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false0000764065 0000764065 2020-03-27 2020-03-27


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): March 27, 2020
 
CLEVELAND-CLIFFS INC.
(Exact name of registrant as specified in its charter)
Ohio
 
1-8944
 
34-1464672
(State or Other Jurisdiction of Incorporation or Organization)
 
(Commission File Number)
 
(IRS Employer Identification No.)
200 Public Square,
Suite 3300,
Cleveland,
Ohio
44114-2315
(Address of Principal Executive Offices)
(Zip Code)
Registrant's telephone number, including area code: (216) 694-5700
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:
Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered:
Common Shares, par value $0.125 per share
 
CLF
 
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 (Section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 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 1.01.
 
Entry Into a Material Definitive Agreement.
On March 27, 2020, ÐÇ¿Õ´«Ã½ Inc., an Ohio corporation (“Cliffs”), entered into the First Amendment to Asset-Based Revolving Credit Agreement (the “ABL Amendment”), by and among Cliffs, the lenders party thereto and Bank of America N.A., as administrative agent. The ABL Amendment modifies Cliffs’ existing asset-based revolving credit facility (the “ABL Facility”) entered into on March 13, 2020 to, among other things, provide for a new FILO (“first-in, last-out”) tranche of commitments in the aggregate amount of $150,000,000 (the “Tranche B Facility”) by exchanging existing commitments under the ABL Facility. The total commitments under the ABL Facility after giving effect to the ABL Amendment remain at $2,000,000,000. The terms and conditions (other than pricing) that apply to the Tranche B Facility are substantially the same as the terms and conditions that apply to the tranche A facility of the ABL Facility immediately prior to the ABL Amendment.

Item 2.03.
 
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The terms of the ABL Amendment are summarized in Item 1.01 of this Current Report on Form 8-K and are incorporated into this Item 2.03 by reference.

Item 9.01.
 
Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit
Number
 
Description
 
 
101
 
Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
104
 
The cover page from this Current Report on Form 8-K, formatted as Inline XBRL.




SIGNATURES
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.
 
 
 
 
 
 
 
CLEVELAND-CLIFFS INC.
 
 
 
 
Date:
April 2, 2020
By:
/s/ James D. Graham
 
 
Name:
James D. Graham
 
 
Title:
Executive Vice President, Chief Legal Officer & Secretary