Cliffs Natural Resources Inc. Announces Increase in Maximum Payment Amount With Respect to Tender Offers for Certain of its Unsecured Notes

CLEVELAND, March 10, 2017 /PRNewswire/ -- Cliffs Natural Resources Inc. (NYSE: CLF) is pleased to announce that its previously announced tender offers to purchase (each offer a "Tender Offer" and collectively, the "Tender Offers") for cash certain series of senior notes listed in the table below (collectively, the "Securities") have been oversubscribed.

Cliffs also announced that it has increased the Maximum Payment Amount from up to $250.0 million in aggregate purchase price to up to $500.0 million in aggregate purchase price and has extended the Expiration Time for the Tender Offers from midnight, New York City time, at the end of the day on March 9, 2017, to midnight, New York City time, at the end of the day on March 23, 2017, unless further extended or terminated by the Company.

According to information received from Global Bondholder Services Corporation, the Information Agent and Depositary for the Tender Offers, as of midnight, New York City time, the end of the day on March 9, 2017, a total of approximately $400.9 million in aggregate principal amount of Securities had been tendered and not withdrawn. The following table sets forth the details of the total aggregate principal amount of each series of the Securities validly tendered and not validly withdrawn:

Title of Security

CUSIP Number

Principal Amount Outstanding

Acceptance Priority Level

Principal Amount Tendered

5.90% Senior Notes due

18683K AA9




4.80% Senior Notes due

18683K AB7




4.875% Senior Notes
due 2021

18683K AD3





Based on the amended Maximum Payment Amount of $500.0 million, the Company will accept for purchase today all of the 5.90% Senior Notes due 2020 and the 4.80% Senior Notes due 2020 (together, the "2020 Notes") that were validly tendered on or before midnight, New York City time, at the end of the day on March 9, 2017. Subject to the Acceptance Priority Levels and the amended Maximum Payment Amount, the Company will accept other tendered Securities, including any additional 2020 Notes tendered after the original Expiration Time and any tendered 4.875% Senior Notes due 2021, promptly following the new Expiration Time.

The Company is not extending withdrawal rights in connection with the extension of the Expiration Time and the increase in the Maximum Payment Amount. Holders of Securities who validly tender or have tendered their Securities may not withdraw their Securities, except as otherwise described in the Tender Offer Materials.

The Tender Offers are being made pursuant to the Offer to Purchase dated February 9, 2017 (together with the related Letter of Transmittal dated February 9, 2017, and as amended by this press release, the "Tender Offer Materials"), which set forth a more detailed description of the Tender Offers. Holders of the Securities are urged to carefully read the Tender Offer Materials before making any decision with respect to the Tender Offers.

The Company has retained BofA Merrill Lynch and Credit Suisse Securities (USA) LLC to serve as Dealer Managers for the Tender Offers. Global Bondholder Services Corporation has been retained to serve as the Information Agent and Depositary for the Tender Offers. Questions regarding the Tender Offers may be directed to BofA Merrill Lynch at 214 North Tryon Street, Charlotte, North Carolina 28255, Attn: Debt Advisory, (888) 292-0070 (toll-free), (980) 388-3646 (collect). Tender Offer Materials may be obtained by calling Global Bondholder Services Corporation at (866) 470-4300 (toll-free) or (212) 430-3774 (collect for banks and brokers) or by visiting

The Company is making the Tender Offers only by, and pursuant to, the terms of the Tender Offer Materials. None of the Company, the Dealer Managers, the Information Agent and the Depositary make any recommendation as to whether holders of the Securities should tender or refrain from tendering their Securities. Holders of the Securities must make their own decision as to whether to tender Securities and, if so, the principal amount of the Securities to tender.  The Tender Offers are not being made to holders of the Securities in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.  In any jurisdiction in which the securities laws or blue sky laws require the Tender Offers to be made by a licensed broker or dealer, the Tender Offers will be deemed to be made on behalf of the Company by the Dealer Managers or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction.

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, Cliffs Natural Resources Inc. is recognized as the largest and oldest independent iron ore mining 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.

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; our ability to successfully identify and consummate any strategic investments or development projects; 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 Offers. 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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SOURCE Cliffs Natural Resources Inc.