Cleveland-Cliffs Enters Material Agreement, Incurs Financial Obligation
Ticker: CLF · Form: 8-K · Filed: Feb 6, 2025 · CIK: 764065
| Field | Detail |
|---|---|
| Company | Cleveland-Cliffs Inc. (CLF) |
| Form Type | 8-K |
| Filed Date | Feb 6, 2025 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 5 min |
| Key Dollar Amounts | $0.125, $850,000,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, financial-obligation
Related Tickers: CLF
TL;DR
CLF just signed a big deal and took on debt. Watch this space.
AI Summary
On February 6, 2025, Cleveland-Cliffs Inc. entered into a material definitive agreement and created a direct financial obligation. The company, previously known as Cliffs Natural Resources Inc. and Cleveland Cliffs Inc., is incorporated in Ohio and headquartered in Cleveland.
Why It Matters
This filing indicates Cleveland-Cliffs Inc. has entered into a significant new contract or financial arrangement, which could impact its future financial performance and operational strategy.
Risk Assessment
Risk Level: medium — Entering into material definitive agreements and incurring financial obligations can introduce new risks related to the terms of the agreement and the company's ability to meet its financial commitments.
Key Numbers
- 1-8944 — SEC File Number (Identifies the company's filing history with the SEC.)
- 34-1464672 — IRS Employer Identification No. (Company's tax identification number.)
Key Players & Entities
- CLEVELAND-CLIFFS INC. (company) — Registrant
- Cliffs Natural Resources Inc. (company) — Former Company Name
- Cleveland Cliffs Inc (company) — Former Company Name
- Ohio (jurisdiction) — State of Incorporation
- February 6, 2025 (date) — Date of Report
FAQ
What is the nature of the material definitive agreement entered into by Cleveland-Cliffs Inc. on February 6, 2025?
The filing indicates the entry into a material definitive agreement, but the specific details of the agreement are not provided in this excerpt.
What type of direct financial obligation did Cleveland-Cliffs Inc. create?
The filing states the creation of a direct financial obligation, but the specific terms and amount are not detailed in this excerpt.
When was Cleveland-Cliffs Inc. previously known as Cliffs Natural Resources Inc. and Cleveland Cliffs Inc.?
The company changed its name from Cliffs Natural Resources Inc. on October 15, 2008, and from Cleveland Cliffs Inc. on July 3, 1992.
Where is Cleveland-Cliffs Inc. headquartered?
Cleveland-Cliffs Inc. is headquartered at 200 Public Square, Suite 3300, Cleveland, Ohio 44114-2315.
What is the SIC code for Cleveland-Cliffs Inc.?
The Standard Industrial Classification (SIC) code for Cleveland-Cliffs Inc. is METAL MINING [1000].
Filing Stats: 1,232 words · 5 min read · ~4 pages · Grade level 13.8 · Accepted 2025-02-06 16:48:07
Key Financial Figures
- $0.125 — h registered: Common Shares, par value $0.125 per share CLF New York Stock Exchange
- $850,000,000 — land-Cliffs Inc. (the "Company") issued $850,000,000 aggregate principal amount of 7.500% Se
Filing Documents
- clf-20250206.htm (8-K) — 34KB
- 0000764065-25-000035.txt ( ) — 160KB
- clf-20250206.xsd (EX-101.SCH) — 2KB
- clf-20250206_lab.xml (EX-101.LAB) — 22KB
- clf-20250206_pre.xml (EX-101.PRE) — 13KB
- clf-20250206_htm.xml (XML) — 3KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. On February 6, 2025, Cleveland-Cliffs Inc. (the "Company") issued $850,000,000 aggregate principal amount of 7.500% Senior Guaranteed Notes due 2031 (the "Notes") in a private transaction exempt from the registration requirements of the Securities Act of 1933 (the "Securities Act"). The Notes have not been, and will not be, registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. The Notes were issued pursuant to an indenture, dated as of February 6, 2025 (the "Indenture"), among the Company, the guarantors party thereto (the "Guarantors") and U.S. Bank Trust Company, National Association, as trustee (the "Trustee"). The Notes bear interest at an annual rate of 7.500%. Interest on the Notes is payable semi-annually in arrears on March 15 and September 15 of each year, commencing on September 15, 2025. The Notes will mature on September 15, 2031. The Notes are the Company's general unsecured senior obligations and rank equally in right of payment with all of the Company's existing and future unsecured senior indebtedness and will rank senior in right of payment to all of the Company's existing and future subordinated indebtedness. The Notes are effectively subordinated to the Company's existing and future secured indebtedness to the extent of the value of the assets securing such indebtedness. The Notes are guaranteed on an unsecured senior basis by the Company's material direct and indirect whollyowned domestic subsidiaries and, therefore, are structurally senior to any of the Company's existing and future indebtedness that is not guaranteed by such Guarantors and are structurally subordinated to all existing and future indebtedness and other liabilities of the Company's subsidiaries that do not guarantee the Notes. The terms of the Notes are governed by the Indenture. The
SIGNATURES
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: February 6, 2025 By: /s/ James D. Graham Name: James D. Graham Title: Executive Vice President, Chief Legal and Administrative Officer & Secretary 4