Cliffs Natural Resources Inc. Statement on Shareholder Engagement
CLEVELAND, Jan. 28, 2014 (GLOBE NEWSWIRE) -- Cliffs Natural Resources Inc.
(NYSE:CLF) (Paris:CLF) today issued the following statement in response to
Casablanca Capital:
Cliffs welcomes open communications with all of its shareholders and values
their input toward the collective goal shared by Cliffs' Board and management,
which is to enhance long-term shareholder value. Cliffs has held productive
preliminary conversations with Casablanca Capital and looks forward to
continuing the dialogue to better understand their assumptions, projections and
overall views.
As part of the Company's goal to enhance shareholder value, over the last year,
Cliffs has made significant changes to strengthen its Board of Directors and
management team, including the addition of four new board members and a new
chairman. Since these changes were made, the Company has taken steps to improve
its financial and operating performance across all of its businesses. Looking
ahead, Cliffs expects to continue making progress on reducing costs,
strengthening its balance sheet with cash flows from operations, and taking a
disciplined approach to capital spending. Cliffs will continue to evaluate the
strategic fit and value creation potential of all the Company's assets as part
of that process.
As Cliffs focuses on executing its strategy to improve financial and operating
performance, the Company is open to constructive dialogue with all shareholders.
As a result, Cliffs will continue to review and consider ideas that may create
additional value.
J.P. Morgan is acting as financial advisor to the Company and Wachtell, Lipton,
Rosen & Katz is acting as legal counsel.
About Cliffs Natural Resources Inc.
Cliffs Natural Resources Inc. is an international mining and natural resources
company. A member of the S&P 500 Index, 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.
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: 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; trends affecting
our financial condition, results of operations or future prospects, particularly
the continued volatility of iron ore and coal prices; 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
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
modifications to sales contract pricing escalation provisions to reflect a
shorter-term or spot-based pricing mechanism; 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; 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; 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; 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 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 may be deemed to be
participants in the solicitation of proxies from Cliffs stockholders 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 stockholders. CLIFFS STOCKHOLDERS 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's directors and executive officers in Cliffs stock,
restricted stock 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, 2012, filed with
the SEC on Feb. 12, 2013. Stockholders 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 Carolyn Cheverine, Vice President, General
Counsel & Secretary at (216) 694-7605.
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.
CONTACT: INVESTOR AND MEDIA CONTACTS:
        Jessica Moran
        Director, Investor Relations
        (216) 694-6532
        Patricia Persico
        Director, Global Communications
        (216) 694-5316
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Source: Cliffs Natural Resources via GlobeNewswire
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