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Cleveland-Cliffs' Tender Offer for Portman Limited Will Close on
March 22, 2005
CLEVELAND, March 13 /PRNewswire-FirstCall/ -- Cleveland-Cliffs Inc (NYSE:CLF)
today announced that it will not extend its offer for the shares in Portman
Limited.
The offer expires at 7:00 p.m. (Perth time) on March 22, 2005.
If Cleveland-Cliffs receives acceptances increasing its voting power to more
than 50% within the last seven days of the offer period, the offer
automatically will be extended under Australian law for two weeks from the date
of the increase. If this occurs, Cleveland-Cliffs intends to declare the offer
free from all conditions and to reduce the time in which Portman shareholders
would be paid, if they accept the offer, by accelerating the payment terms to
five business days.
Commenting on the offer, Cleveland-Cliffs CEO John Brinzo said: "The fate of
our offer for Portman is now firmly in the hands of Portman shareholders.
Cleveland-Cliffs can take no further action unless shareholders decide to
accept. We cannot increase this final offer, and unless we get to 50% within
the last seven days of the offer period, the offer cannot be extended or
declared unconditional.
"Portman shareholders need to decide whether they want the certainty of A$3.85
cash, or the uncertainty of holding shares in Portman should our offer be
unsuccessful. We believe there is a real risk that Portman's share price will
fall if Cleveland-Cliffs' offer lapses."
As stated by the Portman board on February 25, 2005, since the announcement of
the offer on January 11, 2005, Portman has not been approached by any potential
bidder and the Portman board has no reason to believe that a higher offer will
emerge.
Mr. Brinzo continued: "We note that since March 2, 2005, the Portman share
price has closed within three cents of our offer price of A$3.85. Since March
9, the Portman share price has closed below our offer price and closed at
A$3.82 on March 11, 2005.
"In addition, the Portman board has indicated it thinks the offer is fair and
has recommended that shareholders accept the offer.
Cleveland-Cliffs also announced that the institutional acceptance facility had
been withdrawn as of today and urged shareholders who were considering
utilizing the facility to instead accept the offer.
If shareholders have any questions in relation to the offer or accepting it,
they should contact the information line on 1800 24 23 00 (toll free) (callers
in Australia) or +61 2 9207 3622 (callers outside Australia).
Cleveland-Cliffs Inc, headquartered in Cleveland, Ohio, is the largest producer
of iron ore pellets in North America and sells the majority of its pellets to
integrated steel companies in the United States and Canada. The Company
operates six iron ore mines located in Michigan, Minnesota and Eastern Canada.
References in this news release to "Cleveland-Cliffs," "Cliffs" and "Company"
include subsidiaries and affiliates as appropriate in the context.
This news release contains predictive statements that are intended to be
"forward-looking" within the safe harbor protections of the Private Securities
Litigation Reform Act of 1995. Although the Company believes that its
forward-looking statements are based on reasonable assumptions, such statements
are subject to risk and uncertainties. There can be no assurance that the offer
to acquire the shares of Portman Limited will be accepted or that a superior
offer will not emerge or any transaction completed. Reference is made to the
detailed explanation of the many factors and risks that may cause such
predictive statements to turn out differently, set forth in the Company's
Annual Report for 2003, Reports on Form 10-K and Form 10-Q and previous news
releases filed with the Securities and Exchange Commission, which are publicly
available on Cleveland-Cliffs' website. The information contained in this
document speaks as of the date of this news release and may be superseded by
subsequent events.
For further information, please call:
CLEVELAND-CLIFFS
Media - United States
Dana Byrne
Cleveland-Cliffs
Vice President-Public Affairs
+1 (216) 694.4870
Financial Community - United States
Don Gallagher
Chief Financial Officer
Cleveland-Cliffs
+1 (216) 694.5459
MacKenzie Partners - United States
Larry Dennedy + 1 (212) 929.5239
Joe Doherty + 1 (212) 929.5958
MacKenzie Partners - United Kingdom
Steve Balet + 44 207 170 4155
Media - Australia
Kate Kerrison
Kate Kerrison + Company
(0413) 946 704
Financial Community - Australia
Wayne Seabrook
Wilson HTM
(02) 8247 6600
http://www.cleveland-cliffs.com/
http://www.portman.com.au/
DATASOURCE: Cleveland-Cliffs Inc
CONTACT: Media - United States, Dana Byrne, Vice President-Public
Affairs, +1-216-694-4870, or Financial Community - United States, Don
Gallagher, Chief Financial Officer, +1-216-694-5459, both of Cleveland-Cliffs
Inc; or Larry Dennedy, +1-212-929-5239, or Joe Doherty, +1-212-929-5958, both
of MacKenzie Partners - United States; or Steve Balet of MacKenzie Partners -
United Kingdom, +44-207-170-4155; or Media - Australia, Kate Kerrison of Kate
Kerrison + Company, +0413-946-704, or ; or Financial
Community - Australia, Wayne Seabrook of Wilson HTM, +02-8247 6600, or
Web site: http://www.cleveland-cliffs.com/
http://www.portman.com.au/