Cliffs Natural Resources Inc. Issues Statement
All Cliffs Shareholders
CLEVELAND - April 21, 2014- Cliffs Natural Resources Inc. (NYSE: CLF) (Paris:
CLF) today issued the following statement:
We welcome open communications with all of our shareholders and have strived to
maintain a constructive dialogue with Casablanca. Our Board and management team
remain ready to engage with Casablanca to reach a resolution that is in the best
interests of all Cliffs shareholders.
The new record date will be announced in a future press release as will the
annual meeting date. Further details regarding the annual meeting will be
included in the Company's definitive proxy statement, which will be mailed to
shareholders of record in advance of the meeting.
J.P. Morgan and BofA Merrill Lynch are acting as financial advisors to the
Company and Wachtell, Lipton, Rosen & Katz and Jones Day are acting as legal
counsel.
About Cliffs Natural Resources Inc.
Cliffs Natural Resources Inc. is an international mining and natural resources
company. The Company is a major global iron ore producer and a significant
producer of high- and low-volatile metallurgical coal. Cliffs' strategy is to
continually achieve greater scale and diversification in the mining industry
through a focus on serving the world's largest and fastest growing steel
markets. Driven by the core values of social, environmental and capital
stewardship, Cliffs associates across the globe endeavor to provide all
stakeholders operating and financial transparency.
The Company is organized through a global commercial group responsible for sales
and delivery of Cliffs' products and a global operations group responsible for
the production of the minerals the Company markets. Cliffs operates iron ore and
coal mines in North America and an iron ore mining complex in Western Australia.
In addition, Cliffs has a major chromite project, in the feasibility stage of
development, located in Ontario, Canada.
News releases and other information on the Company are available on the Internet
at: http://www.cliffsnaturalresources.com
Follow Cliffs on Twitter at: http://twitter.com/CliffsNR.
Forward-Looking Statements
This release contains forward-looking statements within the meaning of the
federal securities laws. Although the Company believes that its forward-looking
statements are based on reasonable assumptions, such statements are subject to
risks and uncertainties relating to Cliffs' operations and business environment
that are difficult to predict and may be beyond Cliffs' control. Such
uncertainties and factors may cause actual results to differ materially from
those expressed or implied by forward-looking statements for a variety of
reasons including without limitation: trends affecting our financial condition,
results of operations or future prospects, particularly the continued volatility
of iron ore and coal prices; uncertainty or weaknesses in global economic
conditions, including downward pressure on prices, reduced market demand,
increases in supply and any slowing of the economic growth rate in China; our
ability to successfully identify and consummate any strategic investments or
capital projects and complete planned divestitures; our ability to successfully
integrate acquired companies into our operations and achieve post-acquisition
synergies, including without limitation, Cliffs Quebec Iron Mining Limited
(formerly Consolidated Thompson Iron Mining Limited); our ability to cost
effectively achieve planned production rates or levels; changes in sales volume
or mix; 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 impact of price-adjustment factors on our
sales contracts; 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 modifications to sales contract
pricing escalation provisions to reflect a shorter-term or spot-based pricing
mechanism; 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 development 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; 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; availability of capital and our ability to maintain adequate
liquidity and successfully implement our financing plans; 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; the potential existence of significant deficiencies or
material weakness in our internal controls over financial reporting; problems or
uncertainties with leasehold interests, 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
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.
Important Additional Information
Cliffs, its directors and certain of its executive officers are deemed to be
participants in the solicitation of proxies from Cliffs shareholders in
connection with the matters to be considered at Cliffs' 2014 Annual Meeting.
Cliffs intends to file a proxy statement with the U.S. Securities and Exchange
Commission (the "SEC") in connection with any such solicitation of proxies from
Cliffs' shareholders. CLIFFS SHAREHOLDERS ARE STRONGLY ENCOURAGED TO READ ANY
SUCH PROXY STATEMENT AND ACCOMPANYING WHITE PROXY CARD WHEN THEY BECOME
AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION. Information regarding the
ownership of Cliffs' directors and executive officers in Cliffs' shares,
restricted shares and options is included in their SEC filings on Forms 3, 4 and
5. More detailed information regarding the identity of potential participants,
and their direct or indirect interests, by security holdings or otherwise, will
be set forth in the proxy statement and other materials to be filed with the SEC
in connection with Cliffs' 2014 Annual Meeting. Information can also be found in
Cliffs' Annual Report on Form 10-K for the year ended Dec. 31, 2013, filed with
the SEC on Feb. 14, 2014. Shareholders will be able to obtain any proxy
statement, any amendments or supplements to the proxy statement and other
documents filed by Cliffs with the SEC for no charge at the SEC's website at
www.sec.gov. Copies will also be available at no charge at Cliffs' website at
www.cliffsnr.com or by contacting James Graham, Vice President, Chief Legal
Officer & Secretary at (216) 694-5504. Shareholders may also contact D.F. King &
Co., Inc., Cliffs' proxy solicitor, toll-free at (800) 487-4870 or by email at
cliffs@dfking.com.
Contacts:
Investors Media
Jessica Moran Patricia Persico
Director, Investor Relations Director, Global Communications
(216) 694-6532 (216) 694-5316
Jordan Kovler Joele Frank, Meaghan Repko or
Andrea Rose
D.F. King & Co., Inc. Joele Frank, Wilkinson Brimmer
Katcher
(212) 493-6990 (212) 355-4449
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originality of the information contained therein.
Source: Cliffs Natural Resources Inc. via GlobeNewswire
[HUG#1778485]