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Quarterly report pursuant to Section 13 or 15(d)

DEBT AND CREDIT FACILITIES

v2.4.0.8
DEBT AND CREDIT FACILITIES
6 Months Ended
Jun. 30, 2014
Debt Disclosure [Abstract] Ìý
DEBT AND CREDIT FACILITIES
NOTE 8 - DEBT AND CREDIT FACILITIES
The following represents a summary of our long-term debt as of JuneÌý30, 2014 and DecemberÌý31, 2013:
($ in Millions)
Ìý
JuneÌý30, 2014
Ìý
Debt Instrument
Ìý
Type
Ìý
Annual Effective Interest Rate
Ìý
Final Maturity
Ìý
Total Face Amount
Ìý
Total Debt
Ìý
$700 Million 4.875% 2021 Senior Notes
Ìý
Fixed
Ìý
4.89%
Ìý
2021
Ìý
$
700.0

Ìý
$
699.5

(1)
$1.3 Billion Senior Notes:
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
$500 Million 4.80% 2020 Senior Notes
Ìý
Fixed
Ìý
4.83%
Ìý
2020
Ìý
500.0

Ìý
499.3

(2)
$800 Million 6.25% 2040 Senior Notes
Ìý
Fixed
Ìý
6.34%
Ìý
2040
Ìý
800.0

Ìý
790.5

(3)
$400 Million 5.90% 2020 Senior Notes
Ìý
Fixed
Ìý
5.98%
Ìý
2020
Ìý
400.0

Ìý
398.5

(4)
$500 Million 3.95% 2018 Senior Notes
Ìý
Fixed
Ìý
4.14%
Ìý
2018
Ìý
500.0

Ìý
496.9

(5)
$1.75 Billion Credit Facility:
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Revolving Loan
Ìý
Variable
Ìý
1.66%
Ìý
2017
Ìý
1,750.0

Ìý
275.0

(6)
Equipment Loans
Ìý
Fixed
Ìý
Various
Ìý
2020
Ìý
164.8

Ìý
151.4

Ìý
Short-Term Borrowing Arrangements
Ìý
Ìý
Ìý
Ìý
Ìý
2014/2015
Ìý
139.7

Ìý
139.7


Fair Value Adjustment to Interest Rate Hedge
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
3.3

Ìý
Total debt
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
$
4,954.5

Ìý
$
3,454.1

Ìý
Less: Short-term and current portion of long-term debt
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
161.1

Ìý
Long-term debt
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
$
3,293.0

Ìý
($ in Millions)
Ìý
December 31, 2013
Ìý
Debt Instrument
Ìý
Type
Ìý
Annual Effective Interest Rate
Ìý
Final Maturity
Ìý
Total Face Amount
Ìý
Total Debt
Ìý
$700 Million 4.875% 2021 Senior Notes
Ìý
Fixed
Ìý
4.88%
Ìý
2021
Ìý
700.0

Ìý
699.4

(1)
$1.3 Billion Senior Notes:
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
$500 Million 4.80% 2020 Senior Notes
Ìý
Fixed
Ìý
4.83%
Ìý
2020
Ìý
500.0

Ìý
499.2

(2)
$800 Million 6.25% 2040 Senior Notes
Ìý
Fixed
Ìý
6.34%
Ìý
2040
Ìý
800.0

Ìý
790.4

(3)
$400 Million 5.90% 2020 Senior Notes
Ìý
Fixed
Ìý
5.98%
Ìý
2020
Ìý
400.0

Ìý
398.4

(4)
$500 Million 3.95% 2018 Senior Notes
Ìý
Fixed
Ìý
4.14%
Ìý
2018
Ìý
500.0

Ìý
496.5

(5)
$1.75 Billion Credit Facility:
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Revolving Loan
Ìý
Variable
Ìý
1.64%
Ìý
2017
Ìý
1,750.0

Ìý
—

(6)
Equipment Loans
Ìý
Fixed
Ìý
Various
Ìý
2020
Ìý
164.8

Ìý
161.7

Ìý
Fair Value Adjustment to Interest Rate Hedge
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
(2.1
)
Ìý
Total debt
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
$
4,814.8

Ìý
$
3,043.5

Ìý
Less: Short-term and current portion of long-term debt
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
20.9

Ìý
Long-term debt
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
Ìý
$
3,022.6

Ìý
(1)
As of JuneÌý30, 2014 and DecemberÌý31, 2013, the $700 million 4.875 percent senior notes were recorded at a par value of $700 million less unamortized discounts of $0.5 million and $0.6 million, respectively, based on an imputed interest rate of 4.89 percent.
(2)
As of JuneÌý30, 2014 and DecemberÌý31, 2013, the $500 million 4.80 percent senior notes were recorded at a par value of $500 million less unamortized discounts of $0.7 million and $0.8 million, respectively, based on an imputed interest rate of 4.83 percent.
(3)
As of JuneÌý30, 2014 and DecemberÌý31, 2013, the $800 million 6.25 percent senior notes were recorded at a par value of $800 million less unamortized discounts of $9.5 million and $9.6 million, respectively, based on an imputed interest rate of 6.34 percent.
(4)
As of JuneÌý30, 2014 and DecemberÌý31, 2013, the $400 million 5.90 percent senior notes were recorded at a par value of $400 million less unamortized discounts of $1.5 million and $1.6 million, respectively, based on an imputed interest rate of 5.98 percent.
(5)
As of JuneÌý30, 2014 and DecemberÌý31, 2013, the $500 million 3.95 percent senior notes were recorded at a par value of $500 million less unamortized discounts of $3.1 million and $3.5 million, respectively, based on an imputed interest rate of 4.14 percent.
(6)
As of JuneÌý30, 2014, $275.0 million of revolving loans were drawn under the credit facility. As of DecemberÌý31, 2013, no revolving loans were drawn under the credit facility. As of JuneÌý30, 2014 and DecemberÌý31, 2013, the principal amount of letter of credit obligations totaled $5.2 million and $8.4 million, respectively, thereby reducing available borrowing capacity to $1.5 billion and $1.7 billion for each period, respectively.
Credit Facility
On June 30, 2014, we amended the Amended and Restated Multicurrency Credit Agreement among Cliffs Natural Resources Inc. and various lenders dated August 11, 2011 (as further amended by Amendment No. 1 as of October 16, 2012 and Amendment No. 2 as of February 8, 2013), or revolving credit agreement, to effect the following:
•
Replacing the current maximum leverage covenant ratio of debt to earnings of less than 3.5 times with a maximum balance sheet leverage ratio of debt to capitalization of less than 45 percent.
•
Resetting the minimum interest coverage ratio from 2.5 to 1.0 to the ratio of 3.5 to 1.0.
•
Amending the definition of EBITDA to include certain cash charges related to the Company’s Wabush mine and other cash restructuring charges and the definition of net worth to exclude up to $1 billion in non-cash impairment charges.
•
Modifying the covenants restricting certain investments and acquisitions, the incurrence of certain indebtedness and liens, and the amount of dividends that may be declared or paid and shares that may be repurchased.
The new amended revolving credit agreement terms are effective June 30, 2014, and remain in effect for the life of the revolving credit agreement. This amended revolving credit agreement allows our borrowing capacity to be less susceptible to the impact of volatile iron ore and metallurgical coal pricing.
As of June 30, 2014, we were in compliance with these financial covenants. Additionally, as of December 31, 2013, we were in compliance with all applicable financial covenants related to the revolving credit agreement.
Short-Term Borrowing Arrangements
As of June 30, 2014, we had outstanding borrowings of $45.0 million on an uncommitted credit facility agreement which was used for general corporate purposes. ÌýPer the uncommitted credit agreement, each loan drawn cannot be outstanding less than 30 days or more than 90 days. ÌýInterest payable under the uncommitted credit facility is at a variable rate based on LIBOR plus an agreed upon margin of approximately one percent.
On April 22, 2014, we established an accounts receivable securitization facility for certain domestic subsidiaries that provides up to $110 million of funding and expires on April 21, 2015. Availability under this facility is based on eligible receivable balances. At JuneÌý30, 2014, the amounts available and utilized under this program totaled $57.3 million. Interest payable under the credit facility is at a variable rate based on LIBOR type rate plus an agreed upon margin of less than one percent.
As of June 30, 2014, we had outstanding borrowings of $37.4 million on pre-export trade finance loans. Per the agreements, the loans drawn have fixed maturity dates that are short-term in nature. Interest payable under the pre-export trade finance loans are at a fixed rate of less than one percent.
Letters of Credit
We issued standby letters of credit with certain financial institutions in order to support general business obligations including, but not limited to, workers compensation and environmental obligations. As of JuneÌý30, 2014 and DecemberÌý31, 2013, these letter of credit obligations totaled $48.0 million, respectively. All of these standby letters of credit are in addition to the letters of credit provided for under the revolving credit agreement.
Other Short-Term Facilities
Asia Pacific Iron Ore maintains a bank contingent instrument and cash advance facility. The facility, which is renewable annually at the bank’s discretion, provides A$30.0 million ($28.3 million) at JuneÌý30, 2014 in credit for contingent instruments, such as performance bonds. At DecemberÌý31, 2013, the facility provided A$30.0 million ($26.8 million) in credit for contingent instruments. As of JuneÌý30, 2014, the outstanding bank guarantees under the facility totaled A$23.0 million ($21.7 million), thereby reducing borrowing capacity to A$7.0 million ($6.6 million). As of DecemberÌý31, 2013, the outstanding bank guarantees under the facility totaled A$23.0 million ($20.5 million), thereby reducing borrowing capacity to A$7.0Ìýmillion ($6.3 million). We have provided a guarantee of the facility, along with certain of our Australian subsidiaries. The terms of the short-term facility contain certain customary covenants; however, there are no financial covenants.
Debt Maturities
The following represents a summary of our maturities of debt instruments, excluding borrowings on the revolving credit agreement, based on the principal amounts outstanding at JuneÌý30, 2014:
Ìý
(In Millions)
Ìý
Maturities of Debt
2014 (July 1 - December 31)
$
150.4

2015
21.8

2016
22.7

2017
23.6

2018
524.6

2019 and thereafter
2,448.0

Total maturities of debt
$
3,191.1