MSB Mesabi Trust

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 

 

FORM 8-K

 

Current Report

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

 

 

Date of Report (Date of earliest event reported):

July 14, 2014

 

MESABI TRUST

(Exact name of registrant as specified in its charter)

 

 

 

(904) 271-2520

(Registrant’s telephone number, including area code)

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 2.02                         Results of Operations and Financial Condition.

 

On the evening of July 11, 2014, Mesabi Trust issued a press release announcing that Mesabi Trust declared a distribution of thirty-two cents ($0.32) per Unit of Beneficial Interest payable on August 20, 2014 to Mesabi Trust Unitholders of record at the close of business on July 30, 2014.  A copy of the press release is being furnished as Exhibit 99.1 to this Form 8-K.

 

Item 9.01                               Financial Statements and Exhibits.

 

(d)                                             Exhibits

 

99.1                                    Press release, dated July 11, 2014.

 

In accordance with general instruction B.2 to Form 8-K, the information in this Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section.

 

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SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

	MESABI TRUST
	By:	/s/ Jeffrey Schoenfeld
		Jeffrey Schoenfeld
		Assistant Vice President
		Deutsche Bank National Trust Company
		For Deutsche Bank Trust Company Americas
Dated:   July 14, 2014

 

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Exhibit 99.1

 

MESABI TRUST PRESS RELEASE

 

New York, New York

July 11, 2014

 

The Trustees of Mesabi Trust (NYSE: MSB) declared a distribution of thirty-two cents ($0.32) per Unit of Beneficial Interest payable on August 20, 2014 to Mesabi Trust Unitholders of record at the close of business on July 30, 2014. This compares to a distribution of forty-six cents ($0.46) per Unit for the same period last year.

 

The decrease in the current distribution of fourteen cents ($0.14) per Unit, as compared to the same quarter last year, is primarily attributable to a decrease in the volume of shipments for the second calendar quarter of 2014 and year to date, offset somewhat by a small increase in the average sales price per ton of iron ore pellets in the current quarter compared to the second quarter of 2013. The base and bonus royalties payable to Mesabi Trust (before the application of pricing adjustments by Northshore) decreased from approximately $6.0 million in the second calendar quarter of 2013 to approximately $4.5 million for the second calendar quarter of 2014. This decrease resulted primarily from lower volumes of shipments of iron ore pellets on a year to date basis during 2014 compared to a year ago.

 

Based on shipments of iron ore pellets during the second calendar quarter of 2014 reported by Northshore, Mesabi Trust expects to be credited with a base royalty of $2,242,578.  Mesabi Trust also expects to be credited with a bonus royalty in the amount of $2,484,810 based on the average sales price per ton of iron ore pellets and the volume of shipments during the second calendar quarter of 2014. As previously reported, Northshore applied $277,413 of negative price adjustments to shipments and royalty payments made in the second calendar quarter of 2014, as well as a $85,362 negative adjustment to reconcile the minimum advance royalty previously paid to the Trust in the first quarter 2014, and other minor adjustments. Accordingly, the total royalty payment expected to be received on July 30, 2014 by Mesabi Trust from Northshore is $4,531,262 (which includes a royalty payment of $161,538 payable to the Mesabi Land Trust).

 

Royalties paid to Mesabi Trust are based on the volume of shipments of iron ore pellets for the particular quarter and the year to date, the pricing of iron ore product sales, and the percentage of iron ore pellet shipments from Mesabi Trust lands rather than from non-Trust lands.  In the second calendar quarter of 2014, the Trust was credited with 1,113,443 tons shipped (which was 100% of the actual tonnage shipped).  The volume of shipments of iron ore pellets (and other iron ore products) by Northshore varies from quarter to quarter and year to year based on a number of factors, including the requested delivery schedules of customers, general economic conditions in the iron ore industry, and weather conditions on the Great Lakes. Further, the prices determined under contracts between Northshore, Northshore’s parent Cliffs Natural Resources Inc. (“Cliffs”) and certain of their customers (the “Cliffs Pellet Agreements”) are subject to interim and final pricing adjustments, dependent in part on multiple price and inflation index factors that are not known until after the end of a contract year.  This can result in significant variations in royalties received by Mesabi Trust (and in turn the resulting amount available for distribution to Unitholders by Mesabi Trust) from quarter to quarter, year to year and on a comparative historical basis. These variations, which can be positive or negative, cannot be predicted by the Trustees of Mesabi Trust. Royalty payments received in 2014 and prior years continue to reflect pricing estimates for shipments of iron ore products that

 

 

may be subject to further adjustment (upward or downward) pursuant to the Cliffs Pellet Agreements.  Based on all of the above factors and as indicated by the Trust’s historical distribution payments, the royalties received by the Trust, and the distributions paid to Unitholders, in any particular quarter are not necessarily indicative of royalties that will be received, or distributions that will be paid, in any subsequent quarter or for a full year.

 

With respect to the balance of calendar year 2014, Northshore has not advised Mesabi Trust of its expected 2014 shipments of iron ore products or what percentage of 2014 shipments will be from Mesabi Trust lands. Cliffs has not provided Mesabi Trust with any projections about possible pricing (and resulting royalty) adjustments that might impact future distributions, although Cliffs indicated that the royalty payments being reported today are based on estimated iron ore pellet prices under the Cliffs Pellet Agreements, which are subject to change. It is possible that future negative price adjustments could offset, or even eliminate, royalties or royalty income that would otherwise be payable to Mesabi Trust in any particular quarter, or at year end, thereby potentially reducing cash available for distribution to Mesabi Trust’s Unitholders in future quarters.

 

This press release contains certain forward-looking statements with respect to iron ore pellet production, iron ore pricing and adjustments to pricing, shipments by Northshore in 2014, royalty (including bonus royalty) amounts, and other matters, which statements are intended to be made under the safe harbor protections of the Private Securities Litigation Reform Act of 1995, as amended. Actual production, prices, price adjustments, and shipments of iron ore pellets, as well as actual royalty payments (including bonus royalties) could differ materially from current expectations due to inherent risks such as general and industry economic trends, uncertainties arising from war, terrorist events and other global events, higher or lower customer demand for steel and iron ore, environmental compliance uncertainties, higher imports of steel and iron ore substitutes, processing difficulties, consolidation and restructuring in the domestic steel market, indexing features in Cliffs Pellet Agreements resulting in adjustments to royalties payable to Mesabi Trust and other factors. Further, substantial portions of royalties earned by Mesabi Trust are based on estimated prices that are subject to interim and final adjustments, which can be positive or negative, and are dependent in part on multiple price and inflation index factors under agreements to which Mesabi Trust is not a party and that are not known until after the end of a contract year. Although the Mesabi Trustees believe that any such forward-looking statements are based on reasonable assumptions, such statements are subject to risks and uncertainties, which could cause actual results to differ materially.  Additional information concerning these and other risks and uncertainties is contained in the Trust’s filings with the Securities and Exchange Commission (“SEC”), including its Annual Report on Form 10-K and other periodic reports filed with the SEC.  Mesabi Trust undertakes no obligation to publicly update or revise any of the forward-looking statements that may be in this press release.

 

Contact:		Mesabi Trust SHR Unit
		Deutsche Bank Trust Company Americas
		(904) 271-2520