Cliffs Natural Resources Inc. Announces Proposed Tack-On Offering of $575,000,000 Senior Guaranteed Notes due 2025
July 31 2017 - 7:40AM
Business Wire
Cliffs Natural Resources Inc. (NYSE:CLF) announced today
that it intends to offer to sell, subject to market and other
conditions, $575 million aggregate principal amount of its 5.75
percent senior guaranteed notes due 2025 (the “Additional Notes”)
in an offering that is exempt from the registration requirements of
the Securities Act of 1933 (the “Securities Act”). The Additional
Notes will constitute an additional issuance of the Company’s 5.75
percent senior guaranteed notes due March 1, 2025, $500 million
aggregate principal amount of which have been previously issued
(the “Outstanding Notes”). The Additional Notes will become part of
the same series as the Outstanding Notes for all purposes under the
indenture. The Additional Notes will be guaranteed on a senior
unsecured basis by the Company’s material direct and indirect
wholly-owned domestic subsidiaries.
The Company intends to use the net proceeds from the offering of
the Additional Notes, along with cash on hand, if required, to
repurchase and/or redeem all of its outstanding 8.250 percent
senior secured notes due 2020 (the “2020 Notes”).
This news release does not constitute an offer to sell or the
solicitation of an offer to buy any securities. The Additional
Notes and related guarantees are being offered only to qualified
institutional buyers in reliance on the exemption from registration
set forth in Rule 144A under the Securities Act, and outside the
United States to non-U.S. persons in reliance on the exemption from
registration set forth in Regulation S under the Securities Act.
The Additional Notes and the related guarantees have not been
registered under the Securities Act, or the securities laws of any
state or other jurisdiction, and may not be offered or sold in the
United States without registration or an applicable exemption from
the Securities Act and applicable state securities or blue sky laws
and foreign securities laws.
About Cliffs Natural Resources Inc.
Cliffs Natural Resources Inc. is a leading mining and natural
resources company. Founded in 1847, we are recognized as the
largest and oldest independent iron ore mining company in the
United States. We are a major supplier of iron ore pellets to the
North American steel industry from our mines and pellet plants
located in Michigan and Minnesota. Additionally, we operate an iron
ore mining complex in Western Australia. By 2020, we expect to be
the sole producer of hot briquetted iron (“HBI”) in the Great Lakes
region with the development of our first production plant in
Toledo, Ohio. Driven by the core values of safety, social,
environmental and capital stewardship, our employees endeavor to
provide all stakeholders with operating and financial
transparency.
Forward-Looking Statements
This release contains statements that constitute
"forward-looking statements" within the meaning of the federal
securities laws. As a general matter, forward-looking statements
relate to anticipated trends and expectations rather than
historical matters. Forward-looking statements are subject to
uncertainties and factors relating to Cliffs’ operations and
business environment that are difficult to predict and may be
beyond our control. Such uncertainties and factors may cause actual
results to differ materially from those expressed or implied by the
forward-looking statements. These statements speak only as of the
date of this release, and we undertake no ongoing obligation, other
than that imposed by law, to update these statements. Uncertainties
and risk factors that could affect Cliffs’ future performance and
cause results to differ from the forward-looking statements in this
release include, but are not limited to: uncertainty and weaknesses
in global economic conditions, including downward pressure on
prices caused by oversupply or imported products, the impact of any
reduced barriers to trade, the outcomes of recently filed and
forthcoming trade cases, reduced market demand and any change to
the economic growth rate in China; continued volatility of iron ore
and steel prices and other trends, including the supply approach of
the major iron ore producers, affecting our financial condition,
results of operations or future prospects, specifically the impact
of price-adjustment factors on our sales contracts; our level of
indebtedness could limit cash flow available to fund working
capital, capital expenditures, acquisitions and other general
corporate purposes or ongoing needs of our business; availability
of capital and our ability to maintain adequate liquidity; our
ability to successfully conclude the Companies' Creditors
Arrangement Act (Canada) process in a manner that minimizes cash
outflows and associated liabilities; the impact of our customers
reducing their steel production due to increased market share of
steel produced using other methods or lighter-weight steel
alternatives; uncertainty relating to restructurings in the steel
industry and/or affecting the steel industry; the outcome of any
contractual disputes with our customers, joint venture partners or
significant energy, material or service providers or any other
litigation or arbitration; the ability of our customers and joint
venture partners to meet their obligations to us on a timely basis
or at all; problems or uncertainties with productivity, tons mined,
transportation, mine-closure obligations, environmental
liabilities, employee-benefit costs and other risks of the mining
industry; our ability to reach agreement with our customers
regarding any modifications to sales contract provisions, renewals
or new arrangements; our actual levels of capital spending; our
ability to successfully diversify our product mix and add new
customers beyond our traditional blast furnace clientele; our
actual economic iron ore reserves or reductions in current mineral
estimates, including whether any mineralized material qualifies as
a reserve; our ability to cost-effectively achieve planned
production rates or levels, including at our HBI production plant;
our ability to successfully identify and consummate any strategic
investments or development projects, including our HBI production
plant; our ability to obtain the investments necessary for our HBI
production plant; changes in sales volume or mix; events or
circumstances that could impair or adversely impact the viability
of a mine and the carrying value of associated assets, as well as
any resulting impairment charges; our ability to maintain
appropriate relations with unions and employees; impacts of
existing and increasing governmental regulation and related costs
and liabilities, including failure to receive or maintain required
operating and environmental permits, approvals, modifications or
other authorization of, or from, any governmental or regulatory
entity and costs related to implementing improvements to ensure
compliance with regulatory changes; uncertainties associated with
natural disasters, weather conditions, unanticipated geological
conditions, supply or price of energy, equipment failures and other
unexpected events; adverse changes in currency values, currency
exchange rates, interest rates and tax laws; risks related to
international operations; the potential existence of significant
deficiencies or material weakness in our internal control over
financial reporting; and our ability to successfully repurchase
and/or redeem the 2020 Notes. For additional factors affecting the
business of Cliffs, refer to Part I - Item 1A. Risk Factors of our
Annual Report on Form 10-K for the year ended December 31, 2016.
You are urged to carefully consider these risk factors.
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version on businesswire.com: http://www.businesswire.com/news/home/20170731005505/en/
Cliffs Natural Resources Inc.Media:Patricia Persico,
(216) 694-5316Director, Corporate
CommunicationsorInvestor:Paul Finan, (216) 694-6544Director,
Investor Relations
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