Cliffs Natural Resources Inc. Announces Pricing of $540M Senior Secured Notes due 2020

Cliffs Natural Resources Inc.

("Cliffs" or the "Company") announced today that it has priced $540 million aggregate principal amount of 8.25% Senior Secured Notes due March 31, 2020 (the "New First Lien Notes") in an offering that is exempt from the registration requirements of the Securities Act of 1933 (the "Securities Act"). The New First Lien Notes will be jointly and severally and fully and unconditionally guaranteed on a senior secured basis by substantially all of Cliffs' material domestic subsidiaries and will be secured (subject in each case to certain exceptions and permitted liens) by (i) a first-priority lien on substantially all of Cliffs' assets and the assets of the guarantors (other than accounts receivable and other rights to payment, inventory, as-extracted collateral, investment property, certain general intangibles and commercial tort claims, certain mobile equipment, commodities accounts, deposit accounts, securities accounts and other related assets and proceeds and products of each of the foregoing (collectively, the "ABL Collateral")), and (ii) a second-priority lien (junior to the ABL Facility (as defined below)) on the ABL Collateral. Cliffs' assets and the assets of the guarantors that secure the New First Lien Notes on a first-priority basis, together with the ABL Collateral, will include substantially all of the assets of Cliffs and the guarantors, subject to certain customary exceptions. The Company estimates that it will receive net proceeds, after the initial purchasers' discounts and the payment of fees and expenses, of approximately $491.4 million. The Company intends to use the net proceeds from the offering of the New First Lien Notes to repay all amounts outstanding under its existing revolving credit facility and for general corporate purposes. The closing of the New First Lien Notes offering is expected to occur on March 30, 2015, subject to satisfaction of customary closing conditions. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities. The New First Lien Notes and related guarantees were offered only to qualified institutional buyers in reliance on the exemption from registration set forth in Rule 144A under the Securities Act, and outside the United States to non-U.S. persons in reliance on the exemption from registration set forth in Regulation S under the Securities Act. The New First Lien Notes and the related guarantees have not been and will not be registered under the Securities Act, or the securities laws of any state or other jurisdiction, and may not be offered or sold in the United States without registration or an applicable exemption from the Securities Act and applicable state securities or blue sky laws and foreign securities laws.