UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 9, 2020
MESABI TRUST
(Exact name of Registrant as Specified in Its Charter)
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New York |
1-4488 |
13-6022277 |
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(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
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c/o Deutsche Bank Trust Company Americas |
10005 |
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(Address of principal executive offices) |
(Zip Code) |
(904) 271-2520
(Registrant’s telephone number, including area code)
Not Applicable
(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:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
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Units of Beneficial Interest, no par value |
MSB |
New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Emerging growth company ☐ |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition.
Distribution Announcement
On April 13, 2020, Mesabi Trust issued a press release announcing that the Trustees of Mesabi Trust declared a distribution of fifty-six cents ($0.56) per Unit of Beneficial Interest payable on May 20, 2020 to Mesabi Trust Unitholders of record at the close of business on April 30, 2020. A copy of the press release is being furnished as Exhibit 99.1 to this Form 8-K.
Item 7.01Regulation FD.
Other Developments
Cleveland-Cliffs Announced Iron Ore Mining and Pelletizing Production Adjustments at Northshore Mining Company and Tilden Mine
On Monday, April 13, 2020, Cleveland-Cliffs Inc. (“Cliffs”), the parent company of Northshore Mining Company (which is the owner/operator of the mining operations located on Mesabi Trust lands), announced that based on current market conditions, Cliffs will be temporarily idling production at two of its iron ore mining operations, Northshore Mining in Minnesota and Tilden Mine in Michigan. Cliffs stated that it will work down current inventory levels from these two operations and will continue to ship iron ore to fulfill its commercial agreements with steel customers.
In Cliffs’ news release announcement dated April 13, 2020, Cliffs’ CEO stated that “[Cliffs has] evaluated market conditions and the extraordinary disruptions in manufacturing and steel production in North America due to the impact of the COVID-19 market shock. As our steel customers rationalize their operations’ capacities, we made the decision to adjust our iron ore production during the first half of the year and not continue to build additional iron ore inventory until market conditions improve. Once the North American steel market improves, [Cliffs] will be able to quickly restart and ramp up production.”
Cliffs stated that unless business circumstances change, it plans to temporarily idle production at Northshore mine by mid-April with a planned restart by August 2020, and Tilden mine will be temporarily idled by the end of April with a planned restart in July 2020.
Item 9.01Financial Statements and Exhibits.
(d)Exhibits.
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Exhibit No. |
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Description |
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99.1 |
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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 Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
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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.
MESABI TRUST
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By: |
/s/ Jeffrey Schoenfeld |
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Jeffrey Schoenfeld |
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Vice President |
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Deutsche Bank Trust Company Americas, as Corporate Trustee of Mesabi Trust |
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Dated: April 14, 2020 |
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Exhibit 99.1
Mesabi Trust Press Release
April 13, 2020 04:05 PM Eastern Time
NEW YORK--(BUSINESS WIRE)--The Trustees of Mesabi Trust (NYSE: MSB) declared a distribution of fifty-six cents ($0.56) per Unit of Beneficial Interest payable on May 20, 2020 to Mesabi Trust Unitholders of record at the close of business on April 30, 2020. This compares to a distribution of eighty-nine cents ($0.89) per Unit for the same period last year.
The thirty-three cents ($0.33) per Unit decrease in the current distribution, as compared to the distribution announced by the Trust at the same time last year, is primarily attributable to a lower volume of iron ore shipments, at lower prices, during the three month period ended December 31, 2019 compared to the same period of 2018, and to the Trust’s receipt of total royalty payments of $9,410,394 on January 30, 2020 from Northshore Mining Company (“Northshore”), which was lower than the total royalty payments of $12,388,664 received by the Trust from Northshore in January 2019. The Trust’s announcement today also reflects that the Trust’s most recent audited balance sheet includes a contract liability, which represents, among other things, anticipated negative pricing adjustments and iron ore that has not been shipped by Northshore, but for which the Trust has received a royalty payment based on an initial estimated price. See Mesabi Trust’s Annual Report on Form 10-K, Note 2 (regarding “Contract asset and contract liability”), for the fiscal year ended January 31, 2020 (filed April 13, 2020). Finally, the Trust’s announcement today also reflects the Trustees’ determination that Mesabi Trust will have sufficient reserves available to make such a distribution while also maintaining an appropriate level of unallocated reserves in order for the Trust to be positioned to meet current and future expenses, and present and future liabilities (whether fixed or contingent), that may arise in the future.
Quarterly royalty payments from Northshore for iron ore shipments during the first calendar quarter, which are payable to Mesabi Trust under the royalty agreement, are due on April 30, 2020, together with the quarterly royalty report. After receiving the quarterly royalty report, Mesabi Trust plans to file a summary of the quarterly royalty report with the Securities and Exchange Commission in a Current Report on Form 8-K.
Forward-Looking Statements
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 2019 and 2020, royalty (including bonus royalty) amounts, timing of quarterly royalty payments and quarterly royalty reports, 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 and uncertainties such as general adverse business and industry economic trends, uncertainties arising from war, terrorist events, the impact of the recent coronavirus (COVID-19) pandemic, and other global events, higher or lower customer demand for steel and iron ore, decisions by mine operators regarding curtailments or idling of production lines or entire plants, announcements and implementation of trade tariffs, environmental compliance uncertainties, difficulties in obtaining and renewing necessary operating permits, 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
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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 quarterly 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 Trust’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K. Mesabi Trust undertakes no obligation to publicly update or revise any of the forward-looking statements made herein to reflect events or circumstances after the date hereof.
Contacts
Mesabi Trust SHR Unit
Deutsche Bank Trust Company Americas
904-271-2520
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