CLEVELAND, Aug. 28, 2015 /PRNewswire/ -- Cliffs
Natural Resources Inc. (NYSE: CLF) today announced the
expiration of and final results for its offer to purchase for cash
(the "Tender Offer") up to $123,694,000 (as previously increased, the
"Maximum Amount") of its outstanding 3.95% Senior Notes due 2018
(the "Notes"). The Tender Offer expired at midnight,
New York City time, on
August 27, 2015 (the "Expiration
Date").
According to information received from Global Bondholder
Services Corporation, the Information Agent and Depositary for the
Tender Offer, as of the Expiration Date, the total aggregate
principal amount of the Notes validly tendered and not validly
withdrawn was $124,839,000 (the
"Tendered Amount"), which exceeded the Maximum Amount. The
Tendered Amount includes $123,694,000
aggregate principal amount of the Notes validly tendered as of
5:00 p.m., New York City time, on August 13, 2015 (the "Early Tender Date") and
$1,145,000 aggregate principal amount
of the Notes validly tendered after the Early Tender Date but prior
to the Expiration Date. Because the Maximum Amount was
exceeded by no more than two percent of such amount, all Notes
tendered in the Tender Offer will be accepted for purchase. In
addition to the Total Consideration or Tender Offer Consideration
(each as defined in the Offer to Purchase), holders of Notes
accepted for purchase will also receive accrued and unpaid interest
up to, but not including, the payment date for the Notes. The
conditions to the Tender Offer have been satisfied; therefore,
payment for the purchased Notes will be made today.
Lourenco Goncalves, Cliffs'
Chairman of the Board, President and Chief Executive Officer, said
"The tender offer has allowed us to make significant progress
toward reducing our nearest-dated maturity, while achieving a
$125 million reduction in total debt,
an $18 million reduction in interest
expense until maturity, and a $56
million equity value creation through discount capture." Mr.
Goncalves added: "As we continue to demonstrate our commitment to
actively manage our outstanding debt and take advantage of the
opportunities offered by the capital markets, we would like to
thank our investors for their demonstration of support to our U.S.
centric strategy, which continues to differentiate Cliffs from
those fully exposed to the volatility of China."
Merrill Lynch, Pierce, Fenner & Smith Incorporated 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 Merrill Lynch, Pierce, Fenner & Smith Incorporated at 214
North Tryon Street, Charlotte, North
Carolina 28255, Attn: Debt Advisory, (888) 292-0070
(toll-free), (980) 388-3646 (collect).
This press release shall not constitute an offer to sell nor the
solicitation of an offer to buy the Notes. The Tender Offer was not
made to holders of Notes in any jurisdiction in which the making or
acceptance thereof would not have been in compliance with the
securities, blue sky or other laws of such jurisdiction.
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
www.cliffsnaturalresources.com.
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: our ability to successfully execute an exit
option for our Canadian entities that minimizes the cash outflows
and associated liabilities of such entities, 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;
availability of capital and our ability to maintain adequate
liquidity; uncertainty or weaknesses in global economic conditions,
including downward pressure on prices caused by oversupply or
imported products, reduced market demand and any change to the
economic growth rate in China; our
ability to successfully identify and consummate any strategic
investments and complete planned divestitures, including with
respect to our North American Coal operating segment; our ability
to successfully diversify our product mix and add new customers
beyond our traditional blast furnace clientele; 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
or renewals; the impact of price-adjustment factors on our sales
contracts; changes in sales volume or mix; our actual levels of
capital spending; 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; 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.
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SOURCE Cliffs Natural Resources Inc.