Cleveland-Cliffs Confirms Results for October 3 Special Shareholders Meeting
10/13/2008 - Cleveland-Cliffs reports that shareholders rejected Harbinger Capital Partners’ control share acquisition proposal during the special shareholders meeting held on Oct. 3, 2008, based on results provided by IVS Associates, the independent Inspector of Elections.
Cleveland-Cliffs Inc—which is soon to be known as Cliffs Natural Resources in mid-October—has announced results for the special shareholders meeting held on Oct. 3, 2008.
Based on results provided by the independent Inspector of Elections (IVS Associates, Inc.), the company said that its shareholders rejected Harbinger Capital Partners’ control share acquisition proposal. That proposal had asked Cleveland-Cliffs shareholders to allow Harbinger to acquire more than one-fifth but less than one-third of Cleveland-Cliffs shares outstanding.
According to the report provided by the Inspector, more than 78.9 million shares were represented in person or by proxy at the meeting, reflecting a total turnout of nearly 74% of all outstanding shares. With respect to the required First Majority Approval, 51.3 million (65% of the votes represented at the meeting) voted AGAINST adopting Harbinger’s proposal. With respect to the required Second Majority Approval (shares voted by holders other than Harbinger Capital Partners, its equity-swap counter parties and other "interested" shareholders), 46.3 million (82% of the eligible votes represented) voted AGAINST adopting the Harbinger proposal.
“While pleased our shareholders voted to reject Harbinger’s proposal, Cliffs recognizes it will face an uphill battle winning the two-thirds majority of shares outstanding required to complete its proposed transaction with Alpha Natural Resources,” said Cliffs Chairman, President and CEO Joseph A. Carrabba. “We continue to believe that, over the long-term, the transaction is in the best interest of shareholders and are hopeful the number required to approve the deal are convinced of the merits.”
Cliffs also announced that it has set the record date for the shareholder meeting to vote on the proposed transaction with Alpha as of Oct. 6, 2008. The shareholder meeting will take place in mid-November, with a specific date to be determined.
Headquartered in Cleveland, Ohio, Cleveland-Cliffs Inc is an international mining company, the largest producer of iron ore pellets in North America and a major supplier of metallurgical coal to the global steelmaking industry. The company operates six iron ore mines in Michigan, Minnesota and Eastern Canada, and three coking coal mines in West Virginia and Alabama. Cliffs also owns 85% of Portman Limited, a large iron ore mining company in Australia, serving the Asian iron ore markets with direct-shipping fines and lump ore. In addition, the company has a 30% interest in the Amapá Project, a Brazilian iron ore project, and a 45% economic interest in the Sonoma Project, an Australian coking and thermal coal project.
