Cliffs Natural Resources Inc. (NYSE:CLF) announced today
the expiration of and final results for its previously announced
offer to purchase for cash (the “Tender Offer”) any and all of its
outstanding 8.250% Senior Secured Notes due 2020 (the "Notes"). The
Tender Offer expired at 5:00 p.m., New York City time, on August 4,
2017 (the “Expiration Time”).
On August 7, 2017, the Company purchased $484,063,000 in
principal amount of the Notes that were validly tendered and not
validly withdrawn prior to the Expiration Time. This total excludes
$935,000 in principal amount of the Notes that remain subject to
guaranteed delivery procedures.
According to information received from Global Bondholder
Services Corporation, the Information Agent and Depositary for the
Tender Offer, as of the Expiration Time, the following table sets
forth details regarding the total aggregate principal amount of the
Notes validly tendered and not validly withdrawn, and the principal
amount of the Notes that will be accepted for purchase by the
Company today:
Title of Security CUSIP
Number & ISIN
Principal
AmountOutstanding
Principal AmountTendered
Principal Amount to beAccepted
on 8/7/2017
8.250% Senior SecuredNotes due 2020
144A:
$504,400,000 $484,063,000 $484,063,000
CUSIP: 18683KAH4ISIN: US18683KAH41
REG S:
CUSIP: U18618AB1ISIN: USU18618AB14
In addition, on August 1, 2017, the Company issued a notice of
redemption for all of the Notes outstanding following the
settlement of the Tender Offer at a redemption price equal to the
sum of (i) 100.000% of the principal amount thereof and (ii) the
Applicable Premium (as defined in the indenture under which the
Notes were issued) as of, and accrued and unpaid interest to, but
excluding, the redemption date. The redemption date is expected to
be August 31, 2017.
Credit Suisse Securities (USA) LLC served as Dealer Manager for
the Tender Offer. Global Bondholder Services Corporation served as
the Information Agent and Depositary for the Tender Offer.
Questions regarding the Tender Offer may be directed to Credit
Suisse Securities (USA) LLC at 11 Madison Avenue, New York, New
York 10010, Attn: Liability Management Group, (800) 820-1653
(toll-free), (212) 538-1862 (collect).
This press release does not constitute an offer to purchase
securities or a solicitation of an offer to sell any securities or
an offer to sell or the solicitation of an offer to purchase any
securities nor does it constitute an offer or solicitation in any
jurisdiction in which such offer or solicitation is unlawful.
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 satisfy the Financing
Condition and successfully complete the Tender Offer. 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/20170807005279/en/
For Cliffs Natural Resources Inc.MEDIA:Patricia
Persico, 216-694-5316Director, Corporate
CommunicationsorINVESTORS:Paul Finan, 216-694-6544Director,
Investor Relations
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