U.S.-based Cliffs Natural Resources Inc. is planning to acquire Consolidated Thompson Iron Mines Ltd. for approximately $4.7 billion. The company plans to finance the acquisition with the proceeds of a new term loan, senior unsecured notes, an expected common stock equity offering, and excess balance sheet cash. We are assigning our 'BBB-' issue-level rating to the company's proposed $750 million senior unsecured notes due 2021. At the same time, we are affirming our ratings on the company, including the 'BBB-' corporate credit rating. The stable rating outlook reflects our expectations that operating performance will improve over the intermediate term due to the inclusion of performance results of recent acquisitions and our expectations for continued macroeconomic expansion, and that the company's