Cleveland-Cliffs Inc. Files 2023 Annual Report on Form 10-K

Ticker: CLF · Form: 10-K · Filed: Feb 8, 2024 · CIK: 764065

Complexity: moderate

Sentiment: neutral

Topics: 10-K, Cleveland-Cliffs, Annual Report, Financials, Metal Mining

TL;DR

<b>Cleveland-Cliffs Inc. has filed its 2023 annual report (10-K) detailing its financial performance and operations for the year ended December 31, 2023.</b>

AI Summary

CLEVELAND-CLIFFS INC. (CLF) filed a Annual Report (10-K) with the SEC on February 8, 2024. Cleveland-Cliffs Inc. filed its annual report on Form 10-K for the fiscal year ended December 31, 2023. The filing covers the period from January 1, 2023, to December 31, 2023. The company's principal executive offices are located at 200 Public Square, Suite 3300, Cleveland, OH 44114-2315. Cleveland-Cliffs Inc. was formerly known as Cliffs Natural Resources Inc. and Cleveland Cliffs Inc. The filing includes financial data for the fiscal years 2023, 2022, and 2021.

Why It Matters

For investors and stakeholders tracking CLEVELAND-CLIFFS INC., this filing contains several important signals. This 10-K filing provides a comprehensive overview of Cleveland-Cliffs' financial health, operational performance, and strategic positioning for the fiscal year 2023, which is crucial for investors to assess the company's current standing and future prospects. The detailed financial statements and risk factors within the report offer insights into the company's revenue streams, profitability, debt levels, and potential challenges, enabling stakeholders to make informed investment decisions.

Risk Assessment

Risk Level: medium — CLEVELAND-CLIFFS INC. shows moderate risk based on this filing. The company operates in the metal mining industry, which is subject to significant market volatility, commodity price fluctuations, and regulatory changes, as indicated by the detailed financial data and risk factors typically present in a 10-K filing.

Analyst Insight

Investors should review the detailed financial statements and risk factors in the 10-K to understand Cleveland-Cliffs' performance and potential challenges in the upcoming fiscal year.

Key Numbers

Key Players & Entities

Forward-Looking Statements

FAQ

When did CLEVELAND-CLIFFS INC. file this 10-K?

CLEVELAND-CLIFFS INC. filed this Annual Report (10-K) with the SEC on February 8, 2024.

What is a 10-K filing?

A 10-K is a comprehensive annual financial report required by the SEC, covering audited financials, business operations, risk factors, and management discussion. This particular 10-K was filed by CLEVELAND-CLIFFS INC. (CLF).

Where can I read the original 10-K filing from CLEVELAND-CLIFFS INC.?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by CLEVELAND-CLIFFS INC..

What are the key takeaways from CLEVELAND-CLIFFS INC.'s 10-K?

CLEVELAND-CLIFFS INC. filed this 10-K on February 8, 2024. Key takeaways: Cleveland-Cliffs Inc. filed its annual report on Form 10-K for the fiscal year ended December 31, 2023.. The filing covers the period from January 1, 2023, to December 31, 2023.. The company's principal executive offices are located at 200 Public Square, Suite 3300, Cleveland, OH 44114-2315..

Is CLEVELAND-CLIFFS INC. a risky investment based on this filing?

Based on this 10-K, CLEVELAND-CLIFFS INC. presents a moderate-risk profile. The company operates in the metal mining industry, which is subject to significant market volatility, commodity price fluctuations, and regulatory changes, as indicated by the detailed financial data and risk factors typically present in a 10-K filing.

What should investors do after reading CLEVELAND-CLIFFS INC.'s 10-K?

Investors should review the detailed financial statements and risk factors in the 10-K to understand Cleveland-Cliffs' performance and potential challenges in the upcoming fiscal year. The overall sentiment from this filing is neutral.

Key Dates

Filing Stats: 4,524 words · 18 min read · ~15 pages · Grade level 13.6 · Accepted 2024-02-08 16:09:27

Key Financial Figures

Filing Documents

BUSINESS 4

ITEM 1. BUSINESS 4 Information About Our Executive Officers 16

RISK FACTORS 17

ITEM 1A. RISK FACTORS 17

UNRESOLVED STAFF COMMENTS 27

ITEM 1B. UNRESOLVED STAFF COMMENTS 27

CYBERSECURITY 28

ITEM 1C. CYBERSECURITY 28

PROPERTIES 29

ITEM 2. PROPERTIES 29

LEGAL PROCEEDINGS 39

ITEM 3. LEGAL PROCEEDINGS 39

MINE SAFETY DISCLOSURES 40

ITEM 4. MINE SAFETY DISCLOSURES 40 PART II

MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 41

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 41

[Reserved] 42

ITEM 6. [Reserved] 42

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 42

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 42

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 58

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 58

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 59

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 59

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE 100

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE 100

CONTROLS AND PROCEDURES 100

ITEM 9A. CONTROLS AND PROCEDURES 100

OTHER INFORMATION 102

ITEM 9B. OTHER INFORMATION 102

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS 102 PART III

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE 103

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE 103

EXECUTIVE COMPENSATION 103

ITEM 11. EXECUTIVE COMPENSATION 103

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS 103

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS 103

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE 103

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE 103

PRINCIPAL ACCOUNTANT FEES AND SERVICES 103

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES 103 PART IV

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES 104

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES 104

FORM 10-K SUMMARY 109

ITEM 16. FORM 10-K SUMMARY 109 SIGNATURES 110 Table of Contents DEFINITIONS The following abbreviations or acronyms are used in the text. References in this report to the "Company," "we," "us," "our," "Cleveland-Cliffs" and "Cliffs" are to Cleveland-Cliffs Inc. and subsidiaries, collectively. References to "$" is to United States currency. Abbreviation or acronym Term 4.625% 2029 Senior Notes 4.625% Senior Guaranteed Notes due 2029 issued by Cleveland-Cliffs Inc. on February 17, 2021 in an aggregate principal amount of $500 million 4.875% 2031 Senior Notes 4.875% Senior Guaranteed Notes due 2031 issued by Cleveland-Cliffs Inc. on February 17, 2021 in an aggregate principal amount of $500 million 2012 Amended Equity Plan Cliffs Natural Resources Inc. 2012 Incentive Equity Plan, as amended or amended and restated from time to time 2021 Equity Plan Cleveland-Cliffs Inc. 2021 Equity and Incentive Compensation Plan A&R 2015 Equity Plan Cliffs Natural Resources Inc. Amended and Restated 2015 Equity and Incentive Compensation Plan ABL Facility Asset-Based Revolving Credit Agreement, dated as of March 13, 2020, among Cleveland-Cliffs Inc., the lenders party thereto from time to time and Bank of America, N.A., as administrative agent, as amended as of March 27, 2020, December 9, 2020, December 17, 2021, and June 9, 2023, and as may be further amended from time to time Adjusted EBITDA EBITDA, excluding certain items such as EBITDA of noncontrolling interests, extinguishment of debt, acquisition-related expenses and adjustments, goodwill impairment, asset impairment and other, net AG Autogenous grinding AHSS Advanced high-strength steel AK Steel AK Steel Holding Corporation (n/k/a Cleveland-Cliffs Steel Holding Corporation) and its consolidated subsidiaries, including AK Steel Corporation (n/k/a Cleveland-Cliffs Steel Corporation), its direct, wholly owned subsidiary, collectively, unless stated otherwise or the context indicates otherwise AM USA Transacti

BUSINESS

ITEM 1. BUSINESS INTRODUCTION We are the largest flat-rolled steel producer in North America. Founded in 1847 as a mine operator, we are also the largest manufacturer of iron ore pellets in North America. We are vertically integrated from mined raw materials, direct reduced iron, and ferrous scrap to primary steelmaking and downstream finishing, stamping, tooling and tubing. We are the largest supplier of steel to the automotive industry in North America and serve a diverse range of other markets due to our comprehensive offering of flat-rolled steel products. Headquartered in Cleveland, Ohio, we employ approximately 28,000 people across our operations in the United States and Canada. COMPETITIVE STRENGTHS As the leading flat-rolled steel producer in North America, we benefit from having the size and scale necessary in a competitive, capital intensive business. Our sizeable operating footprint provides us with the operational leverage and flexibility to achieve competitive margins throughout the business cycle. We also have a unique vertically integrated profile from mined raw materials, direct reduced iron, and ferrous scrap to primary steelmaking and downstream finishing, stamping, tooling and tubing. This positioning gives us more predictable costs throughout our supply chain and more control over both our manufacturing inputs and our end-product destination. Our primary competitive strength lies within our automotive steel business. We are a leading supplier of automotive-grade steel in the U.S. Compared to other steel end markets, automotive steel is generally higher quality, more operationally and technologically intensive to produce, and requires significantly more devotion to customer service than other steel end markets. This dedication to service and the infrastructure in place to meet our automotive customers' demanding needs took decades to develop. We have continued to invest capital and resources to meet the requirements needed to serve the auto

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