Company Update

8-K 1 a09-12772_18k.htm 8-K 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): May 5, 2009 MESABI TRUST (Exact name of registrant as specified in its charter) New York 1-4488 13-6022277 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification Number) 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) (615) 835-2749 (Registrant’s 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 8.01         Other Events. On May 5, 2009, Cliffs Natural Resources Inc. (“Cliffs”) filed a current report on Form 8-K announcing an extension of the shutdown of production at its wholly-owned subsidiary, Northshore Mining Company (“Northshore”).  Cliffs previously reported that production at Northshore would be idled for one-month and that production was scheduled to restart in May 2009.  In the May 5, 2009 Form 8-K filed by Cliffs, Cliffs reported that the extension of the production shutdown (which is now scheduled to continue into early July 2009) is necessary as Cliffs continues to scale production to be in line with customer demand for iron ore pellets.   Cliffs also reported that the extension of the production shutdown will reduce total production at Northshore to approximately 3.2 million tons for calendar 2009, a 13.5% decrease from the 3.7 million tons of production previously estimated by Cliffs.  The current production estimate is approximately 45 percent of Northshore’s full operating capacity of 5.8 million tons. Cliffs also reported that, as a result of extended idling at Northshore, the number of employees on layoff status will increase to 400 on May 10, 2009, and other employees will be offered the option to volunteer for layoff. Cliffs further reported that some employees will remain at the facility during the extended shutdown to continue pellet shipping, perform maintenance and for other non-pellet production functions. Mesabi Trust receives royalties based on the volume of shipments and the selling prices of iron ore products shipped by Northshore, the lessee/operator of the Mesabi Trust lands.  The Trustees of the Mesabi Trust have not received any information regarding the estimated volume of shipments from Northshore during the extended shutdown or in 2009. Therefore, the Trust cannot predict what impact the recently announced production shutdown extension and increased production curtailment will have on the Trust’s future royalties to be received from Northshore. Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995 This Current Report on Form 8-K contains certain forward-looking statements with respect to iron ore pellet production, iron ore pricing, shipments by Northshore in 2009, royalty amounts, 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 and shipments of iron ore pellets, as well as actual royalty levels (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 customer agreements resulting in adjustments to royalties payable to the 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 Cliffs customer agreements to which the Trust is not a party and that are not known until after the end of a contract year.  It is possible that future negative price adjustments could offset, or even eliminate, royalties or royalty income that would otherwise be payable to the Trust in any particular quarter, or at year end, thereby potentially reducing cash available for distribution to the Trust’s Unitholders in future quarters.  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. 2 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 By: /s/ Kenneth R. Ring Kenneth R. Ring Vice President Deutsche Bank National Trust Company For Deutsche Bank Trust Company Americas Dated: May 6, 2009 3