CLEVELAND, Feb. 7, 2016 /PRNewswire/ -- Cliffs Natural
Resources Inc. (NYSE: CLF) today announced that the Company has
reached agreements in principle to settle both the putative federal
securities class action pending in the United States District Court
for the Northern District of Ohio,
and the combined shareholder derivative actions pending in the
Court of Common Pleas of Cuyahoga
County, Ohio. The lawsuits were brought against the
Company and/or a number of its former directors and officers in
2014 before the change of control which occurred coincident with
the July 2014 annual shareholder
meeting. These lawsuits were based, among other things, on the
alleged dissemination of false or misleading information by the
previous management and previous board of directors regarding the
Company's former Bloom Lake mine in Canada, the impact of those operations on the
Company's financial outlook, including the sustainability of the
common stock dividend, and alleged failures to maintain internal
controls and appropriately oversee and manage the development of
the Bloom Lake mining operation.
The settlement agreements contain no admission of liability or
wrongdoing and include a full release of all defendants in
connection with the allegations made in the lawsuits. The
settlements are subject to definitive documentation, shareholder
notice, and court approval.
The settlement of these lawsuits will have no impact on the
Company's financial position or operations. The agreement in the
securities action provides for a settlement payment to the class of
$84,000,000, the totality of which
will be paid by the Company's third party insurance carriers.
Under the terms of the settlement for the derivative actions, the
Company has agreed to adopt a number of changes to its corporate
governance policies, protocols and practices. In addition,
the Company's insurance carriers will pay $775,000 for plaintiff's attorneys' fees and
costs, subject to court approval.
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. 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
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: trends affecting our financial condition, results of
operations or future prospects, particularly the continued
volatility of iron ore prices; availability of capital and our
ability to maintain adequate liquidity, in particular considering
borrowing base reductions from the sale of non-core assets such as
North American Coal; continued weaknesses in global economic
conditions, including downward pressure on prices caused by
oversupply or imported products, including the impact of any
reduced barriers to trade, reduced market demand and any change to
the economic growth rate in China;
our ability to reach agreement with our iron ore customers
regarding any modifications to sales contract provisions, renewals
or new arrangements; uncertainty relating to restructurings in the
steel industry and/or affecting the steel industry; our ability to
maintain appropriate relations with unions and employees and enter
into or renew collective bargaining agreements on satisfactory
terms; the impact of our customers reducing their steel production
or using other methods to produce steel; 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
process; our ability to successfully identify and consummate any
strategic investments and complete planned divestitures; our
ability to successfully diversify our product mix and add new
customers beyond our traditional blast furnace clientèle; 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; 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
reserves or reductions in current mineral estimates, including
whether any mineralized material qualifies as a reserve; 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 laws and 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; 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
or costs, environmental liabilities, employee-benefit costs and
other risks of the mining industry; finalization of the settlements
of the putative federal securities class action and the combined
shareholder derivative actions, which remain subject to court
approval; and the risk factors identified in Part I - Item 1A of
our Annual Report on Form 10-K for the year ended December 31, 2014. 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.