| Schedule Of Long-Term Debt |
The following represents a summary of our long-term debt:
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| (In Millions) |
| December 31, 2020 |
| Debt Instrument |
|
Issuer1
|
|
Annual Effective Interest Rate |
|
Total Principal Amount |
|
Unamortized Debt Issuance Costs |
|
Unamortized Premiums (Discounts) |
|
Total Debt |
| Senior Secured Notes: |
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|
|
|
|
|
|
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| 4.875% 2024 Senior Secured Notes |
|
Cliffs |
|
5.00% |
|
$ |
395Ìý
|
|
|
$ |
(3) |
|
|
$ |
(1) |
|
|
$ |
391Ìý
|
|
| 9.875% 2025 Senior Secured Notes |
|
Cliffs |
|
10.57% |
|
955Ìý
|
|
|
(8) |
|
|
(25) |
|
|
922Ìý
|
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| 6.75% 2026 Senior Secured Notes |
|
Cliffs |
|
6.99% |
|
845Ìý
|
|
|
(20) |
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|
(9) |
|
|
816Ìý
|
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| Senior Unsecured Notes: |
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|
|
|
|
|
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|
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| 7.625% 2021 AK Senior Notes |
|
AK Steel |
|
7.33% |
|
34Ìý
|
|
|
—Ìý
|
|
|
—Ìý
|
|
|
34Ìý
|
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| 7.50% 2023 AK Senior Notes |
|
AK Steel |
|
6.17% |
|
13Ìý
|
|
|
—Ìý
|
|
|
—Ìý
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|
|
13Ìý
|
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| 6.375% 2025 Senior Notes |
|
Cliffs |
|
8.11% |
|
64Ìý
|
|
|
—Ìý
|
|
|
(4) |
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|
60Ìý
|
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| 6.375% 2025 AK Senior Notes |
|
AK Steel |
|
8.11% |
|
29Ìý
|
|
|
—Ìý
|
|
|
(2) |
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|
27Ìý
|
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| 1.50% 2025 Convertible Senior Notes |
|
Cliffs |
|
6.26% |
|
296Ìý
|
|
|
(4) |
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|
(49) |
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|
243Ìý
|
|
| 5.75% 2025 Senior Notes |
|
Cliffs |
|
6.01% |
|
396Ìý
|
|
|
(3) |
|
|
(4) |
|
|
389Ìý
|
|
| 7.00% 2027 Senior Notes |
|
Cliffs |
|
9.24% |
|
73Ìý
|
|
|
—Ìý
|
|
|
(8) |
|
|
65Ìý
|
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| 7.00% 2027 AK Senior Notes |
|
AK Steel |
|
9.24% |
|
56Ìý
|
|
|
—Ìý
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|
|
(6) |
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|
50Ìý
|
|
| 5.875% 2027 Senior Notes |
|
Cliffs |
|
6.49% |
|
556Ìý
|
|
|
(4) |
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|
(18) |
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|
534Ìý
|
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| 6.25% 2040 Senior Notes |
|
Cliffs |
|
6.34% |
|
263Ìý
|
|
|
(2) |
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|
(3) |
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|
258Ìý
|
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| IRBs due 2024 to 2028 |
|
AK Steel |
|
Various |
|
92Ìý
|
|
|
—Ìý
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|
|
2Ìý
|
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|
94Ìý
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|
EDC Revolving Facility3
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* |
|
3.25% |
|
40Ìý
|
|
|
—Ìý
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—Ìý
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18Ìý
|
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ABL Facility3
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Cliffs2
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|
2.15% |
|
3,500Ìý
|
|
|
—Ìý
|
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|
—Ìý
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|
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1,510Ìý
|
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| Total debt |
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5,424Ìý
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| Less: current debt |
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|
34Ìý
|
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| Total long-term debt |
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$ |
5,390Ìý
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* Our subsidiaries, Fleetwood Metal Industries Inc. and The Electromac Group Inc., are the borrowers under the EDC Revolving Facility. |
1 Unless otherwise noted, references in this column and throughout this Note 8 - DEBT AND CREDIT FACILITIES to "Cliffs" are to ÐÇ¿Õ´«Ã½ Inc., and references to "AK Steel" are to AK Steel Corporation (n/k/a ÐÇ¿Õ´«Ã½ Steel Corporation).
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2 Refers to ÐÇ¿Õ´«Ã½ Inc. as borrower under our ABL Facility.
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3 The total principal amounts for the indicated credit facilities are stated at their respective maximum borrowing capacities.
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| (In Millions) |
| December 31, 2019 |
| Debt Instrument |
|
Issuer1
|
|
Annual Effective Interest Rate |
|
Total Principal Amount |
|
Debt Issuance Costs |
|
Unamortized Discounts |
|
Total Debt |
| Senior Secured Notes: |
|
|
|
|
|
|
|
|
|
|
|
|
| 4.875% 2024 Senior Notes |
|
Cliffs |
|
5.00% |
|
$ |
400Ìý |
|
|
$ |
(5) |
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|
$ |
(2) |
|
|
$ |
393Ìý |
|
| Senior Unsecured Notes: |
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|
|
|
|
|
|
|
|
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|
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| 1.50% 2025 Convertible Senior Notes |
|
Cliffs |
|
6.26% |
|
316Ìý |
|
|
(4) |
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|
(65) |
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|
247Ìý |
|
| 5.75% 2025 Senior Notes |
|
Cliffs |
|
6.01% |
|
473Ìý |
|
|
(3) |
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|
(6) |
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|
464Ìý |
|
| 5.875% 2027 Senior Notes |
|
Cliffs |
|
6.49% |
|
750Ìý |
|
|
(6) |
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|
(27) |
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|
717Ìý |
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| 6.25% 2040 Senior Notes |
|
Cliffs |
|
6.34% |
|
298Ìý |
|
|
(2) |
|
|
(3) |
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|
293Ìý |
|
| Former ABL Facility |
|
Cliffs2
|
|
N/A |
|
450Ìý |
|
|
N/A |
|
N/A |
|
—Ìý |
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| Total long-term debt |
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$ |
2,114Ìý |
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1 Unless otherwise noted, references in this column to "Cliffs" are to ÐÇ¿Õ´«Ã½ Inc.
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2 Refers to ÐÇ¿Õ´«Ã½ Inc. and certain of its subsidiaries as borrowers under our Former ABL Facility.
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| Debt Instrument Redemption |
The following is a summary of redemption prices for our 9.875% 2025 Senior Secured Notes:
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| Redemption Period |
|
Redemption Price1
|
|
Restricted Amount |
| Prior to October 17, 2022 - using proceeds of equity issuance |
|
109.875Ìý |
|
% |
|
Up to 35% of original aggregate principal |
Prior to October 17, 20222
|
|
100.000Ìý |
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| Beginning on October 17, 2022 |
|
107.406Ìý |
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| Beginning on April 17, 2023 |
|
104.938Ìý |
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| Beginning on April 17, 2024 |
|
102.469Ìý |
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| Beginning on April 17, 2025 and thereafter |
|
100.000Ìý |
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1 Plus accrued and unpaid interest, if any, up to, but excluding, the redemption date.
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2 Plus a "make-whole" premium.
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The following is a summary of redemption prices (expressed as a percentage of the principal amount to be redeemed) for our 6.75% 2026 Senior Secured Notes:
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|
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| Redemption Period |
|
Redemption Price1
|
|
Restricted Amount |
| Prior to March 15, 2022 - using proceeds of equity issuance |
|
106.750Ìý |
|
% |
|
Up to 35% of original aggregate principal |
Prior to March 15, 20222
|
|
100.000Ìý |
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| Beginning on March 15, 2022 |
|
105.063Ìý |
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| Beginning on March 15, 2023 |
|
103.375Ìý |
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| Beginning on March 15, 2024 |
|
101.688Ìý |
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| Beginning on March 15, 2025 and thereafter |
|
100.000Ìý |
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1 Plus accrued and unpaid interest, if any, up to, but excluding, the redemption date.
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2 Plus a "make-whole" premium.
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The following is a summary of redemption prices (expressed as a percentage of the principal amount to be redeemed) for our 4.875% 2024 Senior Secured Notes:
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|
|
|
|
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|
|
| Redemption Period |
|
Redemption Price1
|
| Beginning on January 15, 2021 |
|
102.438Ìý |
|
% |
| Beginning on January 15, 2022 |
|
101.219Ìý |
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| Beginning on January 15, 2023 and thereafter |
|
100.000Ìý |
|
|
|
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1 Plus accrued and unpaid interest, if any, up to but excluding the redemption date.
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The following is a summary of redemption prices (expressed as a percentage of the principal amount to be redeemed) for our 6.375% 2025 Senior Notes:
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| Redemption Period |
|
Redemption Price1
|
| Beginning on October 15, 2020 |
|
103.188Ìý |
|
% |
| Beginning on October 15, 2021 |
|
101.594Ìý |
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| Beginning on October 15, 2022 and thereafter |
|
100.000Ìý |
|
|
|
|
|
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1 Plus accrued and unpaid interest, if any, up to but excluding the redemption date.
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The following is a summary of redemption prices (expressed as a percentage of the principal amount to be redeemed) for our 7.00% 2027 Senior Notes:
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|
|
|
|
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|
|
| Redemption Period |
|
Redemption Price1
|
Prior to March 15, 20222
|
|
100.000Ìý |
|
% |
| Beginning on March 15, 2022 |
|
103.500Ìý |
|
|
| Beginning on March 15, 2023 |
|
102.333Ìý |
|
|
| Beginning on March 15, 2024 |
|
101.167Ìý |
|
|
| Beginning on March 15, 2025 and thereafter |
|
100.000Ìý |
|
|
|
|
|
|
1 Plus accrued and unpaid interest, if any, up to but excluding the redemption date.
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2 Plus a "make-whole" premium.
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The following is a summary of redemption prices (expressed as a percentage of the principal amount to be redeemed) for the 7.50% 2023 AK Senior Notes:
|
|
|
|
|
|
|
|
|
|
|
|
| Redemption Period |
|
Redemption Price1
|
| Beginning on July 15, 2020 |
|
101.875Ìý |
|
% |
| Beginning on July 15, 2021 and thereafter |
|
100.000Ìý |
|
|
|
|
|
|
1 Plus accrued and unpaid interest, if any, up to but excluding the redemption date.
|
The following is a summary of redemption prices (expressed as a percentage of the principal amount to be redeemed) for the 6.375% 2025 AK Senior Notes:
|
|
|
|
|
|
|
|
|
|
|
|
| Redemption Period |
|
Redemption Price1
|
| Beginning on October 15, 2020 |
|
103.188Ìý |
|
% |
| Beginning on October 15, 2021 |
|
101.594Ìý |
|
|
| Beginning on October 15, 2022 and thereafter |
|
100.000Ìý |
|
|
|
|
|
|
1 Plus accrued and unpaid interest, if any, up to but excluding the redemption date.
|
The following is a summary of redemption prices (expressed as a percentage of the principal amount to be redeemed) for the 7.00% 2027 AK Senior Notes:
|
|
|
|
|
|
|
|
|
|
|
|
| Redemption Period |
|
Redemption Price1
|
Prior to March 15, 20222
|
|
100.000Ìý |
|
% |
| Beginning on March 15, 2022 |
|
103.500Ìý |
|
|
| Beginning on March 15, 2023 |
|
102.333Ìý |
|
|
| Beginning on March 15, 2024 |
|
101.167Ìý |
|
|
| Beginning on March 15, 2025 and thereafter |
|
100.000Ìý |
|
|
|
|
|
|
1 Plus accrued and unpaid interest, if any, up to but excluding the redemption date.
|
2 Plus a "make-whole" premium.
|
|
| Schedule of Extinguishment of Debt [Table Text Block] |
The following is a summary of the debt extinguished and the respective impact on extinguishment:
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|
|
|
(In Millions) |
|
Year Ended
December 31, 2020 |
|
Debt Extinguished |
|
Gain (Loss) on Extinguishment |
| 7.625% 2021 AK Senior Notes |
$ |
373Ìý
|
|
|
$ |
—Ìý
|
|
| 7.50% 2023 AK Senior Notes |
367Ìý
|
|
|
3Ìý
|
|
| 4.875% 2024 Senior Secured Notes |
6Ìý
|
|
|
1Ìý
|
|
| 6.375% 2025 Senior Notes |
168Ìý
|
|
|
21Ìý
|
|
| 1.50% 2025 Convertible Senior Notes |
20Ìý
|
|
|
1Ìý
|
|
| 5.75% 2025 Senior Notes |
77Ìý
|
|
|
16Ìý
|
|
| 7.00% 2027 Senior Notes |
262Ìý
|
|
|
27Ìý
|
|
| 5.875% 2027 Senior Notes |
195Ìý
|
|
|
49Ìý
|
|
| 6.25% 2040 Senior Notes |
36Ìý
|
|
|
13Ìý
|
|
| 6.375% 2025 AK Senior Notes |
9Ìý
|
|
|
(1) |
|
| Total |
$ |
1,513Ìý
|
|
|
$ |
130Ìý
|
|
The following is a summary of the debt extinguished and the respective impact on extinguishment:
|
|
|
|
|
|
|
|
|
|
|
|
|
(In Millions) |
|
Year Ended
December 31, 2019 |
|
Debt Extinguished |
|
(Loss) on Extinguishment |
| 4.875% 2021 Senior Notes |
$ |
124Ìý |
|
|
$ |
(5) |
|
| 5.75% 2025 Senior Notes |
600Ìý |
|
|
(13) |
|
| Total |
$ |
724Ìý |
|
|
$ |
(18) |
|
The following is a summary of the debt extinguished and the respective impact on extinguishment:
|
|
|
|
|
|
|
|
|
|
|
|
|
(In Millions) |
|
Year Ended
December 31, 2018 |
|
Debt Extinguished |
|
(Loss) on Extinguishment |
| 5.90% 2020 Senior Notes |
$ |
89Ìý |
|
|
$ |
(3) |
|
| 4.80% 2020 Senior Notes |
122Ìý |
|
|
(4) |
|
| 4.875% 2021 Senior Notes |
14Ìý |
|
|
—Ìý |
|
| 5.75% 2025 Senior Notes |
2Ìý |
|
|
—Ìý |
|
| Total |
$ |
227Ìý |
|
|
$ |
(7) |
|
|
| Schedule of Line of Credit Facilities [Table Text Block] |
The following represents a summary of our borrowing capacity under the ABL Facility:
|
|
|
|
|
|
|
(In Millions) |
|
December 31,
2020 |
Available borrowing base on ABL Facility1
|
$ |
3,500Ìý
|
|
| Borrowings |
(1,510) |
|
Letter of credit obligations2
|
(247) |
|
| Borrowing capacity available |
$ |
1,743Ìý
|
|
|
|
1 As of DecemberÌý31, 2020, the ABL Facility has a maximum borrowing base of $3.5 billion. The available borrowing base is determined by applying customary advance rates to eligible accounts receivable, inventory and certain mobile equipment.
|
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, IRBs and environmental obligations.
|
|