Entry into a Material Definitive Agreement, Financial Statements...
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Sep 12, 2014 09:59AM
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Form 8-K for CLIFFS NATURAL RESOURCES INC.
12-Sep-2014
Entry into a Material Definitive Agreement, Financial Statements an
On September 9, 2014, Cliffs Natural Resources Inc. (the "Company") entered into Amendment No. 4 (the "Amendment") to the Amended and Restated Multicurrency Credit Agreement, dated as of August 11, 2011 (as amended, the "Credit Agreement"), among the Company, the foreign subsidiaries of the Company from time to time party thereto, the lenders from time to time party thereto (the "Lenders") and Bank of America, N.A., as Administrative Agent. The Amendment, among other matters: (i) modified the Credit Agreement to permit a one-time exemption of up to $200 million in share repurchases (consummated in a single transaction or series of related transactions), effective until December 31, 2015; (ii) reduced the size of the existing unsecured facility on a pro-rata basis from $1.75 billion to $1.25 billion; (iii) added restrictions on the granting of certain pledges and guarantees; and (iv) added an obligation to enter into a security agreement, on or before June 30, 2015, to grant security interests to secure obligations under the Credit Agreement on (a) U.S. receivables and inventory, other than receivables and related property subject to certain existing receivable securitization or other facilities, (b) a pledge of 65% of the stock of all material, wholly-owned first-tier foreign subsidiaries and (c) a pledge of all of the stock of all material U.S. subsidiaries, in each case, subject to certain limitations.
The Lenders have in the past provided, and may in the future provide, investment banking, cash management, underwriting, lending, commercial banking, trust, leasing, foreign exchange and other advisory services to, or engage in transactions with, the Company, its subsidiaries or affiliates. These parties have received, and may in the future receive, customary compensation from the Company or its subsidiaries or affiliates for such services.
The summary of the Amendment described above is qualified in its entirety by reference to the Amendment, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
(d) Exhibits.
Exhibit Number Description 10.1 Amendment No. 4, dated as of September 9, 2014, to the Amended and Restated Multicurrency Credit Agreement, dated as of August 11, 2011, among the Company, the foreign subsidiaries of the Company from time to time party thereto, the lenders from time to time party thereto and Bank of America, N.A., as Administrative Agent. |