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8-KThe WireStrategic

Results of Operations · Reg FD Disclosure

Filed Oct 14, 2022 · 3y ago · Accession 0001558370-22-015022

Plain English

Material event — a significant development the company must disclose promptly.

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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): October 14, 2022 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 No.) ​ ​ ​ ​ c/o Deutsche Bank Trust Company Americas Trust & Agency Services 1 Columbus Circle, 17th Floor Mail Stop: NYC01-1710 New York , New York ​ 10019 (Address of principal executive offices) ​ (Zip Code) ​ ( 904 ) 271-2520 (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: ☐ 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: ​ ​ ​ ​ Title of each class Trading Symbol(s) Name of each exchange on which registered 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). Emerging growth company ☐                   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 2.02 Results of Operations and Financial Condition. Announcement of No Distribution On October 14, 2022, Mesabi Trust issued a press release announcing that the Trustees of Mesabi Trust determined that no distribution will be declared this October 2022 with respect to Units of Beneficial Interest. A copy of the press release is being furnished as Exhibit 99.1 to this Form 8-K. ​ Item 7.01 Regulation FD. Commencement of Arbitration On October 14, 2022, Mesabi Trust initiated arbitration against Northshore and its parent, Cliffs (jointly, the “Operator”), the lessee/operator of the leased lands.  The arbitration proceeding has been commenced with the American Arbitration Association.  The Trust seeks an award of damages relating to the Operator’s underpayment of royalties in 2020, 2021, and 2022 by virtue of the Operator’s failure to use the highest price arm’s length iron ore pellet sale from the preceding four quarters in pricing internal production during the fourth quarter of 2020 through 2022.  The Trust also seeks declaratory relief related to the Trust’s entitlement to certain documentation and to the time the Operator’s royalty obligation accrues on internal production. ​ Item 9.01 Financial Statements and Exhibits. (d) Exhibits . Exhibit No.      Description 99.1 ​ Press Release dated October 14, 2022 ​ 104 ​ Cover Page Interactive Data File (formatted in Inline XBRL and included as Exhibit 101) 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. ​ ​ ​ ​ SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ​ ​ MESABI TRUST ​ ​ ​ By: /s/ Chris Niesz ​ ​ Chris Niesz ​ ​ Vice President ​ ​ Deutsche Bank Trust Company Americas, ​ ​ Corporate Trustee of Mesabi Trust ​ Dated: October 14, 2022 ​ ​ ​
Filing details
Ticker
MSB
CIK
65172
Form type
8-K
Filing date
Oct 14, 2022
Report date
Oct 14, 2022
Document
msb-20221014x8k.htm
Size
261 KB