UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
January 15, 2013
MESABI TRUST
(Exact name of registrant as specified in its charter)
New York |
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1-4488 |
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13-6022277 |
(State or other jurisdiction of |
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(Commission File Number) |
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(I.R.S. Employer Identification |
c/o Deutsche Bank Trust Company Americas Trust & Securities Services GDS 60 Wall Street 27th Floor New York, New York |
10005 |
(Address of principal executive offices) |
(Zip Code) |
(904) 271-2520
(Registrants telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition.
On the evening of January 15, 2013, Mesabi Trust issued a press release announcing a cash distribution of $0.49 per Unit of Beneficial Interest of Mesabi Trust. The distribution is payable on February 20, 2013 to Mesabi Trust Unitholders of record at the close of business on January 30, 2013. A copy of the press release is being furnished as Exhibit 99.1 to this Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Press release, dated January 15, 2013.
In accordance with general instruction B.2 to Form 8-K, the information in this Form 8-K shall not be deemed to be filed for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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MESABI TRUST | ||
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By: |
/s/ Jeffrey Schoenfeld | |
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Jeffrey Schoenfeld | ||
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Associate | ||
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Deutsche Bank National Trust Company | ||
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For Deutsche Bank Trust Company Americas | ||
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Dated: January 16, 2013 |
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Exhibit 99.1
MESABI TRUST
PRESS RELEASE
New York, New York
January 15, 2013
The Trustees of Mesabi Trust (NYSE: MSB) declared a distribution of forty-nine cents ($0.49) per Unit of Beneficial Interest payable on February 20, 2013 to Mesabi Trust unitholders of record at the close of business on January 30, 2013. This compares to a distribution of seventy-six cents ($0.76) per Unit for the same period last year.
The twenty-seven cents ($0.27) per Unit decrease in the current distribution, as compared to the distribution announced in same quarter last year, is primarily due to a 19% decrease in the average price per ton credited to the Trust on all shipments during the fourth calendar quarter of 2012, as compared to the fourth calendar quarter of 2011. In addition, there was a 13% decrease in the volume of shipments credited to Mesabi Trust and shipped from Silver Bay, Minnesota, reported by Northshore Mining Company (Northshore), the lessee/operator of the mine on Mesabi Trust lands, during the fourth quarter of calendar year 2012, as compared to the fourth calendar quarter of 2011. Finally, for the fourth calendar quarter of 2012, the Trust is expecting to receive approximately $150,000 of negative pricing adjustments relating to prior shipments and royalty payments paid to the Trust during the first three calendar quarters of 2012, while the Trust received approximately $632,000 of positive pricing adjustments in the fourth calendar quarter of 2011.
Based on the shipments of iron ore reported by Northshore during the fourth calendar quarter of 2012, on January 30, 2013, Mesabi Trust is expecting to receive a base royalty of $4,472,552. Mesabi Trust is also expecting to receive a bonus royalty in the amount of $2,236,276. Mesabi Trust is also expecting to have its royalties from Northshore reduced by $149,251 as a result of negative pricing adjustments to prior shipments and royalty payments previously paid to Mesabi Trust during the first three calendar quarters of 2012. Accordingly, the total royalty payment expected to be received by Mesabi Trust from Northshore is $6,727,912 (including a royalty payment of $168,336 payable to the Mesabi Land Trust).
The royalties paid to Mesabi Trust are based on the volume of shipments of iron ore pellets (and other iron ore products) for the quarter and the year to date, the pricing of the iron ore product sales, and the percentage of iron ore attributable to Mesabi Trust lands rather than from other lands. In the fourth calendar quarter of 2012, Northshore credited Mesabi Trust with 978,306 tons of iron ore products, as compared to 1,126,551 tons of iron ore products credited during the fourth calendar quarter of 2011. Though actual shipments of iron ore products mined from Mesabi Trust lands in the fourth calendar quarter of 2012 equaled 993,282 tons, Mesabi Trust was credited with shipments of 978,306 tons of iron ore during the fourth calendar quarter of 2012 because under the royalty agreement, Mesabi Trust is only entitled to payment on at least 90% of the first four million tons and 85% of the next two million tons of iron ore shipped from Silver Bay by Northshore in each calendar year. In first calendar quarter of 2012, Mesabi Trust was credited with shipments and received royalty payments based on a higher volume of iron ore products than were actually mined from Mesabi Trust lands and shipped from Silver Bay. In the royalty report received by Mesabi Trust for the fourth calendar quarter of
2012, Northshore reduced the actual shipments attributable to Mesabi Trust by 14,976 tons to recoup certain tonnage of iron ore products for which Mesabi Trust was credited and paid royalties earlier in calendar year 2012.
The volume of shipments of iron ore pellets by Northshore varies from quarter to quarter and year to year based on a number of factors, including the requested delivery schedules of customers, general economic conditions in the iron ore industry, and weather conditions on the Great Lakes. Further, the prices under the term contracts between Northshore, Northshores parent Cliffs Natural Resources Inc. (Cliffs) and certain of their customers (the Cliffs Pellet Agreements) are subject to interim and final pricing adjustments, dependent in part on multiple price and inflation index factors that are not known until after the end of a contract year. This can result in significant variations in royalties received by Mesabi Trust (and in turn the resulting amount available for distribution to Unitholders by Mesabi Trust) from quarter to quarter and on a comparative historical basis. These variations, which can be positive or negative, cannot be predicted by the Trustees of Mesabi Trust. Royalty payments received in 2012 and prior years continue to reflect pricing estimates for shipments of iron ore products that may be subject to further adjustment (upward or downward) pursuant to the Cliffs Pellet Agreements. Based on all of the above factors and as indicated by the Trusts history of distribution payments, the royalties received by the Trust, and the distributions paid to Unitholders, in any particular quarter or year are not necessarily indicative of royalties that will be received, or distributions that will be paid, in any subsequent quarter or for a full year.
With respect to calendar year 2013, Northshore has not advised Mesabi Trust of its expected 2013 shipments of iron ore products or what percentage of 2013 shipments will be from Mesabi Trust iron ore. Cliffs has not provided Mesabi Trust with any projections about possible pricing (and resulting royalty) adjustments that might impact future distributions, although Cliffs did indicate that the royalty payments being reported today are based on estimated iron ore pellet prices under the Cliffs Pellet Agreements, which are subject to change. It is possible that future negative price adjustments could offset, or even eliminate, royalties or royalty income that would otherwise be payable to Mesabi Trust in any particular quarter, or at year end, thereby potentially reducing cash available for distributions to Mesabi Trusts Unitholders in future quarters.
As previously announced, on November 19, 2012, Cliffs has idled two of the four production lines at its wholly-owned subsidiary, Northshore. Cliffs explained that its curtailment was intended to adjust its 2013 operating plans for its North American iron ore businesses to align with expected sales volumes. Cliffs noted that the production decreases are driven by increased iron ore pricing volatility and lower North American steelmaking utilization rates. Cliffs previous announcement did not indicate the anticipated impact of the curtailment on total production or shipments at Northshore during calendar 2012 or calendar 2013, stating only that full-year 2013 expected sales volumes for U.S. Iron Ore remain unchanged at 19 to 20 million tons as previously disclosed by Cliffs. The Trustees believe that the production curtailment at Northshore and the lay-off of 125 employees will have a negative impact on production attributable to Mesabi Trust in 2013. If the production curtailment continues for a substantial portion of calendar year 2013, the Trustees believe that the total shipments from Northshore, and the resulting royalties payable to the Trust, could be lower than calendar year 2012.
This press release contains certain forward-looking statements with respect to iron ore pellet production, iron ore pricing and adjustments to pricing, shipments by Northshore in 2012 and 2013, royalty (including bonus royalty) amounts, and other matters, which statements are intended to be made under the safe harbor protections of the Private Securities Litigation Reform Act of 1995, as amended. Actual production, prices, price adjustments, and shipments of iron ore pellets, as well as actual royalty payments (including bonus royalties) could differ materially from current expectations due to inherent risks such as general and industry economic trends, uncertainties arising from war, terrorist events and other global events, higher or lower customer demand for steel and iron ore, environmental compliance uncertainties, higher imports of steel and iron ore substitutes, processing difficulties, consolidation and restructuring in the domestic steel market, indexing features in Cliffs Pellet Agreements resulting in adjustments to royalties payable to Mesabi Trust and other factors. Further, substantial portions of royalties earned by Mesabi Trust are based on estimated prices that are subject to interim and final adjustments, which can be positive or negative, and are dependent in part on multiple price and inflation index factors under agreements to which Mesabi Trust is not a party and that are not known until after the end of a contract year. Although the Mesabi Trustees believe that any such forward-looking statements are based on reasonable assumptions, such statements are subject to risks and uncertainties, which could cause actual results to differ materially. Additional information concerning these and other risks and uncertainties is contained in the Trusts filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K. Mesabi Trust has no obligation to publicly update or revise any of the forward-looking statements that may be in this press release.
Contact: |
Mesabi Trust SHR Unit |
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Deutsche Bank Trust Company Americas |
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(904) 271-2520 |