business combination for the Company, its share of fair value remeasurement of 1.5 billion was not recognized in the carrying amount of Baffinland.

6. Following a legal reorganization in September 2020, the Company holds an indirect interest in Baffinland through Nunavut Iron Ore Inc.

Vallourec

On August 6, 2024, ArcelorMittal completed the acquisition of 65,243,206 shares, representing 28.4% (27.85% at December 31, 2025) voting rights in Vallourec, for €14.64 per share from funds managed by Apollo Global Management, Inc. for total €960 million (1,048) cash consideration. Vallourec’s Board of Directors includes eleven members, out of which two are appointed by ArcelorMittal, whose Chief Executive Officer also acts as an observer of the Board. ArcelorMittal concluded that it exercises significant influence in Vallourec and accordingly it accounts for its investment under the equity method. In addition, as the share purchase agreement includes a forward component qualifying as a financial instrument as a result of the purchase price being fixed ahead of the closing date, ArcelorMittal recognized a 83 decrease in acquisition cost to reflect the fair value of the forward at acquisition date (see note 6.2). Having carried out a successful restructuring in recent years, Vallourec presents a compelling opportunity to increase ArcelorMittal’s exposure to the attractive, downstream, value-added tubular market. It is a global leader in premium tubular solutions for energy markets and demanding industrial applications, offering innovative, safe and competitive products for sectors including energy, automotive and construction. 85% of Vallourec’s 2.2 million tonnes of annual rolling capacity is focused around low-carbon, integrated production hubs in the U.S. and Brazil, both of which are important strategic markets for ArcelorMittal. The fair value of ArcelorMittal’s investment was 1,203 at December 31, 2025 based on Vallourec’s quoted share price.

China Oriental

China Oriental Group Company Limited (“China Oriental”) is a Chinese integrated iron and steel company listed on the Hong Kong Stock Exchange (“HKEx”). The China Oriental Group has manufacturing plants in Hebei Province and Guangdong Province of the People’s Republic of China (the “PRC”) and sells mainly to customers located in the PRC. The China Oriental Group also carries out property development business which is mainly in the PRC.

DHS Group

DHS – Dillinger Hütte Saarstahl AG (“DHS Group”), incorporated and located in Germany, is a leading producer of heavy steel plates, cast slag pots and semi-finished products, such as pressings, pressure vessel heads and shell sections in Europe. The DHS Group also includes a further rolling mill operated by Dillinger France in Dunkirk (France).

Gonvarri Steel Industries

Holding Gonvarri SL (“Gonvarri Steel Industries”) is dedicated to the processing of steel. The entity is a European leader in steel service centers and renewable energy components, with strong presence in Europe and Latin America.

Baffinland

Baffinland Iron Mines Corporation (“Baffinland”) owns the Mary River project, which has direct shipping, high grade iron ore on Baffin Island in Nunavut (Canada).

2.4.3 Other associates and joint ventures that are not individually material

The Company has interests in a number of other joint ventures and associates, none of which are regarded as individually material. The following table summarizes the financial information of all individually immaterial joint ventures and associates that are accounted for using the equity method:

2.4.4 Investments in joint operations

Peña Colorada

Peña Colorada is an iron ore mine located in Mexico in which ArcelorMittal holds a 50.00% interest. Peña Colorada operates an open pit mine as well as concentrating facility and two-line pelletizing facility. Peña Colorada is part of the North America segment.

9.4 Commitments (extract)

Commitments related to purchases of raw materials and energy

Purchase commitments consist primarily of major agreements for procuring iron ore, coking coal, coke and hot metal. The Company also has a number of agreements for electricity, industrial and natural gas, scrap and freight. In addition to those purchase commitments disclosed above, the Company enters into purchasing contracts as part of its normal operations which have minimum volume requirements but for which there are no take-or-pay or penalty clauses included in the contract. The Company does not believe these contracts have an adverse effect on its liquidity position. Following the signature of an 18-year nuclear power production allocation contract with the French electricity supplier EDF on December 26, 2025, the Company’s commitments related to purchases of raw materials and energy increased by 5.6 billion at December 31, 2025.

Commitments related to purchases of raw materials and energy included commitments given to associates for 441 and 1,704 as of December 31, 2025 and 2024, respectively. Commitments given to associates at December 31, 2024 included 798 related to a gas supply agreement with Kryvyi Rih Industrial Gas which was terminated in the first half of 2025. Purchase commitments included commitments given to joint ventures for 681 and 719 as of December 31, 2025 and 2024, respectively. Purchase commitments given to joint ventures included 1,944 at December 31, 2025 with respect to the renewable electricity supply agreement VdSA. Purchase commitments given to joint ventures also included 245 and 287 related to Tameh and 378 and 380 related to Enerfos as of December 31, 2025 and 2024, respectively.

Guarantees, pledges and other collateral

Guarantees related to financial debt and credit lines given on behalf of third parties were 299 and 256 as of December 31, 2025 and 2024, respectively. Additionally, guarantees of nil and 11 were given on behalf of associates and guarantees of 5,380 and 6,259 were given on behalf of joint ventures as of December 31, 2025 and 2024, respectively.

Guarantees given on behalf of joint ventures included 414 and 183 on behalf of VdSA and 248 and 303 in relation to outstanding lease liabilities for vessels operated by Global Chartering as of December 31, 2025 and 2024, respectively. Guarantees given on behalf of joint ventures also included 4,400 and 4,038 as of December 31, 2025 and 2024 corresponding to ArcelorMittal’s 60% guarantee of the debt under the term loan agreements entered into by the AMNS India joint venture with various Japanese banks.

As of December 31, 2025, pledges and other collateral mainly related to (i) mortgages entered into by the Company’s operating subsidiaries and (ii) inventories and receivables pledged to secure the South African Rand revolving borrowing base finance facility for the amount drawn of 175 and ceded bank accounts to secure environmental obligations, true sale of receivables programs and the revolving borrowing base finance facility in South Africa of 43. Other sureties, first demand guarantees, letters of credit, pledges and other collateral included 250 and 291 of commitments given on behalf of associates as of December 31, 2025 and 2024, respectively.