Cleveland-Cliffs Inc. (NYSE: CLF) (“Cliffs”) today
announced the expiration of the waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR
Act”), in connection with its pending acquisition of Stelco
Holdings Inc. (“Stelco”). The expiration of the HSR Act waiting
period clears an important regulatory hurdle and marks a
significant step toward the closing of this acquisition, which is
expected to occur in the fourth quarter of 2024 following the
satisfaction or waiver of other customary closing conditions and
approvals.
Lourenco Goncalves, Cliffs’ Chairman, President and CEO, said,
“We are excited to secure this critical step in the process and
move another step closer toward completing this transformative
acquisition of Stelco. This acquisition will provide us more
resilience and geographic diversification in a highly competitive
global market.”
About Cleveland-Cliffs Inc.
Cleveland-Cliffs is a leading North America-based steel producer
with focus on value-added sheet products, particularly for the
automotive industry. The Company is vertically integrated from the
mining of iron ore, production of pellets and direct reduced iron,
and processing of ferrous scrap through primary steelmaking and
downstream finishing, stamping, tooling, and tubing. Headquartered
in Cleveland, Ohio, Cleveland-Cliffs employs approximately 28,000
people across its operations in the United States and Canada.
Forward-Looking Statements
This release contains statements that constitute
"forward-looking statements" within the meaning of the federal
securities laws. All statements other than historical facts,
including, without limitation, statements regarding our current
expectations, estimates and projections about our industry, our
businesses or the proposed transaction with Stelco, are
forward-looking statements. We caution investors that any
forward-looking statements are subject to risks and uncertainties
that may cause actual results and future trends to differ
materially from those matters expressed in or implied by such
forward-looking statements. Investors are cautioned not to place
undue reliance on forward-looking statements. Among the risks and
uncertainties that could cause actual results to differ from those
described in forward-looking statements are the following:
continued volatility of steel, iron ore and scrap metal market
prices, which directly and indirectly impact the prices of the
products that we sell to our customers; uncertainties associated
with the highly competitive and cyclical steel industry and our
reliance on the demand for steel from the automotive industry;
potential weaknesses and uncertainties in global economic
conditions, excess global steelmaking capacity, oversupply of iron
ore, prevalence of steel imports and reduced market demand; severe
financial hardship, bankruptcy, temporary or permanent shutdowns or
operational challenges of one or more of our major customers, key
suppliers or contractors, which, among other adverse effects, could
disrupt our operations or lead to reduced demand for our products,
increased difficulty collecting receivables, and customers and/or
suppliers asserting force majeure or other reasons for not
performing their contractual obligations to us; risks related to
U.S. government actions with respect to Section 232 of the Trade
Expansion Act of 1962 (as amended by the Trade Act of 1974), the
United States-Mexico-Canada Agreement and/or other trade
agreements, tariffs, treaties or policies, as well as the
uncertainty of obtaining and maintaining effective antidumping and
countervailing duty orders to counteract the harmful effects of
unfairly traded imports; impacts of existing and increasing
governmental regulation, including potential environmental
regulations relating to climate change and carbon emissions, and
related costs and liabilities, including failure to receive or
maintain required operating and environmental permits, approvals,
modifications or other authorizations of, or from, any governmental
or regulatory authority and costs related to implementing
improvements to ensure compliance with regulatory changes,
including potential financial assurance requirements, and
reclamation and remediation obligations; potential impacts to the
environment or exposure to hazardous substances resulting from our
operations; our ability to maintain adequate liquidity, our level
of indebtedness and the availability of capital could limit our
financial flexibility and cash flow necessary to fund working
capital, planned capital expenditures, acquisitions, and other
general corporate purposes or ongoing needs of our business, or to
repurchase our common shares; our ability to reduce our
indebtedness or return capital to shareholders within the currently
expected timeframes or at all; adverse changes in credit ratings,
interest rates, foreign currency rates and tax laws; the outcome
of, and costs incurred in connection with, lawsuits, claims,
arbitrations or governmental proceedings relating to commercial and
business disputes, antitrust claims, environmental matters,
government investigations, occupational or personal injury claims,
property-related matters, labor and employment matters, or suits
involving legacy operations and other matters; supply chain
disruptions or changes in the cost, quality or availability of
energy sources, including electricity, natural gas and diesel fuel,
critical raw materials and supplies, including iron ore, industrial
gases, graphite electrodes, scrap metal, chrome, zinc, other
alloys, coke and metallurgical coal, and critical manufacturing
equipment and spare parts; problems or disruptions associated with
transporting products to our customers, moving manufacturing inputs
or products internally among our facilities, or suppliers
transporting raw materials to us; the risk that the cost or time to
implement a strategic or sustaining capital project may prove to be
greater than originally anticipated; our ability to consummate any
public or private acquisition transactions and to realize any or
all of the anticipated benefits or estimated future synergies, as
well as to successfully integrate any acquired businesses into our
existing businesses; uncertainties associated with natural or
human-caused disasters, adverse weather conditions, unanticipated
geological conditions, critical equipment failures, infectious
disease outbreaks, tailings dam failures and other unexpected
events; cybersecurity incidents relating to, disruptions in, or
failures of, information technology systems that are managed by us
or third parties that host or have access to our data or systems,
including the loss, theft or corruption of sensitive or essential
business or personal information and the inability to access or
control systems; liabilities and costs arising in connection with
any business decisions to temporarily or indefinitely idle or
permanently close an operating facility or mine, which could
adversely impact the carrying value of associated assets and give
rise to impairment charges or closure and reclamation obligations,
as well as uncertainties associated with restarting any previously
idled operating facility or mine; our level of self-insurance and
our ability to obtain sufficient third-party insurance to
adequately cover potential adverse events and business risks;
uncertainties associated with our ability to meet customers' and
suppliers' decarbonization goals and reduce our greenhouse gas
emissions in alignment with our own announced targets; challenges
to maintaining our social license to operate with our stakeholders,
including the impacts of our operations on local communities,
reputational impacts of operating in a carbon-intensive industry
that produces greenhouse gas emissions, and our ability to foster a
consistent operational and safety track record; our actual economic
mineral reserves or reductions in current mineral reserve
estimates, and any title defect or loss of any lease, license,
easement or other possessory interest for any mining property; our
ability to maintain satisfactory labor relations with unions and
employees; unanticipated or higher costs associated with pension
and other post-employment benefit obligations resulting from
changes in the value of plan assets or contribution increases
required for unfunded obligations; uncertain availability or cost
of skilled workers to fill critical operational positions and
potential labor shortages caused by experienced employee attrition
or otherwise, as well as our ability to attract, hire, develop and
retain key personnel; the amount and timing of any repurchases of
our common shares; potential significant deficiencies or material
weaknesses in our internal control over financial reporting; the
risk that the proposed transaction with Stelco may not be
consummated; the risk that the proposed transaction with Stelco may
be less accretive than expected, or may be dilutive, to Cliffs’
earnings per share, which may negatively affect the market price of
Cliffs’ common shares; the risk that adverse reactions or changes
to business or regulatory relationships may result from the
completion of the proposed transaction; the possibility of the
occurrence of any event, change or other circumstance that could
give rise to the right of one or both of Cliffs or Stelco to
terminate the transaction agreement between the two companies,
including, but not limited to, the companies’ inability to obtain
necessary regulatory approvals; the risk of shareholder litigation
relating to the proposed transaction that could be instituted
against Stelco, Cliffs or their respective directors and officers;
the possibility that Cliffs and Stelco will incur significant
transaction and other costs in connection with the proposed
transaction, which may be in excess of those anticipated by Cliffs;
the risk that the financing transactions to be undertaken in
connection with the proposed transaction may have a negative impact
on the combined company’s credit profile, financial condition or
financial flexibility; the possibility that the anticipated
benefits of the proposed acquisition of Stelco are not realized to
the same extent as projected and that the integration of the
acquired business into our existing business, including
uncertainties associated with maintaining relationships with
customers, vendors and employees, is not as successful as expected;
the risk that future synergies from the proposed transaction may
not be realized or may take longer than expected to achieve; the
possibility that the business and management strategies currently
in place or implemented in the future for the maintenance,
expansion and growth of the combined company’s operations may not
be as successful as anticipated; the risk associated with the
retention and hiring of key personnel, including those of Stelco;
the risk that any announcements relating to, or the completion of,
the proposed transaction could have adverse effects on the market
price of Cliffs' common shares; and the risk of any unforeseen
liabilities and future capital expenditures related to the proposed
transaction.
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, 2023, Part II – Item 1A. Risk
Factors of our Quarterly Report on Form 10-Q for the quarterly
period ended June 30, 2024, and other filings with the U.S.
Securities and Exchange Commission.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20241008558795/en/
MEDIA CONTACT: Patricia Persico Senior Director,
Corporate Communications (216) 694-5316
INVESTOR CONTACT: James Kerr Director, Investor Relations
(216) 694-7719
Cleveland Cliffs (NYSE:CLF)
過去 株価チャート
から 10 2024 まで 11 2024
Cleveland Cliffs (NYSE:CLF)
過去 株価チャート
から 11 2023 まで 11 2024