CLEVELAND, March 26, 2015 /PRNewswire/ -- Cliffs
Natural Resources Inc. (NYSE: CLF) ("Cliffs" or the
"Company") today announced that it has extended its previously
announced private offers (the "Exchange Offers") to exchange its
newly issued 7.75% Senior Secured Notes due 2020 for certain
outstanding senior unsecured notes of Cliffs (the "Existing
Notes"), upon the terms and subject to the conditions set forth in
the Company's offering memorandum dated February 26, 2015 (as amended and supplemented on
March 5, 2015), in order to coincide
with the closing of its new asset-based credit facility and its
issuance of first lien notes. Accordingly, the Exchange
Offers will expire at 9:00 a.m.,
New York City time, on
March 30, 2015. All other applicable
terms and conditions of the Exchange Offers remain unchanged.
As of March 25, 2015, a total of
approximately $674 million aggregate
principal amount of Existing Notes had been tendered in the
Exchange Offers. The Company expects the settlement of the Exchange
Offers to occur on March 30,
2015.
Lourenco Goncalves, Cliffs'
Chairman, President and Chief Executive Officer, stated, "We are
pleased with the results of the Exchange Offers to date, which have
allowed us to further reduce our net debt by approximately
$129 million and counting. Based on
these results, Cliffs already considers this transaction a
success."
The Company has retained BofA Merrill Lynch, Jefferies, Deutsche
Bank Securities and Credit Suisse to serve as Dealer Managers for
the Exchange Offers. Questions regarding the Exchange Offers may be
directed to BofA Merrill Lynch at (888) 292-0070 (toll-free) or
(980) 388-3646 (collect). The offering memorandum and other
documents relating to the Exchange Offers will only be distributed
to holders who complete and return an eligibility form confirming
that they are (i) "qualified institutional buyers" within the
meaning of Rule 144A under the Securities Act or (ii) not "U.S.
persons" and are outside of the United
States within the meaning of Regulation S under the
Securities Act (such persons, "Eligible Holders"). Holders who
desire to obtain and complete an eligibility form should either
visit the website for this purpose at
http://www.gbsc-usa.com/eligibility/cliffs or call Global
Bondholder Services Corporation, the Information Agent and
Depositary for the Exchange Offers at (866) 470-4300 (toll-free) or
(212) 430-3774 (collect for banks and brokers).
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 in
the United States. The Company is
a major supplier of iron ore pellets to the North American steel
industry from its mines and pellet plants located in Michigan and Minnesota. Cliffs also operates an iron ore
mining complex in Western
Australia. Additionally, Cliffs produces low-volatile
metallurgical coal in the U.S. from its mines located in
Alabama and West Virginia. Driven by the core values of
safety, social, environmental and capital stewardship, Cliffs'
employees endeavor to provide all stakeholders operating and
financial transparency.
News releases and other information on the Company are available
at: http://www.cliffsnaturalresources.com.
Forward-Looking Statements
This release contains
forward-looking statements within the meaning of the federal
securities laws. Although Cliffs believes that these
forward-looking statements and the underlying assumptions are
reasonable, we cannot assure you that they will prove to be
correct. Forward-looking statements involve a number of risks and
uncertainties, and there are factors that could cause actual
results to differ materially from those expressed or implied in our
forward-looking statements. These risk factors include without
limitation: our ability to successfully execute an exit option for
our Bloom Lake mine that minimizes the cash outflows and associated
liabilities of our Canadian operations including the Companies'
Creditors Arrangement Act (Canada)
process; trends affecting our financial condition, results of
operations or future prospects, particularly the continued
volatility of iron ore and coal prices; our actual levels of
capital spending; availability of capital and our ability to
maintain adequate liquidity and successfully implement our
financing plans; uncertainty or weaknesses in global economic
conditions, including downward pressure on prices, reduced market
demand and any slowing of the economic growth rate in China; our ability to successfully identify
and consummate any strategic investments and complete planned
divestitures; 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; our ability to reach
agreement with our iron ore customers regarding any modifications
to sales contract provisions; the impact of price-adjustment
factors on our sales contracts; changes in sales volume or mix; our
actual economic iron ore and coal reserves or reductions in current
mineral estimates, including whether any mineralized material
qualifies as a reserve; the impact of our customers using other
methods to produce steel or reducing their steel production; 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; the results of
prefeasibility and feasibility studies in relation to projects;
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; our ability to
cost-effectively achieve planned production rates or levels;
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; our ability to maintain appropriate relations with
unions and employees and enter into or renew collective bargaining
agreements on satisfactory terms; risks related to international
operations; availability of capital equipment and component parts;
the potential existence of significant deficiencies or material
weakness in our internal control over financial reporting; problems
or uncertainties with productivity, tons mined, transportation,
mine-closure obligations, environmental liabilities,
employee-benefit costs and other risks of the mining industry; the
satisfaction of the conditions precedent to completing the Exchange
Offers, including refinancing the existing credit facility,
entering into the asset-based credit facility and the completion of
the offering of the new first lien notes, and our ability to
consummate any or all of the Exchange Offers; and other factors and
risks that are set forth in the Company's most recently filed
reports with the U.S. Securities and Exchange Commission. The
information contained herein speaks as of the date of this release
and may be superseded by subsequent events. Except as may be
required by applicable securities laws, we do not undertake any
obligation to revise or update any forward-looking statements
contained in this release.
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/cliffs-natural-resources-inc-announces-extension-of-exchange-offers-for-senior-notes-300056421.html
SOURCE Cliffs Natural Resources Inc.