| DEBT AND CREDIT FACILITIES |
NOTE 8 - DEBT AND CREDIT FACILITIES
The following represents a summary of our long-term debt:
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| (In Millions) |
| Debt Instrument |
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Issuer1
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Annual Effective
Interest Rate
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March 31,
2022 |
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December 31,
2021 |
| Senior Secured Notes: |
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9.875% 2025 Senior Secured Notes |
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Cliffs |
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10.57% |
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$ |
607
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$ |
607 |
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6.750% 2026 Senior Secured Notes |
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Cliffs |
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6.99% |
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845
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845 |
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| Senior Unsecured Notes: |
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1.500% 2025 Convertible Senior Notes |
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Cliffs |
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6.26% |
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—
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294 |
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7.000% 2027 Senior Notes |
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Cliffs |
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9.24% |
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73
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73 |
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7.000% 2027 AK Senior Notes |
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AK Steel |
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9.24% |
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56
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56 |
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5.875% 2027 Senior Notes |
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Cliffs |
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6.49% |
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556
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556 |
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4.625% 2029 Senior Notes |
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Cliffs |
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4.63% |
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500
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500 |
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4.875% 2031 Senior Notes |
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Cliffs |
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4.88% |
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500
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500 |
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6.250% 2040 Senior Notes |
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Cliffs |
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6.34% |
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263
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263 |
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| IRBs due 2024 to 2028 |
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AK Steel |
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Various |
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—
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66 |
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| ABL Facility |
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Cliffs2
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Variable3
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1,715
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1,609 |
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| Total principal amount |
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5,115
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5,369 |
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| Unamortized discounts and issuance costs |
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(87) |
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(131) |
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| Total long-term debt |
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$ |
5,028
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$ |
5,238 |
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1 Unless otherwise noted, references in this column and throughout this NOTE 8 - DEBT AND CREDIT FACILITIES to "Cliffs" are to Cleveland-Cliffs Inc., and references to "AK Steel" are to AK Steel Corporation (n/k/a Cleveland-Cliffs Steel Corporation).
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2 Refers to Cleveland-Cliffs Inc. as borrower under our ABL Facility.
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3 Our ABL Facility annual effective interest rate was 2.00% and 1.87%, respectively, as of March 31, 2022 and December 31, 2021.
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Debt Extinguishments - 2022
On January 18, 2022, we redeemed all of our outstanding 1.500% 2025 Convertible Senior Notes through a combination settlement, with the aggregate principal amount of $294 million paid in cash, and 24 million common shares, with a fair value of $499 million, delivered to noteholders in settlement of the premium due per the terms of the indenture, plus cash in respect of the accrued and unpaid interest on the 1.500% 2025 Convertible Senior Notes to, but not including, the redemption date per the terms of the indenture.
Additionally, on March 25, 2022, we redeemed all $66 million aggregate principal amount outstanding of the IRBs due 2024 to 2028.
The following is a summary of the debt extinguished and the respective impact on extinguishment:
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(In Millions) |
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Three Months Ended
March 31, 2022 |
| Debt Instrument |
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Debt Extinguished |
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Gain (Loss) on Extinguishment |
1.500% 2025 Convertible Senior Notes |
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$ |
294
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$ |
(16) |
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| IRBs due 2024 to 2028 |
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66
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2
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| Total |
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$ |
360
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$ |
(14) |
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Subsequent to the quarter ended March 31, 2022, we redeemed all of our outstanding 9.875% 2025 Senior Secured Notes with available liquidity on April 20, 2022. Refer to NOTE 19 - SUBSEQUENT EVENTS for further information.
ABL Facility
As of March 31, 2022, we were in compliance with the ABL Facility liquidity requirements and, therefore, the springing financial covenant requiring a minimum fixed charge coverage ratio of 1.0 to 1.0 was not applicable.
The following represents a summary of our borrowing capacity under the ABL Facility:
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(In Millions) |
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March 31,
2022 |
Available borrowing base on ABL Facility1
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$ |
4,500
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| Borrowings |
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(1,715) |
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Letter of credit obligations2
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(171) |
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| Borrowing capacity available |
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$ |
2,614
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1 As of March 31, 2022, the ABL Facility has a maximum available borrowing base of $4.5 billion. The borrowing base is determined by applying customary advance rates to eligible accounts receivable, inventory and certain mobile equipment.
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2 We issued standby letters of credit with certain financial institutions in order to support business obligations including, but not limited to, workers' compensation, employee severance, insurance, operating agreements and environmental obligations.
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Debt Maturities
The following represents a summary of our maturities of debt instruments based on the principal amounts outstanding at March 31, 2022:
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(In Millions) |
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Maturities of Debt |
| 2022 (remaining period of year) |
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$ |
— |
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| 2023 |
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— |
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| 2024 |
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— |
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| 2025 |
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2,322 |
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| 2026 |
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845 |
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| Thereafter |
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1,948 |
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| Total maturities of debt |
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$ |
5,115 |
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