Ohio
|
|
34-1464672
|
(State or Other Jurisdiction of
Incorporation or Organization)
|
|
(I.R.S. Employer
Identification No.)
|
|
|
|
200 Public Square, Cleveland, Ohio
|
|
44114-2315
|
(Address of Principal Executive Offices)
|
|
(Zip Code)
|
Abbreviation or acronym
|
|
Term
|
ABL Facility
|
|
Syndicated Facility Agreement by and among Bank of America, N.A., as Administrative Agent and Australian Security Trustee, the Lenders that are parties hereto, Cliffs Natural Resources Inc., as Parent and a Borrower, and the Subsidiaries of Parent party hereto, as Borrowers dated as of March 30, 2015
|
ArcelorMittal
|
|
ArcelorMittal (as the parent company of ArcelorMittal Mines Canada, ArcelorMittal USA and ArcelorMittal Dofasco, as well as, many other subsidiaries)
|
ASC
|
|
Accounting Standards Codification
|
ASU
|
|
Accounting Standards Updates
|
Bloom Lake
|
|
The Bloom Lake Iron Ore Mine Limited Partnership
|
Bloom Lake Group
|
|
Bloom Lake General Partner Limited and certain of its affiliates, including Cliffs Quebec Iron Mining ULC
|
Canadian Entities
|
|
Bloom Lake Group, Wabush Group and certain other wholly-owned Canadian subsidiaries
|
CCAA
|
|
Companies' Creditors Arrangement Act (Canada)
|
Chromite Project
|
|
Cliffs Chromite Ontario Inc.
|
Dodd-Frank Act
|
|
Dodd-Frank Wall Street Reform and Consumer Protection Act
|
DR-grade pellets
|
|
Direct Reduction pellets
|
EAF
|
|
Electric Arc Furnace
|
EBITDA
|
|
Earnings before interest, taxes, depreciation and amortization
|
Empire
|
|
Empire Iron Mining Partnership
|
Essar
|
|
Essar Steel Algoma Inc.
|
Exchange Act
|
|
Securities Exchange Act of 1934, as amended
|
FASB
|
|
Financial Accounting Standards Board
|
Fe
|
|
Iron
|
GAAP
|
|
Accounting principles generally accepted in the United States
|
Hibbing
|
|
Hibbing Taconite Company
|
Koolyanobbing
|
|
Collective term for the operating deposits at Koolyanobbing, Mount Jackson and Windarling
|
LTVSMC
|
|
LTV Steel Mining Company
|
MMBtu
|
|
Million British Thermal Units
|
Monitor
|
|
FTI Consulting Canada Inc.
|
Moody's
|
|
Moody's Investors Service, Inc., a subsidiary of Moody's Corporation, and its successors
|
Northshore
|
|
Northshore Mining Company
|
N/M
|
|
Not meaningful
|
Oak Grove
|
|
Oak Grove Resources, LLC
|
OPEB
|
|
Other postretirement employment benefits
|
Pinnacle
|
|
Pinnacle Mining Company, LLC
|
Platts IODEX
|
|
Refers to the Platts daily iron ore assessment rate for “IODEX 62% Fe cost and freight North China” or seaborne traded iron ore fines as published in the McGraw-Hill Companies ‘Platts Steel Markets Daily’ report
|
Preferred Share
|
|
7.00 percent Series A Mandatory Convertible Preferred Stock, Class A, without par value
|
S&P
|
|
Standard & Poor's Rating Services, a division of Standard & Poor's Financial Services LLC, a subsidiary of The McGraw-Hill Companies, Inc., and its successors
|
SEC
|
|
U.S. Securities and Exchange Commission
|
SG&A
|
|
Selling, general and administrative
|
Securities Act
|
|
Securities Act of 1933, as amended
|
Substitute Rating Agency
|
|
A "nationally recognized statistical rating organization" within the meaning of Section 3(a)(62) of the Exchange Act, selected by us (as certified by a certificate of officers confirming the decision of our Board of Directors) as a replacement agency of Moody's or S&P, or both of them, as the case may be
|
Tilden
|
|
Tilden Mining Company
|
TDR
|
|
Troubled debt restructuring
|
United Taconite
|
|
United Taconite LLC
|
U.S.
|
|
United States of America
|
Wabush
|
|
Wabush Mines Joint Venture
|
Wabush Group
|
|
Wabush Iron Co. Limited and Wabush Resources Inc., and certain of its affiliates, including Wabush Mines (an unincorporated joint venture of Wabush Iron Co. Limited and Wabush Resources Inc.), Arnaud Railway Company and Wabush Lake Railway Company
|
2015 Equity Plan
|
|
Cliffs Natural Resources Inc. 2015 Equity and Incentive Compensation Plan
|
Item 1.
|
Financial Statements
|
|
(In Millions)
|
||||||
|
June 30,
2016 |
|
December 31,
2015 |
||||
ASSETS
|
|
|
|
||||
CURRENT ASSETS
|
|
|
|
||||
Cash and cash equivalents
|
$
|
108.2
|
|
|
$
|
285.2
|
|
Accounts receivable, net
|
61.5
|
|
|
40.2
|
|
||
Inventories
|
391.2
|
|
|
329.6
|
|
||
Supplies and other inventories
|
102.0
|
|
|
110.4
|
|
||
Short-term assets of discontinued operations
|
—
|
|
|
14.9
|
|
||
Loans to and accounts receivable from the Canadian Entities
|
70.2
|
|
|
72.9
|
|
||
Insurance coverage receivable
|
0.8
|
|
|
93.5
|
|
||
Other current assets
|
45.3
|
|
|
36.0
|
|
||
TOTAL CURRENT ASSETS
|
779.2
|
|
|
982.7
|
|
||
PROPERTY, PLANT AND EQUIPMENT, NET
|
993.1
|
|
|
1,059.0
|
|
||
OTHER ASSETS
|
|
|
|
||||
Other non-current assets
|
78.7
|
|
|
93.8
|
|
||
TOTAL OTHER ASSETS
|
78.7
|
|
|
93.8
|
|
||
TOTAL ASSETS
|
$
|
1,851.0
|
|
|
$
|
2,135.5
|
|
|
(In Millions, Except Per Share Amounts)
|
||||||||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
REVENUES FROM PRODUCT SALES AND SERVICES
|
|
|
|
|
|
|
|
||||||||
Product
|
$
|
452.8
|
|
|
$
|
454.3
|
|
|
$
|
728.4
|
|
|
$
|
857.4
|
|
Freight and venture partners' cost reimbursements
|
43.4
|
|
|
43.8
|
|
|
73.3
|
|
|
86.7
|
|
||||
|
496.2
|
|
|
498.1
|
|
|
801.7
|
|
|
944.1
|
|
||||
COST OF GOODS SOLD AND OPERATING EXPENSES
|
(404.7
|
)
|
|
(440.8
|
)
|
|
(679.3
|
)
|
|
(806.0
|
)
|
||||
SALES MARGIN
|
91.5
|
|
|
57.3
|
|
|
122.4
|
|
|
138.1
|
|
||||
OTHER OPERATING INCOME (EXPENSE)
|
|
|
|
|
|
|
|
||||||||
Selling, general and administrative expenses
|
(22.5
|
)
|
|
(30.8
|
)
|
|
(50.7
|
)
|
|
(59.8
|
)
|
||||
Miscellaneous - net
|
5.7
|
|
|
(0.8
|
)
|
|
2.7
|
|
|
19.3
|
|
||||
|
(16.8
|
)
|
|
(31.6
|
)
|
|
(48.0
|
)
|
|
(40.5
|
)
|
||||
OPERATING INCOME
|
74.7
|
|
|
25.7
|
|
|
74.4
|
|
|
97.6
|
|
||||
OTHER INCOME (EXPENSE)
|
|
|
|
|
|
|
|
||||||||
Interest expense, net
|
(50.7
|
)
|
|
(63.6
|
)
|
|
(107.5
|
)
|
|
(106.5
|
)
|
||||
Gain on extinguishment/restructuring of debt
|
3.6
|
|
|
—
|
|
|
182.4
|
|
|
313.7
|
|
||||
Other non-operating income (expense)
|
0.2
|
|
|
(2.1
|
)
|
|
0.3
|
|
|
(2.9
|
)
|
||||
|
(46.9
|
)
|
|
(65.7
|
)
|
|
75.2
|
|
|
204.3
|
|
||||
INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES
|
27.8
|
|
|
(40.0
|
)
|
|
149.6
|
|
|
301.9
|
|
||||
INCOME TAX BENEFIT (EXPENSE)
|
2.1
|
|
|
1.8
|
|
|
(5.4
|
)
|
|
(173.3
|
)
|
||||
INCOME (LOSS) FROM CONTINUING OPERATIONS
|
29.9
|
|
|
(38.2
|
)
|
|
144.2
|
|
|
128.6
|
|
||||
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAX
|
(0.4
|
)
|
|
103.4
|
|
|
2.1
|
|
|
(825.1
|
)
|
||||
NET INCOME (LOSS)
|
29.5
|
|
|
65.2
|
|
|
146.3
|
|
|
(696.5
|
)
|
||||
INCOME ATTRIBUTABLE TO NONCONTROLLING INTEREST
|
(16.7
|
)
|
|
(5.0
|
)
|
|
(25.5
|
)
|
|
(3.1
|
)
|
||||
(Three and Six Months Ended June 30, 2016 - No loss related to Discontinued Operations, Three Months Ended June 30, 2015 - No loss related to Discontinued Operations, Six Months Ended June 30, 2015 - Loss of $7.7 million related to Discontinued Operations)
|
|
|
|
||||||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO CLIFFS SHAREHOLDERS
|
$
|
12.8
|
|
|
$
|
60.2
|
|
|
$
|
120.8
|
|
|
$
|
(699.6
|
)
|
PREFERRED STOCK DIVIDENDS
|
—
|
|
|
—
|
|
|
—
|
|
|
(12.8
|
)
|
||||
NET INCOME (LOSS) ATTRIBUTABLE TO CLIFFS COMMON SHAREHOLDERS
|
$
|
12.8
|
|
|
$
|
60.2
|
|
|
$
|
120.8
|
|
|
$
|
(712.4
|
)
|
EARNINGS (LOSS) PER COMMON SHARE ATTRIBUTABLE TO CLIFFS SHAREHOLDERS - BASIC
|
|
|
|
|
|
|
|
||||||||
Continuing operations
|
$
|
0.07
|
|
|
$
|
(0.28
|
)
|
|
$
|
0.67
|
|
|
$
|
0.74
|
|
Discontinued operations
|
—
|
|
|
0.67
|
|
|
0.01
|
|
|
(5.39
|
)
|
||||
|
$
|
0.07
|
|
|
$
|
0.39
|
|
|
$
|
0.68
|
|
|
$
|
(4.65
|
)
|
EARNINGS (LOSS) PER COMMON SHARE ATTRIBUTABLE TO CLIFFS SHAREHOLDERS - DILUTED
|
|
|
|
|
|
|
|
||||||||
Continuing operations
|
$
|
0.07
|
|
|
$
|
(0.28
|
)
|
|
$
|
0.67
|
|
|
$
|
0.70
|
|
Discontinued operations
|
—
|
|
|
0.67
|
|
|
0.01
|
|
|
(4.62
|
)
|
||||
|
$
|
0.07
|
|
|
$
|
0.39
|
|
|
$
|
0.68
|
|
|
$
|
(3.92
|
)
|
AVERAGE NUMBER OF SHARES (IN THOUSANDS)
|
|
|
|
|
|
|
|
||||||||
Basic
|
182,330
|
|
|
153,232
|
|
|
177,003
|
|
|
153,203
|
|
||||
Diluted
|
184,557
|
|
|
153,232
|
|
|
178,305
|
|
|
178,685
|
|
||||
CASH DIVIDENDS DECLARED PER DEPOSITARY SHARE
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.44
|
|
|
(In Millions)
|
||||||||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO CLIFFS SHAREHOLDERS
|
$
|
12.8
|
|
|
$
|
60.2
|
|
|
$
|
120.8
|
|
|
$
|
(699.6
|
)
|
OTHER COMPREHENSIVE INCOME (LOSS)
|
|
|
|
|
|
|
|
||||||||
Changes in pension and other post-retirement benefits, net of tax
|
6.5
|
|
|
0.6
|
|
|
11.9
|
|
|
29.4
|
|
||||
Unrealized net gain on marketable securities, net of tax
|
—
|
|
|
0.7
|
|
|
—
|
|
|
1.5
|
|
||||
Unrealized net gain (loss) on foreign currency translation
|
(2.7
|
)
|
|
0.5
|
|
|
1.7
|
|
|
168.5
|
|
||||
Unrealized net gain (loss) on derivative financial instruments, net of tax
|
0.2
|
|
|
8.3
|
|
|
(3.3
|
)
|
|
7.5
|
|
||||
OTHER COMPREHENSIVE INCOME
|
4.0
|
|
|
10.1
|
|
|
10.3
|
|
|
206.9
|
|
||||
OTHER COMPREHENSIVE LOSS (INCOME) ATTRIBUTABLE TO THE NONCONTROLLING INTEREST
|
(0.7
|
)
|
|
(0.8
|
)
|
|
(1.3
|
)
|
|
10.0
|
|
||||
TOTAL COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO CLIFFS SHAREHOLDERS
|
$
|
16.1
|
|
|
$
|
69.5
|
|
|
$
|
129.8
|
|
|
$
|
(482.7
|
)
|
|
(In Millions)
|
||||||
|
Six Months Ended
June 30, |
||||||
|
2016
|
|
2015
|
||||
OPERATING ACTIVITIES
|
|
|
|
||||
Net income (loss)
|
$
|
146.3
|
|
|
$
|
(696.5
|
)
|
Adjustments to reconcile net income (loss) to net cash used by operating activities:
|
|
|
|
||||
Depreciation, depletion and amortization
|
62.1
|
|
|
63.5
|
|
||
Impairment of other long-lived assets
|
—
|
|
|
76.6
|
|
||
Deferred income taxes
|
—
|
|
|
162.6
|
|
||
Gain on extinguishment/restructuring of debt
|
(182.4
|
)
|
|
(313.7
|
)
|
||
(Gain) loss on deconsolidation, net of cash deconsolidated
|
(4.1
|
)
|
|
641.4
|
|
||
Other
|
5.2
|
|
|
54.3
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Receivables and other assets
|
103.6
|
|
|
136.6
|
|
||
Inventories
|
(52.2
|
)
|
|
(217.4
|
)
|
||
Payables, accrued expenses and other liabilities
|
(97.8
|
)
|
|
(155.6
|
)
|
||
Net cash used by operating activities
|
(19.3
|
)
|
|
(248.2
|
)
|
||
INVESTING ACTIVITIES
|
|
|
|
||||
Purchase of property, plant and equipment
|
(20.2
|
)
|
|
(34.4
|
)
|
||
Other investing activities
|
5.9
|
|
|
0.4
|
|
||
Net cash used by investing activities
|
(14.3
|
)
|
|
(34.0
|
)
|
||
FINANCING ACTIVITIES
|
|
|
|
||||
Repayment of equipment loans
|
(95.6
|
)
|
|
(1.9
|
)
|
||
Distributions of partnership equity
|
(28.1
|
)
|
|
(17.1
|
)
|
||
Debt issuance costs
|
(5.2
|
)
|
|
(33.6
|
)
|
||
Proceeds from first lien notes offering
|
—
|
|
|
503.5
|
|
||
Repurchase of debt
|
—
|
|
|
(133.3
|
)
|
||
Borrowings under credit facilities
|
105.0
|
|
|
309.8
|
|
||
Repayment under credit facilities
|
(105.0
|
)
|
|
(309.8
|
)
|
||
Preferred stock dividends
|
—
|
|
|
(25.6
|
)
|
||
Other financing activities
|
(13.6
|
)
|
|
(23.6
|
)
|
||
Net cash provided (used) by financing activities
|
(142.5
|
)
|
|
268.4
|
|
||
EFFECT OF EXCHANGE RATE CHANGES ON CASH
|
(0.9
|
)
|
|
(0.9
|
)
|
||
DECREASE IN CASH AND CASH EQUIVALENTS
|
(177.0
|
)
|
|
(14.7
|
)
|
||
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD
|
285.2
|
|
|
290.9
|
|
||
CASH AND CASH EQUIVALENTS AT END OF PERIOD
|
$
|
108.2
|
|
|
$
|
276.2
|
|
Name
|
|
Location
|
|
Ownership Interest
|
|
Operation
|
|
Status of Operations
|
Northshore
|
|
Minnesota
|
|
100.0%
|
|
Iron Ore
|
|
Active
|
United Taconite
|
|
Minnesota
|
|
100.0%
|
|
Iron Ore
|
|
Active
|
Tilden
|
|
Michigan
|
|
85.0%
|
|
Iron Ore
|
|
Active
|
Empire
|
|
Michigan
|
|
79.0%
|
|
Iron Ore
|
|
Active
|
Koolyanobbing
|
|
Western Australia
|
|
100.0%
|
|
Iron Ore
|
|
Active
|
|
(In Millions)
|
||||||||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Net Income (Loss)
|
$
|
29.5
|
|
|
$
|
65.2
|
|
|
$
|
146.3
|
|
|
$
|
(696.5
|
)
|
Less:
|
|
|
|
|
|
|
|
||||||||
Interest expense, net
|
(50.7
|
)
|
|
(64.3
|
)
|
|
(107.5
|
)
|
|
(108.5
|
)
|
||||
Income tax benefit (expense)
|
2.1
|
|
|
2.9
|
|
|
(5.4
|
)
|
|
(172.1
|
)
|
||||
Depreciation, depletion and amortization
|
(26.9
|
)
|
|
(30.5
|
)
|
|
(62.1
|
)
|
|
(63.5
|
)
|
||||
EBITDA
|
$
|
105.0
|
|
|
$
|
157.1
|
|
|
$
|
321.3
|
|
|
$
|
(352.4
|
)
|
Less:
|
|
|
|
|
|
|
|
||||||||
Impact of discontinued operations
|
(0.4
|
)
|
|
103.0
|
|
|
2.1
|
|
|
(821.1
|
)
|
||||
Gain on extinguishment/restructuring of debt
|
3.6
|
|
|
—
|
|
|
182.4
|
|
|
313.7
|
|
||||
Severance and contractor termination costs
|
—
|
|
|
(10.0
|
)
|
|
(0.1
|
)
|
|
(11.6
|
)
|
||||
Foreign exchange remeasurement
|
0.2
|
|
|
(0.8
|
)
|
|
(0.9
|
)
|
|
12.7
|
|
||||
Adjusted EBITDA
|
$
|
101.6
|
|
|
$
|
64.9
|
|
|
$
|
137.8
|
|
|
$
|
153.9
|
|
|
|
|
|
|
|
|
|
||||||||
EBITDA:
|
|
|
|
|
|
|
|
||||||||
U.S. Iron Ore
|
$
|
94.1
|
|
|
$
|
68.8
|
|
|
$
|
135.5
|
|
|
$
|
170.4
|
|
Asia Pacific Iron Ore
|
26.1
|
|
|
9.6
|
|
|
48.4
|
|
|
27.6
|
|
||||
Other
|
(15.2
|
)
|
|
78.7
|
|
|
137.4
|
|
|
(550.4
|
)
|
||||
Total EBITDA
|
$
|
105.0
|
|
|
$
|
157.1
|
|
|
$
|
321.3
|
|
|
$
|
(352.4
|
)
|
|
|
|
|
|
|
|
|
||||||||
Adjusted EBITDA:
|
|
|
|
|
|
|
|
||||||||
U.S. Iron Ore
|
$
|
97.2
|
|
|
$
|
77.2
|
|
|
$
|
143.3
|
|
|
$
|
182.3
|
|
Asia Pacific Iron Ore
|
26.5
|
|
|
17.4
|
|
|
49.5
|
|
|
23.1
|
|
||||
Other
|
(22.1
|
)
|
|
(29.7
|
)
|
|
(55.0
|
)
|
|
(51.5
|
)
|
||||
Total Adjusted EBITDA
|
$
|
101.6
|
|
|
$
|
64.9
|
|
|
$
|
137.8
|
|
|
$
|
153.9
|
|
|
(In Millions)
|
||||||||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Depreciation, depletion and amortization:
|
|
|
|
|
|
|
|
||||||||
U.S. Iron Ore
|
$
|
19.4
|
|
|
$
|
22.0
|
|
|
$
|
46.3
|
|
|
$
|
43.7
|
|
Asia Pacific Iron Ore
|
6.1
|
|
|
6.7
|
|
|
12.9
|
|
|
13.0
|
|
||||
Other
|
1.4
|
|
|
1.8
|
|
|
2.9
|
|
|
3.6
|
|
||||
Total depreciation, depletion and amortization
|
$
|
26.9
|
|
|
$
|
30.5
|
|
|
$
|
62.1
|
|
|
$
|
60.3
|
|
|
|
|
|
|
|
|
|
||||||||
Capital additions
1
:
|
|
|
|
|
|
|
|
||||||||
U.S. Iron Ore
|
$
|
9.2
|
|
|
$
|
11.3
|
|
|
$
|
13.7
|
|
|
$
|
20.8
|
|
Asia Pacific Iron Ore
|
—
|
|
|
1.1
|
|
|
—
|
|
|
4.5
|
|
||||
Other
|
2.1
|
|
|
3.2
|
|
|
4.4
|
|
|
3.6
|
|
||||
Total capital additions
|
$
|
11.3
|
|
|
$
|
15.6
|
|
|
$
|
18.1
|
|
|
$
|
28.9
|
|
|
(In Millions)
|
||||||
|
June 30,
2016 |
|
December 31,
2015 |
||||
Assets:
|
|
|
|
||||
U.S. Iron Ore
|
$
|
1,510.3
|
|
|
$
|
1,476.4
|
|
Asia Pacific Iron Ore
|
166.4
|
|
|
202.5
|
|
||
Total segment assets
|
1,676.7
|
|
|
1,678.9
|
|
||
Corporate
|
174.3
|
|
|
441.7
|
|
||
Assets of Discontinued Operations
|
—
|
|
|
14.9
|
|
||
Total assets
|
$
|
1,851.0
|
|
|
$
|
2,135.5
|
|
|
(In Millions)
|
||||||||||||||||||||||
|
June 30, 2016
|
|
December 31, 2015
|
||||||||||||||||||||
Segment
|
Finished Goods
|
|
Work-in Process
|
|
Total Inventory
|
|
Finished Goods
|
|
Work-in
Process
|
|
Total
Inventory
|
||||||||||||
U.S. Iron Ore
|
$
|
309.9
|
|
|
$
|
26.7
|
|
|
$
|
336.6
|
|
|
$
|
252.3
|
|
|
$
|
11.7
|
|
|
$
|
264.0
|
|
Asia Pacific Iron Ore
|
13.6
|
|
|
41.0
|
|
|
54.6
|
|
|
20.8
|
|
|
44.8
|
|
|
65.6
|
|
||||||
Total
|
$
|
323.5
|
|
|
$
|
67.7
|
|
|
$
|
391.2
|
|
|
$
|
273.1
|
|
|
$
|
56.5
|
|
|
$
|
329.6
|
|
|
(In Millions)
|
||||||
|
June 30,
2016 |
|
December 31,
2015 |
||||
Land rights and mineral rights
|
$
|
500.5
|
|
|
$
|
500.5
|
|
Office and information technology
|
64.2
|
|
|
71.0
|
|
||
Buildings
|
60.5
|
|
|
60.4
|
|
||
Mining equipment
|
596.8
|
|
|
594.0
|
|
||
Processing equipment
|
519.3
|
|
|
516.8
|
|
||
Electric power facilities
|
49.4
|
|
|
46.4
|
|
||
Land improvements
|
24.8
|
|
|
24.8
|
|
||
Asset retirement obligation
|
67.1
|
|
|
87.9
|
|
||
Other
|
28.0
|
|
|
28.2
|
|
||
Construction in-progress
|
43.3
|
|
|
40.3
|
|
||
|
1,953.9
|
|
|
1,970.3
|
|
||
Allowance for depreciation and depletion
|
(960.8
|
)
|
|
(911.3
|
)
|
||
|
$
|
993.1
|
|
|
$
|
1,059.0
|
|
($ in Millions)
|
|
||||||||||||||||||
June 30, 2016
|
|
||||||||||||||||||
Debt Instrument
|
|
Annual Effective Interest Rate
|
|
Total Principal Amount
|
|
Debt Issuance Costs
|
|
Undiscounted Interest/(Unamortized Discounts)
|
|
Total Debt
|
|
||||||||
$700 Million 4.875% 2021 Senior Notes
|
|
4.89%
|
|
$
|
336.2
|
|
|
$
|
(1.3
|
)
|
|
$
|
(0.2
|
)
|
|
$
|
334.7
|
|
(1)
|
$1.3 Billion Senior Notes:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
$500 Million 4.80% 2020 Senior Notes
|
|
4.83%
|
|
249.3
|
|
|
(0.8
|
)
|
|
(0.2
|
)
|
|
248.3
|
|
(2)
|
||||
$800 Million 6.25% 2040 Senior Notes
|
|
6.34%
|
|
298.4
|
|
|
(2.5
|
)
|
|
(3.5
|
)
|
|
292.4
|
|
(3)
|
||||
$400 Million 5.90% 2020 Senior Notes
|
|
5.98%
|
|
225.6
|
|
|
(0.7
|
)
|
|
(0.6
|
)
|
|
224.3
|
|
(4)
|
||||
$500 Million 3.95% 2018 Senior Notes
|
|
6.15%
|
|
283.6
|
|
|
(0.6
|
)
|
|
(0.8
|
)
|
|
282.2
|
|
(5)
|
||||
$540 Million 8.25% 2020 First Lien Notes
|
|
9.97%
|
|
540.0
|
|
|
(9.2
|
)
|
|
(29.0
|
)
|
|
501.8
|
|
|
||||
$218.5 Million 8.00% 2020 1.5 Lien Notes
|
|
N/A
|
|
218.5
|
|
|
—
|
|
|
74.3
|
|
|
292.8
|
|
(6)
|
||||
$544.2 Million 7.75% 2020 Second Lien Notes
|
|
15.55%
|
|
430.1
|
|
|
(6.6
|
)
|
|
(94.9
|
)
|
|
328.6
|
|
(7)
|
||||
$550 Million ABL Facility:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
ABL Facility
|
|
N/A
|
|
550.0
|
|
|
N/A
|
|
|
N/A
|
|
|
—
|
|
(8)
|
||||
Fair Value Adjustment to Interest Rate Hedge
|
|
|
|
|
|
|
|
|
|
2.1
|
|
|
|||||||
Total debt
|
|
|
|
$
|
3,131.7
|
|
|
|
|
|
|
$
|
2,507.2
|
|
|
||||
Less: Current portion
|
|
|
|
|
|
|
|
|
|
17.5
|
|
|
|||||||
Long-term debt
|
|
|
|
|
|
|
|
|
|
$
|
2,489.7
|
|
|
($ in Millions)
|
|
||||||||||||||||||
December 31, 2015
|
|
||||||||||||||||||
Debt Instrument
|
|
Annual Effective Interest Rate
|
|
Total Principal Amount
|
|
Debt Issuance Costs
|
|
Unamortized Discounts
|
|
Total Debt
|
|
||||||||
$700 Million 4.875% 2021 Senior Notes
|
|
4.89%
|
|
$
|
412.5
|
|
|
$
|
(1.7
|
)
|
|
$
|
(0.2
|
)
|
|
$
|
410.6
|
|
|
$1.3 Billion Senior Notes:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
$500 Million 4.80% 2020 Senior Notes
|
|
4.83%
|
|
306.7
|
|
|
(1.1
|
)
|
|
(0.4
|
)
|
|
305.2
|
|
|
||||
$800 Million 6.25% 2040 Senior Notes
|
|
6.34%
|
|
492.8
|
|
|
(4.3
|
)
|
|
(5.8
|
)
|
|
482.7
|
|
|
||||
$400 Million 5.90% 2020 Senior Notes
|
|
5.98%
|
|
290.8
|
|
|
(1.1
|
)
|
|
(0.8
|
)
|
|
288.9
|
|
|
||||
$500 Million 3.95% 2018 Senior Notes
|
|
6.30%
|
|
311.2
|
|
|
(0.9
|
)
|
|
(1.2
|
)
|
|
309.1
|
|
|
||||
$540 Million 8.25% 2020 First Lien Notes
|
|
9.97%
|
|
540.0
|
|
|
(10.5
|
)
|
|
(32.1
|
)
|
|
497.4
|
|
|
||||
$544.2 Million 7.75% 2020 Second Lien Notes
|
|
15.55%
|
|
544.2
|
|
|
(9.5
|
)
|
|
(131.5
|
)
|
|
403.2
|
|
|
||||
$550 Million ABL Facility:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
ABL Facility
|
|
N/A
|
|
550.0
|
|
|
N/A
|
|
|
N/A
|
|
|
—
|
|
(9)
|
||||
Fair Value Adjustment to Interest Rate Hedge
|
|
|
|
|
|
|
|
|
|
2.3
|
|
|
|||||||
Total debt
|
|
|
|
$
|
3,448.2
|
|
|
|
|
|
|
$
|
2,699.4
|
|
|
(1)
|
On March 2, 2016, we exchanged as part of an exchange offer
$76.3 million
of the
4.875 percent
senior notes for
$30.5 million
of the
8.00 percent
1.5 lien notes that are recorded at a carrying value of
$40.9 million
, including undiscounted interest payments as of
June 30, 2016
.
|
(2)
|
On March 2, 2016, we exchanged as part of an exchange offer
$44.7 million
of the
4.80 percent
senior notes for
$17.9 million
of the
8.00 percent
1.5 lien notes that are recorded at a carrying value of
$23.9 million
, including undiscounted interest payments as of
June 30, 2016
. Additionally, during the second quarter of 2016 we entered into a debt for equity exchange; see
NOTE 15 - CAPITAL STOCK
for further discussion of this transaction.
|
(3)
|
On March 2, 2016, we exchanged as part of an exchange offer
$194.4 million
of the
6.25 percent
senior notes for
$75.8 million
of the
8.00 percent
1.5 lien notes that are recorded at a carrying value of
$101.5 million
, including undiscounted interest payments as of
June 30, 2016
.
|
(4)
|
On March 2, 2016, we exchanged as part of an exchange offer
$65.1 million
of the
5.90 percent
senior notes for
$26.0 million
of the
8.00 percent
1.5 lien notes that are recorded at a carrying value of
$34.9 million
, including undiscounted interest payments as of
June 30, 2016
.
|
(5)
|
On March 2, 2016, we exchanged as part of an exchange offer
$17.6 million
of the
3.95 percent
senior notes for
$11.4 million
of the
8.00 percent
1.5 lien notes that are recorded at a carrying value of
$15.3 million
, including undiscounted interest payments as of
June 30, 2016
. Additionally, during the first quarter of 2016 we entered into a debt for equity exchange; see
NOTE 15 - CAPITAL STOCK
for further discussion of this transaction.
|
(6)
|
See the section entitled "
$218.5 million
8.00 percent
2020 Senior Secured 1.5 Lien Notes - 2016 Exchange Offers"
below for further discussion related to this instrument. As of
June 30, 2016
,
$17.5 million
of the undiscounted interest is recorded as current and classified as
Other current liabilities
in the Statements of Unaudited Condensed Consolidated Financial Position.
|
(7)
|
On March 2, 2016, we exchanged as part of an exchange offer
$114.1 million
of the
7.75 percent
senior notes for
$57.0 million
of the
8.00 percent
1.5 lien notes that are recorded at a carrying value of
$76.3 million
, including undiscounted interest payments as of
June 30, 2016
.
|
(8)
|
As of
June 30, 2016
,
no
loans were drawn under the ABL Facility and we had total availability of
$425.6 million
as a result of borrowing base limitations. As of
June 30, 2016
, the principal amount of letter of credit obligations totaled
$112.8 million
, thereby further reducing available borrowing capacity on our ABL Facility to
$312.8 million
.
|
(9)
|
As of
December 31, 2015
,
no
loans were drawn under the ABL Facility and we had total availability of
$366.0 million
as a result of borrowing base limitations. As of
December 31, 2015
, the principal amount of letter of credit obligations totaled
$186.3 million
and commodity hedge obligations totaled
$0.5 million
, thereby further reducing available borrowing capacity on our ABL Facility to
$179.2 million
.
|
|
(In Millions)
|
||
|
Maturities of Debt
|
||
2016 (July 1 - December 31)
|
$
|
—
|
|
2017
|
—
|
|
|
2018
|
283.6
|
|
|
2019
|
—
|
|
|
2020
|
1,663.5
|
|
|
2021
|
336.2
|
|
|
2022 and thereafter
|
298.4
|
|
|
Total maturities of debt
|
$
|
2,581.7
|
|
|
(In Millions)
|
||||||||||||||
|
Derivative Liabilities (Level 3)
|
||||||||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Beginning balance
|
$
|
(6.2
|
)
|
|
$
|
(16.2
|
)
|
|
$
|
(3.4
|
)
|
|
$
|
(9.5
|
)
|
Total gains (losses)
|
|
|
|
|
|
|
|
||||||||
Included in earnings
|
(2.8
|
)
|
|
1.1
|
|
|
(8.4
|
)
|
|
(17.3
|
)
|
||||
Settlements
|
6.4
|
|
|
7.1
|
|
|
9.2
|
|
|
18.8
|
|
||||
Transfers into Level 3
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Transfers out of Level 3
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Ending balance - June 30
|
$
|
(2.6
|
)
|
|
$
|
(8.0
|
)
|
|
$
|
(2.6
|
)
|
|
$
|
(8.0
|
)
|
Total losses for the period included in earnings attributable to the change in unrealized losses on liabilities still held at the reporting date
|
$
|
(0.7
|
)
|
|
$
|
(5.8
|
)
|
|
$
|
(2.6
|
)
|
|
$
|
(8.0
|
)
|
|
(In Millions)
|
||||||||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Service cost
|
$
|
4.5
|
|
|
$
|
6.3
|
|
|
$
|
9.0
|
|
|
$
|
12.6
|
|
Interest cost
|
7.5
|
|
|
9.5
|
|
|
14.9
|
|
|
18.9
|
|
||||
Expected return on plan assets
|
(13.7
|
)
|
|
(15.0
|
)
|
|
(27.4
|
)
|
|
(29.9
|
)
|
||||
Amortization:
|
|
|
|
|
|
|
|
||||||||
Prior service costs
|
0.5
|
|
|
0.6
|
|
|
1.1
|
|
|
1.2
|
|
||||
Net actuarial loss
|
5.3
|
|
|
5.4
|
|
|
10.5
|
|
|
10.8
|
|
||||
Curtailments/settlements
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
0.3
|
|
|||
Net periodic benefit cost to continuing operations
|
$
|
4.1
|
|
|
$
|
6.8
|
|
|
$
|
8.1
|
|
|
$
|
13.9
|
|
|
(In Millions)
|
||||||||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Service cost
|
$
|
0.4
|
|
|
$
|
1.5
|
|
|
$
|
0.9
|
|
|
$
|
3.0
|
|
Interest cost
|
2.3
|
|
|
3.2
|
|
|
4.5
|
|
|
6.5
|
|
||||
Expected return on plan assets
|
(4.3
|
)
|
|
(4.6
|
)
|
|
(8.5
|
)
|
|
(9.2
|
)
|
||||
Amortization:
|
|
|
|
|
|
|
|
||||||||
Prior service credits
|
(0.9
|
)
|
|
(0.9
|
)
|
|
(1.8
|
)
|
|
(1.8
|
)
|
||||
Net actuarial loss
|
1.4
|
|
|
—
|
|
|
2.8
|
|
|
3.1
|
|
||||
Net periodic benefit cost to continuing operations
|
$
|
(1.1
|
)
|
|
$
|
(0.8
|
)
|
|
$
|
(2.1
|
)
|
|
$
|
1.6
|
|
|
(In Millions)
|
||||||
|
Capital Leases
|
|
Operating Leases
|
||||
2016 (July 1 - December 31)
|
$
|
12.4
|
|
|
$
|
4.6
|
|
2017
|
22.8
|
|
|
8.9
|
|
||
2018
|
18.4
|
|
|
7.5
|
|
||
2019
|
10.2
|
|
|
4.9
|
|
||
2020
|
9.2
|
|
|
4.9
|
|
||
2021 and thereafter
|
9.3
|
|
|
5.0
|
|
||
Total minimum lease payments
|
$
|
82.3
|
|
|
$
|
35.8
|
|
Amounts representing interest
|
15.4
|
|
|
|
|||
Present value of net minimum lease payments
|
$
|
66.9
|
|
(1)
|
|
(1)
|
The total is comprised of
$18.2 million
and
$48.7 million
classified as
Other current liabilities
and
Other liabilities
, respectively, in the Statements of Unaudited Condensed Consolidated Financial Position at
June 30, 2016
.
|
|
(In Millions)
|
||||||
|
June 30,
2016 |
|
December 31,
2015 |
||||
Environmental
|
$
|
3.5
|
|
|
$
|
3.6
|
|
Mine closure
|
|
|
|
||||
LTVSMC
|
24.8
|
|
|
24.1
|
|
||
Operating mines:
|
|
|
|
||||
U.S. Iron Ore
|
174.5
|
|
|
189.9
|
|
||
Asia Pacific Iron Ore
|
17.2
|
|
|
16.4
|
|
||
Total mine closure
|
216.5
|
|
|
230.4
|
|
||
Total environmental and mine closure obligations
|
220.0
|
|
|
234.0
|
|
||
Less current portion
|
2.6
|
|
|
2.8
|
|
||
Long term environmental and mine closure obligations
|
$
|
217.4
|
|
|
$
|
231.2
|
|
|
|
|
(In Millions)
|
||||||||||||||||||||||
|
|
|
June 30, 2016
|
|
December 31, 2015
|
||||||||||||||||||||
|
Classification
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
||||||||||||
Definite-lived intangible assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Permits
|
Other non-current assets
|
|
$
|
78.6
|
|
|
$
|
(22.8
|
)
|
|
$
|
55.8
|
|
|
$
|
78.4
|
|
|
$
|
(20.2
|
)
|
|
$
|
58.2
|
|
Total intangible assets
|
|
|
$
|
78.6
|
|
|
$
|
(22.8
|
)
|
|
$
|
55.8
|
|
|
$
|
78.4
|
|
|
$
|
(20.2
|
)
|
|
$
|
58.2
|
|
Below-market sales contracts
|
Other current liabilities
|
|
$
|
(23.1
|
)
|
|
$
|
7.7
|
|
|
$
|
(15.4
|
)
|
|
$
|
(23.1
|
)
|
|
$
|
—
|
|
|
$
|
(23.1
|
)
|
Below-market sales contracts
|
Other liabilities
|
|
(205.8
|
)
|
|
205.8
|
|
|
—
|
|
|
(205.8
|
)
|
|
205.8
|
|
|
—
|
|
||||||
Total below-market sales contracts
|
|
|
$
|
(228.9
|
)
|
|
$
|
213.5
|
|
|
$
|
(15.4
|
)
|
|
$
|
(228.9
|
)
|
|
$
|
205.8
|
|
|
$
|
(23.1
|
)
|
|
(In Millions)
|
||||||||||||||||||||||
|
Derivative Assets
|
|
Derivative Liabilities
|
||||||||||||||||||||
|
June 30, 2016
|
|
December 31, 2015
|
|
June 30, 2016
|
|
December 31, 2015
|
||||||||||||||||
Derivative Instrument
|
Balance Sheet Location
|
|
Fair
Value
|
|
Balance
Sheet
Location
|
|
Fair
Value
|
|
Balance Sheet
Location
|
|
Fair
Value
|
|
Balance Sheet
Location
|
|
Fair
Value
|
||||||||
Customer Supply Agreement
|
Other current assets
|
|
23.7
|
|
|
Other current assets
|
|
5.8
|
|
|
|
|
—
|
|
|
|
|
—
|
|
||||
Provisional Pricing Arrangements
|
Other current assets
|
|
2.1
|
|
|
Other current assets
|
|
2.0
|
|
|
Other current liabilities
|
|
2.6
|
|
|
Other current liabilities
|
|
3.4
|
|
||||
Commodity Contracts
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
—
|
|
|
Other current liabilities
|
|
0.6
|
|
||||
Total derivatives not designated as hedging instruments under ASC 815
|
|
|
$
|
25.8
|
|
|
|
|
$
|
7.8
|
|
|
|
|
$
|
2.6
|
|
|
|
|
$
|
4.0
|
|
|
|
(In Millions)
|
||||||||||||||
|
|
Three Months Ended June 30,
|
|
Six Months Ended
June 30, |
||||||||||||
Loss from Discontinued Operations
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Revenues from product sales and services
|
|
$
|
—
|
|
|
$
|
142.7
|
|
|
$
|
—
|
|
|
$
|
259.3
|
|
Cost of goods sold and operating expenses
|
|
—
|
|
|
(167.0
|
)
|
|
—
|
|
|
(274.3
|
)
|
||||
Sales margin
|
|
—
|
|
|
(24.3
|
)
|
|
—
|
|
|
(15.0
|
)
|
||||
Other operating expense
|
|
(0.8
|
)
|
|
(7.1
|
)
|
|
(2.0
|
)
|
|
(18.3
|
)
|
||||
Other expense
|
|
—
|
|
|
(0.5
|
)
|
|
—
|
|
|
(1.0
|
)
|
||||
Loss from discontinued operations before income taxes
|
|
(0.8
|
)
|
|
(31.9
|
)
|
|
(2.0
|
)
|
|
(34.3
|
)
|
||||
Impairment of long-lived assets
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(73.4
|
)
|
||||
Income tax benefit (expense)
|
|
0.1
|
|
|
0.4
|
|
|
—
|
|
|
0.5
|
|
||||
Loss from discontinued operations, net of tax
|
|
$
|
(0.7
|
)
|
|
$
|
(31.5
|
)
|
|
$
|
(2.0
|
)
|
|
$
|
(107.2
|
)
|
|
|
(In Millions)
|
||||||
Assets and Liabilities of Discontinued Operations
(1)
|
|
June 30,
2016 |
|
December 31,
2015 |
||||
Other current assets
|
|
$
|
—
|
|
|
$
|
14.9
|
|
Total assets of discontinued operations
|
|
$
|
—
|
|
|
$
|
14.9
|
|
|
|
|
|
|
||||
Accrued liabilities
|
|
$
|
0.3
|
|
|
$
|
—
|
|
Other current liabilities
(1)
|
|
4.1
|
|
|
6.9
|
|
||
Total liabilities of discontinued operations
|
|
$
|
4.4
|
|
|
$
|
6.9
|
|
(1)
At June 30, 2016 and December 31, 2015, we had $5.8 million and $7.8 million, respectively, of contingent liabilities associated with our exit from the coal business recorded on our parent company.
|
|
|
(In Millions)
|
||||||||||||||
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June,
|
||||||||||||
Gain (Loss) from Discontinued Operations
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Revenues from product sales and services
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
11.3
|
|
Cost of goods sold and operating expenses
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11.1
|
)
|
||||
Sales margin
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.2
|
|
||||
Other operating expense
|
|
—
|
|
|
(0.5
|
)
|
|
—
|
|
|
(33.8
|
)
|
||||
Other expense
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.0
|
)
|
||||
Loss from discontinued operations before income taxes
|
|
—
|
|
|
(0.5
|
)
|
|
—
|
|
|
(34.6
|
)
|
||||
Gain (loss) from deconsolidation
|
|
0.3
|
|
|
134.7
|
|
|
4.1
|
|
|
(684.0
|
)
|
||||
Income tax benefit (expense)
|
|
—
|
|
|
0.7
|
|
|
—
|
|
|
0.7
|
|
||||
Gain (loss) from discontinued operations, net of tax
|
|
$
|
0.3
|
|
|
$
|
134.9
|
|
|
$
|
4.1
|
|
|
$
|
(717.9
|
)
|
|
(In Millions)
|
||||||||||
|
Cliffs
Shareholders’
Equity (Deficit)
|
|
Noncontrolling
Interest (Deficit)
|
|
Total Equity (Deficit)
|
||||||
December 31, 2015
|
$
|
(1,981.4
|
)
|
|
$
|
169.8
|
|
|
$
|
(1,811.6
|
)
|
Comprehensive income
|
|
|
|
|
|
||||||
Net income
|
120.8
|
|
|
25.5
|
|
|
146.3
|
|
|||
Other comprehensive income
|
9.0
|
|
|
1.3
|
|
|
10.3
|
|
|||
Total comprehensive income
|
129.8
|
|
|
26.8
|
|
|
156.6
|
|
|||
Issuance of common shares
|
14.4
|
|
|
—
|
|
|
14.4
|
|
|||
Stock and other incentive plans
|
6.5
|
|
|
—
|
|
|
6.5
|
|
|||
Distributions of partnership equity
|
—
|
|
|
(41.4
|
)
|
|
(41.4
|
)
|
|||
Undistributed losses to noncontrolling interest
|
—
|
|
|
(3.4
|
)
|
|
(3.4
|
)
|
|||
June 30, 2016
|
$
|
(1,830.7
|
)
|
|
$
|
151.8
|
|
|
$
|
(1,678.9
|
)
|
|
(In Millions)
|
||||||||||
|
Cliffs
Shareholders’ Equity (Deficit) |
|
Noncontrolling
Interest (Deficit) |
|
Total Equity (Deficit)
|
||||||
December 31, 2014
|
$
|
(1,431.3
|
)
|
|
$
|
(303.0
|
)
|
|
$
|
(1,734.3
|
)
|
Comprehensive income (loss)
|
|
|
|
|
|
||||||
Net loss
|
(699.6
|
)
|
|
3.1
|
|
|
(696.5
|
)
|
|||
Other comprehensive income (loss)
|
216.9
|
|
|
(10.0
|
)
|
|
206.9
|
|
|||
Total comprehensive loss
|
(482.7
|
)
|
|
(6.9
|
)
|
|
(489.6
|
)
|
|||
Effect of deconsolidation
|
—
|
|
|
528.2
|
|
|
528.2
|
|
|||
Stock and other incentive plans
|
3.0
|
|
|
—
|
|
|
3.0
|
|
|||
Preferred share dividends
|
(12.8
|
)
|
|
—
|
|
|
(12.8
|
)
|
|||
Distributions to noncontrolling interest
|
—
|
|
|
(34.7
|
)
|
|
(34.7
|
)
|
|||
June 30, 2015
|
$
|
(1,923.8
|
)
|
|
$
|
183.6
|
|
|
$
|
(1,740.2
|
)
|
|
(In Millions)
|
||||||||||||||||||
|
Changes in Pension and Other Post-Retirement Benefits, net of tax
|
|
Unrealized Net Gain (Loss) on Securities, net of tax
|
|
Unrealized Net Gain (Loss) on Foreign Currency Translation
|
|
Net Unrealized Gain (Loss) on Derivative Financial Instruments, net of tax
|
|
Accumulated Other Comprehensive Income (Loss)
|
||||||||||
Balance December 31, 2014
|
$
|
(291.1
|
)
|
|
$
|
(1.0
|
)
|
|
$
|
64.4
|
|
|
$
|
(18.1
|
)
|
|
$
|
(245.8
|
)
|
Other comprehensive income (loss) before reclassifications
|
9.3
|
|
|
2.8
|
|
|
(14.7
|
)
|
|
(7.1
|
)
|
|
(9.7
|
)
|
|||||
Net loss (gain) reclassified from accumulated other comprehensive income (loss)
|
30.3
|
|
|
(2.0
|
)
|
|
182.7
|
|
|
6.3
|
|
|
217.3
|
|
|||||
Balance March 31, 2015
|
$
|
(251.5
|
)
|
|
$
|
(0.2
|
)
|
|
$
|
232.4
|
|
|
$
|
(18.9
|
)
|
|
$
|
(38.2
|
)
|
Other comprehensive income (loss) before reclassifications
|
1.3
|
|
|
1.0
|
|
|
1.2
|
|
|
0.5
|
|
|
4.0
|
|
|||||
Net loss (gain) reclassified from accumulated other comprehensive income (loss)
|
(1.6
|
)
|
|
(0.9
|
)
|
|
—
|
|
|
7.8
|
|
|
5.3
|
|
|||||
Balance June 30, 2015
|
$
|
(251.8
|
)
|
|
$
|
(0.1
|
)
|
|
$
|
233.6
|
|
|
$
|
(10.6
|
)
|
|
$
|
(28.9
|
)
|
(1)
|
These accumulated other comprehensive income components are included in the computation of net periodic benefit cost. See
NOTE 7 - PENSIONS AND OTHER POSTRETIREMENT BENEFITS
for further information.
|
(2)
|
Represents Canadian accumulated currency translation adjustments that were deconsolidated. See
NOTE 14 - DISCONTINUED OPERATIONS
for further information.
|
|
(In Millions)
|
||||||
|
Six Months Ended
June 30, |
||||||
|
2016
|
|
2015
|
||||
Capital additions
(1)
|
$
|
18.1
|
|
|
$
|
46.8
|
|
Cash paid for capital expenditures
|
20.2
|
|
|
34.4
|
|
||
Difference (Non-cash accruals)
|
$
|
(2.1
|
)
|
|
$
|
12.4
|
|
(1)
|
Includes capital additions of
$18.1 million
related to continuing operations for the six months ended
June 30, 2016
. Includes capital additions of
$28.9 million
and
$17.9 million
related to continuing operations and discontinued operations, respectively, for the six months ended
June 30, 2015
.
|
Mine
|
|
Cliffs Natural Resources
|
|
ArcelorMittal
|
|
U.S. Steel Corporation
|
|||
Empire
|
|
79.0
|
%
|
|
21.0
|
%
|
|
—
|
|
Tilden
|
|
85.0
|
%
|
|
—
|
|
|
15.0
|
%
|
Hibbing
|
|
23.0
|
%
|
|
62.3
|
%
|
|
14.7
|
%
|
|
(In Millions, Except Per Share Amounts)
|
||||||||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Income (Loss) from Continuing Operations
|
$
|
29.9
|
|
|
$
|
(38.2
|
)
|
|
$
|
144.2
|
|
|
$
|
128.6
|
|
Income from Continuing Operations Attributable to Noncontrolling Interest
|
(16.7
|
)
|
|
(5.0
|
)
|
|
(25.5
|
)
|
|
(3.1
|
)
|
||||
Net Income (Loss) from Continuing Operations Attributable to Cliffs Shareholders
|
$
|
13.2
|
|
|
$
|
(43.2
|
)
|
|
$
|
118.7
|
|
|
$
|
125.5
|
|
Income (Loss) from Discontinued Operations, net of tax
|
(0.4
|
)
|
|
103.4
|
|
|
2.1
|
|
|
(825.1
|
)
|
||||
Net Income (Loss) Attributable to Cliffs Shareholders
|
$
|
12.8
|
|
|
$
|
60.2
|
|
|
$
|
120.8
|
|
|
$
|
(699.6
|
)
|
Preferred Stock Dividends
|
—
|
|
|
—
|
|
|
—
|
|
|
(12.8
|
)
|
||||
Net Income (Loss) Attributable to Cliffs Common Shareholders
|
$
|
12.8
|
|
|
$
|
60.2
|
|
|
$
|
120.8
|
|
|
$
|
(712.4
|
)
|
Weighted Average Number of Shares:
|
|
|
|
|
|
|
|
||||||||
Basic
|
182.3
|
|
|
153.2
|
|
|
177.0
|
|
|
153.2
|
|
||||
Depositary Shares
|
—
|
|
|
—
|
|
|
—
|
|
|
25.2
|
|
||||
Employee Stock Plans
|
2.3
|
|
|
—
|
|
|
1.3
|
|
|
0.3
|
|
||||
Diluted
|
184.6
|
|
|
153.2
|
|
|
178.3
|
|
|
178.7
|
|
||||
Earnings (Loss) per Common Share Attributable to
Cliffs Common Shareholders - Basic: |
|
|
|
|
|
|
|
||||||||
Continuing operations
|
$
|
0.07
|
|
|
$
|
(0.28
|
)
|
|
$
|
0.67
|
|
|
$
|
0.74
|
|
Discontinued operations
|
—
|
|
|
0.67
|
|
|
0.01
|
|
|
(5.39
|
)
|
||||
|
$
|
0.07
|
|
|
$
|
0.39
|
|
|
$
|
0.68
|
|
|
$
|
(4.65
|
)
|
Earnings (Loss) per Common Share Attributable to
Cliffs Common Shareholders - Diluted: |
|
|
|
|
|
|
|
||||||||
Continuing operations
|
$
|
0.07
|
|
|
$
|
(0.28
|
)
|
|
$
|
0.67
|
|
|
$
|
0.70
|
|
Discontinued operations
|
—
|
|
|
0.67
|
|
|
0.01
|
|
|
(4.62
|
)
|
||||
|
$
|
0.07
|
|
|
$
|
0.39
|
|
|
$
|
0.68
|
|
|
$
|
(3.92
|
)
|
Item 2.
|
Management's Discussion and Analysis of Financial Condition and Results of Operations
|
|
(In Millions)
|
||||||||||||||||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||||||||||
|
2016
|
|
2015
|
|
Variance
|
|
2016
|
|
2015
|
|
Variance
|
||||||||||||
Income tax benefit (expense)
|
$
|
2.1
|
|
|
$
|
1.8
|
|
|
$
|
0.3
|
|
|
$
|
(5.4
|
)
|
|
$
|
(173.3
|
)
|
|
$
|
167.9
|
|
Effective tax rate
|
(7.6
|
)%
|
|
4.5
|
%
|
|
(12.1
|
)%
|
|
3.6
|
%
|
|
57.4
|
%
|
|
(53.8
|
)%
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Net Income (Loss)
|
$
|
29.5
|
|
|
$
|
65.2
|
|
|
$
|
146.3
|
|
|
$
|
(696.5
|
)
|
Less:
|
|
|
|
|
|
|
|
||||||||
Interest expense, net
|
(50.7
|
)
|
|
(64.3
|
)
|
|
(107.5
|
)
|
|
(108.5
|
)
|
||||
Income tax benefit (expense)
|
2.1
|
|
|
2.9
|
|
|
(5.4
|
)
|
|
(172.1
|
)
|
||||
Depreciation, depletion and amortization
|
(26.9
|
)
|
|
(30.5
|
)
|
|
(62.1
|
)
|
|
(63.5
|
)
|
||||
EBITDA
|
$
|
105.0
|
|
|
$
|
157.1
|
|
|
$
|
321.3
|
|
|
$
|
(352.4
|
)
|
Less:
|
|
|
|
|
|
|
|
||||||||
Impact of discontinued operations
|
(0.4
|
)
|
|
103.0
|
|
|
2.1
|
|
|
(821.1
|
)
|
||||
Gain on extinguishment/restructuring of debt
|
3.6
|
|
|
—
|
|
|
182.4
|
|
|
313.7
|
|
||||
Severance and contractor termination costs
|
—
|
|
|
(10.0
|
)
|
|
(0.1
|
)
|
|
(11.6
|
)
|
||||
Foreign exchange remeasurement
|
0.2
|
|
|
(0.8
|
)
|
|
(0.9
|
)
|
|
12.7
|
|
||||
Adjusted EBITDA
|
$
|
101.6
|
|
|
$
|
64.9
|
|
|
$
|
137.8
|
|
|
$
|
153.9
|
|
|
|
|
|
|
|
|
|
||||||||
EBITDA:
|
|
|
|
|
|
|
|
||||||||
U.S. Iron Ore
|
$
|
94.1
|
|
|
$
|
68.8
|
|
|
$
|
135.5
|
|
|
$
|
170.4
|
|
Asia Pacific Iron Ore
|
26.1
|
|
|
9.6
|
|
|
48.4
|
|
|
27.6
|
|
||||
Other
|
(15.2
|
)
|
|
78.7
|
|
|
137.4
|
|
|
(550.4
|
)
|
||||
Total EBITDA
|
$
|
105.0
|
|
|
$
|
157.1
|
|
|
$
|
321.3
|
|
|
$
|
(352.4
|
)
|
|
|
|
|
|
|
|
|
||||||||
Adjusted EBITDA:
|
|
|
|
|
|
|
|
||||||||
U.S. Iron Ore
|
$
|
97.2
|
|
|
$
|
77.2
|
|
|
$
|
143.3
|
|
|
$
|
182.3
|
|
Asia Pacific Iron Ore
|
26.5
|
|
|
17.4
|
|
|
49.5
|
|
|
23.1
|
|
||||
Other
|
(22.1
|
)
|
|
(29.7
|
)
|
|
(55.0
|
)
|
|
(51.5
|
)
|
||||
Total Adjusted EBITDA
|
$
|
101.6
|
|
|
$
|
64.9
|
|
|
$
|
137.8
|
|
|
$
|
153.9
|
|
|
|
(In Millions)
|
||||||||||||||||||||||||||
|
|
|
|
Changes due to:
|
|
|
||||||||||||||||||||||
|
|
Three Months Ended June 30,
|
|
Revenue
and cost rate
|
|
Sales volume
|
|
Idle cost/production volume variance
|
|
Freight and reimburse-ment
|
|
Total change
|
||||||||||||||||
|
|
2016
|
|
2015
|
|
|
|
|
|
|||||||||||||||||||
Revenues from product sales and services
|
|
$
|
361.7
|
|
|
$
|
369.7
|
|
|
$
|
(1.0
|
)
|
|
$
|
(8.8
|
)
|
|
$
|
—
|
|
|
$
|
1.8
|
|
|
$
|
(8.0
|
)
|
Cost of goods sold and operating expenses
|
|
(291.7
|
)
|
|
(320.7
|
)
|
|
44.5
|
|
|
5.1
|
|
|
(18.8
|
)
|
|
(1.8
|
)
|
|
29.0
|
|
|||||||
Sales margin
|
|
$
|
70.0
|
|
|
$
|
49.0
|
|
|
$
|
43.5
|
|
|
$
|
(3.7
|
)
|
|
$
|
(18.8
|
)
|
|
$
|
—
|
|
|
$
|
21.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
|
Three Months Ended June 30,
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Per Ton Information
|
|
2016
|
|
2015
|
|
Difference
|
|
Percent change
|
|
|
|
|
|
|
||||||||||||||
Realized product revenue rate
1
|
|
$
|
77.81
|
|
|
$
|
78.32
|
|
|
$
|
(0.51
|
)
|
|
(0.7
|
)%
|
|
|
|
|
|
|
|||||||
Cash production cost
2
|
|
46.32
|
|
|
56.06
|
|
|
(9.74
|
)
|
|
(17.4
|
)%
|
|
|
|
|
|
|
||||||||||
Non-production cash cost
2
|
|
9.93
|
|
|
5.53
|
|
|
4.40
|
|
|
79.6
|
%
|
|
|
|
|
|
|
||||||||||
Cost of goods sold and operating expenses rate
1
(excluding DDA)
|
|
56.25
|
|
|
61.59
|
|
|
(5.34
|
)
|
|
(8.7
|
)%
|
|
|
|
|
|
|
||||||||||
Depreciation, depletion & amortization
|
|
4.68
|
|
|
5.18
|
|
|
(0.50
|
)
|
|
(9.7
|
)%
|
|
|
|
|
|
|
||||||||||
Total cost of goods sold and operating expenses rate
|
|
60.93
|
|
|
66.77
|
|
|
(5.84
|
)
|
|
(8.7
|
)%
|
|
|
|
|
|
|
||||||||||
Sales margin
|
|
$
|
16.88
|
|
|
$
|
11.55
|
|
|
$
|
5.33
|
|
|
46.1
|
%
|
|
|
|
|
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Sales tons
3
(In thousands)
|
|
4,146
|
|
|
4,244
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Production tons
3
(In thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Total
|
|
5,987
|
|
|
7,121
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cliffs’ share of total
|
|
4,155
|
|
|
5,503
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
1
Excludes revenues and expenses related to domestic freight, which are offsetting and have no impact on sales margin. Revenues also exclude venture partner cost reimbursements.
|
||||||||||||||||||||||||||||
2
Cash production cost per long/metric ton is defined as cost of goods sold and operating expenses per ton less depreciation, depletion and amortization; as well as idle costs, period costs, costs of services and inventory effects per long/metric ton. Non-production cash cost per long/metric ton is defined as the sum of idle costs, period costs (including royalties), costs of services, and inventory effects per long/metric ton.
|
||||||||||||||||||||||||||||
3
Tons are long tons (2,240 pounds).
|
•
|
Lower sales volumes of 98 thousand long tons or
$8.8 million
due to:
|
◦
|
Termination of a customer contract in the fourth quarter of the prior year that was reinstated in June 2016; and
|
◦
|
Lower demand from two customers due to idled blast furnaces at the customer's facilities.
|
◦
|
These decreases were partially offset by higher sales to a customer in the second quarter of 2016 due to a short-term contract with the customer compared to no sales to the customer in 2015; and
|
◦
|
Higher demand from one customer in 2016, in addition to a two week longer shipping season for the customer due to a weather delay impacting the start of the 2015 season.
|
•
|
The realized product revenue rate declined by
$0.51
per long ton or
0.7
percent to
$77.81
per long ton in second quarter of 2016, which resulted in a decrease of
$1.0 million
. This decline is a result of:
|
◦
|
An unfavorable customer mix impacting the realized revenue rates by $4 per long ton mainly due to increased spot sales based on current market prices which were at a lower rate than our average contract rate.
|
◦
|
Changes in customer pricing negatively affected the realized revenue rate by $2 per long ton driven primarily by the negative inflation projections of certain price indices, the reduction in Platts IODEX price and the impact of higher carryover pricing in the prior year period than the 2016 period.
|
◦
|
Partially offset by an increase in revenue rate of $5 per long ton due to an increase in projected hot-rolled steel pricing for one customer, plus the impact of a decrease to that projection in the second quarter of 2015.
|
•
|
Lower costs in the second quarter of 2016 in comparison to the prior-year period primarily driven by the reduction in maintenance and repair costs based on cost reduction initiatives and condition based monitoring, year-over-year reduction in energy rates and lower employment costs.
|
•
|
Decreased sales volumes as discussed above that decreased costs by
$5.1 million
compared to the prior-year period.
|
•
|
Partially offset by increased costs of
$18.8 million
due to the idle of the United Taconite mine which began in August of 2015 and the full idle of our Northshore mine during the second quarter of 2016 which ended in May 2016 versus the one idled production line at Northshore during the second quarter of 2015.
|
•
|
Lower sales volumes of
1.1 million
long tons or
$97.1 million
due to:
|
◦
|
Termination of a customer contract in the fourth quarter of the prior year that was reinstated in June 2016; and
|
◦
|
Lower demand from two customers due to idled blast furnaces at the customer's facilities.
|
◦
|
These decreases were partially offset by higher sales to a customer in 2016 due to a short-term contract with the customer compared to no sales to the customer in 2015; and
|
◦
|
Increased sales in 2016 period compared to the prior year period due to timing and favorable weather in the current year allowing for higher shipments to certain customers.
|
•
|
The average year-to-date realized product revenue rate declined by
$4.51
per long ton or
5.4 percent
to
$79.72
per long ton in six months ended June 30, 2016, which resulted in a decrease of
$25.6 million
, compared to the prior year period. This decline is a result of:
|
◦
|
Changes in customer pricing negatively affected the realized revenue rate by $5 per long ton driven primarily by the negative inflation of certain price indices, the reduction in Platts IODEX price and the impact of higher carryover pricing in the prior year period than the 2016 period; and
|
◦
|
An unfavorable customer mix impacting the realized revenue rates by $1 per long ton mainly due to increased spot sales based on current market prices in contrast to a currently more favorable rate realized from our long term contracted tons in the second quarter of 2016 than in 2015.
|
◦
|
These decreases were partially offset by an increase in realized revenue rates of a $2 per long ton as a result of one major customer contract with a pricing mechanism tied to the full-year estimate of their hot-rolled steel pricing. The estimate in 2016 has increased since the beginning of the year, compared to 2015 when the estimate was revised lower.
|
•
|
Decreased sales volumes as discussed above that decreased costs by
$66.7 million
compared to the prior-year period; and
|
•
|
Lower costs in comparison to the prior-year period primarily driven by the reduction in maintenance and repair costs resulting from cost reduction initiatives and condition based monitoring, year-over-year reduction in energy rates, and lower employment costs.
|
•
|
Partially offset by increased costs of
$43.3 million
due to the idle of the United Taconite mine which began in August of 2015 and the full idle of our Northshore mine during the first and second quarter of 2016 which ended in May 2016 versus the one idled production line at Northshore during the first and second quarter of 2015; and
|
|
|
(In Millions)
|
||||||||||||||||||||||||||
|
|
|
|
Change due to:
|
|
|
||||||||||||||||||||||
|
|
Three Months Ended
June 30, |
|
Revenue
and cost rate
|
|
Sales volume
|
|
Exchange rate
|
|
Freight and reimburse-ment
|
|
Total change
|
||||||||||||||||
|
|
2016
|
|
2015
|
|
|
|
|
|
|||||||||||||||||||
Revenues from product sales and services
|
|
$
|
134.5
|
|
|
$
|
128.4
|
|
|
$
|
(8.7
|
)
|
|
$
|
16.6
|
|
|
$
|
0.4
|
|
|
$
|
(2.2
|
)
|
|
$
|
6.1
|
|
Cost of goods sold and operating expenses
|
|
(113.0
|
)
|
|
(120.1
|
)
|
|
15.2
|
|
|
(15.4
|
)
|
|
5.1
|
|
|
2.2
|
|
|
7.1
|
|
|||||||
Sales margin
|
|
$
|
21.5
|
|
|
$
|
8.3
|
|
|
$
|
6.5
|
|
|
$
|
1.2
|
|
|
$
|
5.5
|
|
|
$
|
—
|
|
|
$
|
13.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
|
Three Months Ended
June 30, |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Per Ton Information
|
|
2016
|
|
2015
|
|
Difference
|
|
Percent change
|
|
|
|
|
|
|
||||||||||||||
Realized product revenue rate
1
|
|
$
|
41.96
|
|
|
$
|
44.29
|
|
|
$
|
(2.33
|
)
|
|
(5.3
|
)%
|
|
|
|
|
|
|
|||||||
Cash production cost
2
|
|
28.46
|
|
|
34.32
|
|
|
(5.86
|
)
|
|
(17.1
|
)%
|
|
|
|
|
|
|
||||||||||
Non-production cash cost
2
|
|
4.60
|
|
|
4.52
|
|
|
0.08
|
|
|
1.8
|
%
|
|
|
|
|
|
|
||||||||||
Cost of goods sold and operating expenses rate (excluding DDA)
1
|
|
33.06
|
|
|
38.84
|
|
|
(5.78
|
)
|
|
(14.9
|
)%
|
|
|
|
|
|
|
||||||||||
Depreciation, depletion & amortization
|
|
1.97
|
|
|
2.44
|
|
|
(0.47
|
)
|
|
(19.3
|
)%
|
|
|
|
|
|
|
||||||||||
Total cost of goods sold and operating expenses rate
|
|
35.03
|
|
|
41.28
|
|
|
(6.25
|
)
|
|
(15.1
|
)%
|
|
|
|
|
|
|
||||||||||
Sales margin
|
|
$
|
6.93
|
|
|
$
|
3.01
|
|
|
$
|
3.92
|
|
|
130.2
|
%
|
|
|
|
|
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Sales tons
3
(In thousands)
|
|
3,103
|
|
|
2,750
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Production tons
3
(In thousands)
|
|
2,800
|
|
|
2,847
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
1
We began selling a portion of our product on a CFR basis in 2014. The information above excludes revenues and expenses related to freight, which are offsetting and have no impact on sales margin.
|
||||||||||||||||||||||||||||
2
Cash production cost per long/metric ton is defined as cost of goods sold and operating expenses per ton less depreciation, depletion and amortization; as well as idle costs, period costs, costs of services and inventory effects per long/metric ton. Non-production cash cost per long/metric ton is defined as the sum of idle costs, period costs (including royalties), costs of services, and inventory effects per long/metric ton.
|
||||||||||||||||||||||||||||
3
Metric tons (2,205 pounds).
|
•
|
Higher sales volume of 3.1 million metric tons during the
three months ended
June 30, 2016
compared with 2.8 million metric tons during the prior-year period, equivalent to two additional shipments, due to timing of shipments and port maintenance during the second quarter of 2015, which resulted in an increase in revenue of
$16.6 million
.
|
•
|
The realized product revenue rate declined by
$2.33
per metric ton or
5.3 percent
to
$41.96
per metric ton in second quarter of 2016 compared to the prior year period, which resulted in a decrease of
$8.7 million
. This decline is a result of:
|
◦
|
Contracts based on lag pricing in 2016, which had an unfavorable impact on the realized revenue rate of $5 per metric ton compared to the prior year period; and
|
◦
|
Changes in benchmark pricing negatively affected the realized revenue rate by an additional $3 per metric ton driven by the reduction in Platts IODEX price.
|
◦
|
Partially offset by a $4 per metric ton improvement due to an $11 million hedging impact in 2015 that was not repeated in 2016; and
|
◦
|
Lower average freight rates in the second quarter compared to the prior year period favorably affected the revenue rate by $2 per metric ton.
|
•
|
A reduction in mining costs of $7 million from mining efficiencies, a revised mine plan resulted in reduced transportation costs of $11 million due to decreased hauling volumes and freight costs, and reduced administration and employment costs of $12 million due to lower headcount and associated costs, partially offset by the impact of current production costs being lower than the weighted average cost of inventory; and
|
•
|
Favorable foreign exchange rate variances of
$5.1 million
.
|
•
|
Partially offset by increased costs of
$15.4 million
as a result of higher sales volumes as discussed above compared to the same period in the prior year.
|
•
|
The average year-to-date realized product revenue rate declined by
$1.95
per metric ton or
4.5 percent
to
$41.58
per metric ton in the first six months of 2016, which resulted in a decrease of
$9.9 million
. This decline is a result of:
|
◦
|
Changes in benchmark pricing negatively affected the realized revenue rate by $8 per metric ton driven by the reduction in Platts IODEX price.
|
◦
|
Partially offset by a $3 per metric ton improvement due to a $20 million hedging impact in 2015 that was not repeated in 2016; and
|
◦
|
Lower average freight rates during the year compared to the prior year period favorably affected the revenue rate by $2 per metric ton; and
|
◦
|
Realized revenue rates were impacted favorably by $1 per metric ton due to lower required price adjustments in the first half of 2016.
|
•
|
Unfavorable foreign exchange rate variances of
$3.1 million
.
|
•
|
The decline in average year-to-date realized product revenue rate is partially offset by higher sales volumes of 122 thousand metric tons or
$6.8 million
due to a larger average vessel size during 2016 than the prior year primarily due to customer mix.
|
•
|
A reduction in mining costs of $18 million from mining efficiencies, a revised mine plan resulted in reduced transportation costs of $12 million due to decreased hauling volumes and reduced freight costs, and reduced administration and employment costs of $16 million due to lower headcount and associated costs, partially offset by the impact of current production costs being lower than the weighted average cost of inventory; and
|
•
|
Favorable foreign exchange rate variances of
$14.0 million
.
|
•
|
Partially offset by higher sales volumes resulting in decreased costs of
$5.4 million
compared to the same period in the prior year.
|
|
(In Millions)
|
||||||
|
June 30,
2016 |
|
December 31,
2015 |
||||
Cash and cash equivalents
|
$
|
108.2
|
|
|
$
|
285.2
|
|
Available borrowing base on ABL Facility
1
|
425.6
|
|
|
366.0
|
|
||
ABL Facility loans drawn
|
—
|
|
|
—
|
|
||
Letter of credit obligations and other commitments
|
(112.8
|
)
|
|
(186.8
|
)
|
||
Borrowing capacity available
|
$
|
312.8
|
|
|
$
|
179.2
|
|
|
|
|
|
||||
1
The ABL Facility has a maximum borrowing base of $550 million, determined by applying customary advance rates to eligible accounts receivable, inventory and certain mobile equipment.
|
•
|
trends affecting our financial condition, results of operations or future prospects, particularly the continued volatility of iron ore prices;
|
•
|
availability of capital and our ability to maintain adequate liquidity, in particular considering borrowing base reductions from the sale of non-core assets;
|
•
|
our level of indebtedness could limit cash flow available to fund working capital, capital expenditures, acquisitions and other general corporate purposes or ongoing needs of our business, which could prevent us from fulfilling our debt obligations;
|
•
|
continued weaknesses in global economic conditions, including downward pressure on prices caused by oversupply or imported products, including the impact of any reduced barriers to trade, recently filed and forthcoming trade cases, reduced market demand and any change to the economic growth rate in China;
|
•
|
our ability to reach agreement with our iron ore customers regarding any modifications to sales contract provisions, renewals or new arrangements;
|
•
|
uncertainty relating to restructurings in the steel industry and/or affecting the steel industry;
|
•
|
our ability to maintain appropriate relations with unions and employees and enter into or renew collective bargaining agreements on satisfactory terms;
|
•
|
the impact of our customers reducing their steel production or using other methods to produce steel;
|
•
|
our ability to successfully execute an exit option for our Canadian Entities that minimizes the cash outflows and associated liabilities of such entities, including the CCAA process;
|
•
|
our ability to successfully identify and consummate any strategic investments and complete planned divestitures;
|
•
|
our ability to successfully diversify our product mix and add new customers beyond our traditional blast furnace clientele;
|
•
|
the outcome of any contractual disputes with our customers, joint venture partners or significant energy, material or service providers or any other litigation or arbitration;
|
•
|
the ability of our customers and joint venture partners to meet their obligations to us on a timely basis or at all;
|
•
|
the impact of price-adjustment factors on our sales contracts;
|
•
|
changes in sales volume or mix;
|
•
|
our actual levels of capital spending;
|
•
|
our actual economic iron ore reserves or reductions in current mineral estimates, including whether any mineralized material qualifies as a reserve;
|
•
|
events or circumstances that could impair or adversely impact the viability of a mine and the carrying value of associated assets, as well as any resulting impairment charges;
|
•
|
the results of prefeasibility and feasibility studies in relation to projects;
|
•
|
impacts of existing and increasing governmental regulation and related costs and liabilities, including failure to receive or maintain required operating and environmental permits, approvals, modifications or other authorization of, or from, any governmental or regulatory entity and costs related to implementing improvements to ensure compliance with regulatory changes;
|
•
|
our ability to cost-effectively achieve planned production rates or levels;
|
•
|
uncertainties associated with natural disasters, weather conditions, unanticipated geological conditions, supply or price of energy, equipment failures and other unexpected events;
|
•
|
adverse changes in currency values, currency exchange rates, interest rates and tax laws;
|
•
|
risks related to international operations;
|
•
|
availability of capital equipment and component parts;
|
•
|
the potential existence of significant deficiencies or material weakness in our internal control over financial reporting; and
|
•
|
problems or uncertainties with productivity, tons mined, transportation, mine-closure obligations, environmental liabilities, employee-benefit costs and other risks of the mining industry.
|
Item 3.
|
Quantitative and Qualitative Disclosures About Market Risk
|
Item 4.
|
Controls and Procedures
|
Item 1.
|
Legal Proceedings
|
Item 1A.
|
Risk Factors
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
Period
|
|
Total Number of Shares
(or Units) Purchased
(1)
|
|
Average Price Paid per Share
(or Unit)
|
|
Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs
|
|
Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet be Purchased Under the Plans or Programs
|
|||||
April 1 - 30, 2016
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
$
|
—
|
|
May 1 - 31, 2016
|
|
6,881
|
|
|
$
|
2.76
|
|
|
—
|
|
$
|
—
|
|
June 1 - 30, 2016
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
$
|
—
|
|
|
|
6,881
|
|
|
$
|
2.76
|
|
|
—
|
|
$
|
—
|
|
Item 4.
|
Mine Safety Disclosures
|
Item 6.
|
Exhibits
|
(a)
|
List of Exhibits — Refer to Exhibit Index on pg.
66
.
|
|
|
|
CLIFFS NATURAL RESOURCES INC.
|
||||
|
|
|
|
|
|||
|
|
|
By:
|
|
/s/ Timothy K. Flanagan
|
||
|
|
|
|
|
Name:
|
|
Timothy K. Flanagan
|
|
|
|
|
|
Title:
|
|
Vice President, Corporate Controller,
|
|
|
|
|
|
|
|
Treasurer and Chief Accounting Officer
|
Date:
|
July 28, 2016
|
|
|
|
|
|
|
Exhibit
Number
|
|
Exhibit
|
10.1
|
|
* Cliffs Natural Resources Inc. Amended and Restated 2014 Nonemployee Directors’ Compensation Plan (filed as Exhibit 10.1 to Cliffs’ Form 8-K on May 2, 2016 and incorporated herein by reference)
|
10.2
|
|
** Pellet Sale and Purchase Agreement, effective as of October 31, 2016, by and among Cliffs Natural Resources Inc., The Cleveland-Cliffs Iron Company and Cliffs Mining Company and ArcelorMittal USA LLC (filed as Exhibit 10.72 to Cliffs' Form S-1 No. 333-212054 on June 16, 2016 and incorporated herein by reference)
|
10.3
|
|
First Amendment to Syndicated Facility Agreement, dated as of June 17, 2016, to that certain Syndicated Facility Agreement, dated as of March 30, 2015, by and among Bank of America, N.A., as Administrative Agent and Australian Security Trustee, the Lenders that are Parties hereto, as the Lenders, Cliffs Natural Resources Inc., as Parent and a Borrower, and the Subsidiaries of Parent Party hereto, as Borrowers (filed herewith)
|
31.1
|
|
Certification Pursuant to 15 U.S.C. Section 7241, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, signed and dated by Lourenco Goncalves as of July 28, 2016 (filed herewith)
|
31.2
|
|
Certification Pursuant to 15 U.S.C. Section 7241, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, signed and dated by P. Kelly Tompkins as of July 28, 2016 (filed herewith)
|
32.1
|
|
Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed and dated by Lourenco Goncalves, Chairman, President and Chief Executive Officer of Cliffs Natural Resources Inc., as of July 28, 2016 (furnished herewith)
|
32.2
|
|
Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed and dated by P. Kelly Tompkins, Executive Vice President and Chief Financial Officer of Cliffs Natural Resources Inc., as of July 28, 2016 (furnished herewith)
|
95
|
|
Mine Safety Disclosures (filed herewith)
|
101.INS
|
|
XBRL Instance Document
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
|
|
*
|
Indicates management contract or other compensatory arrangement.
|
|
**
|
Confidential treatment requested and/or approved as to certain portions, which portions have been omitted and filed separately with the Securities and Exchange Commission.
|
(ii)
|
Clause (f) is amended by adding the following phrase immediately after clause (ii): “or (iii) has, or has a direct or indirect parent company that has, become the subject of a Bail-In Action (as defined in Section 18.15)”;
|
CLIFFS NATURAL RESOURCES INC.
|
|
By:
|
/s/ P. Kelly Tompkins
|
|
Name:P. Kelly Tompkins
|
|
Title: Executive Vice President & Chief Financial Officer
|
LAKE SUPERIOR & iSHPEMING RAILROAD
COMPANY
NORTHSHORE MINING COMPANY
UNITED TACONITE LLC
|
|
By:
|
/s/ Timothy K. Flanagan
|
|
Name:Timothy K. Flanagan
|
|
Title:Treasurer
|
THE CLEVELAND-CLIFFS IRON COMPANY
|
|
By:
|
/s/ Timothy K. Flanagan
|
|
Name:Timothy K. Flanagan
|
|
Title:Treasurer
|
CLIFFS MINING COMPANY
|
|
By:
|
/s/ Timothy K. Flanagan
|
|
Name:Timothy K. Flanagan
|
|
Title:Treasurer
|
Executed by
Cliffs Natural Resources Pty Ltd
ACN 112 437 180 in accordance with section 127 of the
Corporations Act 2001:
|
|
|
/s/ Stuart Taylor
|
|
/s/ Jason Grace
|
company secretary
|
|
Director
|
STUART TAYLOR
|
|
JASON GRACE
|
Name of company secretary
(BLOCK LETTERS)
|
|
Name of director
(BLOCK LETTERS)
|
Executed by
Cliffs Asia Pacific Iron Ore Pty Ltd ACN 001 892 995 in accordance with section 127 of the
Corporations Act 2001:
|
|
|
/s/ Stuart Taylor
|
|
/s/ Jason Grace
|
company secretary
|
|
Director
|
STUART TAYLOR
|
|
JASON GRACE
|
Name of company secretary
(BLOCK LETTERS)
|
|
Name of director
(BLOCK LETTERS)
|
BANK OF AMERICA, as Agent and as a Lender
|
|
By:
|
/s/ Steve Friedlander
|
|
Name:Steve Friedlander
|
|
Title:S.V.P.
|
PNC BANK, NATIONAL ASSOCIATION, as a Lender
|
|
By:
|
/s/ Carrie Light
|
|
Name:Carrie Light
|
|
Title:Vice President
|
Deutsche Bank AG New York Branch, as a Lender
|
|
By:
|
/s/ Marcus M. Tarkington
|
|
Name:Marcus M. Tarkington
|
|
Title:Director
|
|
|
By:
|
/s/ Peter Cucchiara
|
|
Name:Peter Cucchiara
|
|
Title:Vice President
|
Citizens Bank of Pennsylvania, as a Lender
|
|
By:
|
/s/ Debra L. McAllonis
|
|
Name:Debra L. McAllonis
|
|
Title:Senior Vice President
|
REGIONS BANK, as a Lender
|
|
By:
|
/s/ James D. Anderson
|
|
Name:James D. Anderson
|
|
Title:SVP
|
[
for Lenders requiring two signature blocks
]
|
|
By:
|
|
|
Name:
|
|
Title:
|
CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender
|
|
By:
|
/s/ Robert Hetu
|
|
Name:Robert Hetu
|
|
Title:Authorized Signatory
|
|
|
By:
|
/s/ Warren Van Heyst
|
|
Name:Warren Van Heyst
|
|
Title:Authorized Signatory
|
Siemens Financial Services, Inc, as a Lender
|
|
By:
|
/s/ Jeffery B. Iervese
|
|
Name:Jeffery B. Iervese
|
|
Title:Vice President
|
|
|
By:
|
/s/ John Finore
|
|
Name:John Finore
|
|
Title:Vice President
|
CREDIT AGRICOLE CORPORATE & INVESTMENT BANK
|
|
By:
|
/s/ Stephane Publie
|
|
Name:Stephane Publie
|
|
Title:Managing Director
|
|
|
By:
|
/s/ Brad Matthews
|
|
Name:Brad Matthews
|
|
Title:Director
|
The Huntington National Bank, as a Lender
|
|
By:
|
/s/ Paul Weybrecht
|
|
Name:Paul Weybrecht
|
|
Title:Vice President
|
JFIN REVOLVER CLO 2014 LTD.
By: Jefferies Finance LLC, as Portfolio Manager
|
|
By:
|
/s/ J. Paul McDonnell
|
|
Name:J. Paul McDonnell
|
|
Title:Managing Director
|
JFIN REVOLVER CLO 2015
By: Jefferies Finance LLC, as Portfolio Manager
|
|
By:
|
/s/ J. Paul McDonnell
|
|
Name:J. Paul McDonnell
|
|
Title:Managing Director
|
JFIN REVOLVER CLO 2015 II
By: Jefferies Finance LLC, as Portfolio Manager
|
|
By:
|
/s/ J. Paul McDonnell
|
|
Name:J. Paul McDonnell
|
|
Title:Managing Director
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Cliffs Natural Resources Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)), for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected or is reasonably likely to materially affect the registrant’s internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
July 28, 2016
|
|
By:
|
|
/s/ Lourenco Goncalves
|
|
|
|
|
|
Lourenco Goncalves
|
|
|
|
|
|
Chairman, President and Chief Executive Officer
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Cliffs Natural Resources Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)), for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected or is reasonably likely to materially affect the registrant’s internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
July 28, 2016
|
|
By:
|
|
/s/ P. Kelly Tompkins
|
|
|
|
|
|
P. Kelly Tompkins
|
|
|
|
|
|
Executive Vice President & Chief Financial Officer
|
|
|
|
|
|
|
(1)
|
The Form 10-Q fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and
|
(2)
|
The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods expressed in the Form 10-Q.
|
Date:
|
|
July 28, 2016
|
|
|
|
|
|
|
|
By:
|
/s/ Lourenco Goncalves
|
|
|
|
Lourenco Goncalves
|
|
|
|
Chairman, President and Chief Executive Officer
|
(1)
|
The Form 10-Q fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and
|
(2)
|
The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods expressed in the Form 10-Q.
|
Date:
|
|
July 28, 2016
|
|
|
|
|
|
|
|
By:
|
/s/ P. Kelly Tompkins
|
|
|
|
P. Kelly Tompkins
|
|
|
|
Executive Vice President & Chief Financial Officer
|
|
|
|
|
(A)
|
The total number of violations of mandatory health or safety standards that could significantly and substantially contribute to the cause and effect of a coal or other mine safety or health hazard under section 104 of the FMSH Act (30 U.S.C. 814) for which the operator received a citation from MSHA;
|
(B)
|
The total number of orders issued under section 104(b) of the FMSH Act (30 U.S.C. 814(b));
|
(C)
|
The total number of citations and orders for unwarrantable failure of the mine operator to comply with mandatory health or safety standards under section 104(d) of the FMSH Act (30 U.S.C. 814(d));
|
(D)
|
The total number of imminent danger orders issued under section 107(a) of the FMSH Act (30 U.S.C. 817(a));
|
(E)
|
The total dollar value of proposed assessments from MSHA under the FMSH Act (30 U.S.C. 801 et seq.);
|
(F)
|
Legal actions pending before the Federal Mine Safety and Health Review Commission involving such coal or other mine as of the last day of the period;
|
(G)
|
Legal actions initiated before the Federal Mine Safety and Health Review Commission involving such coal or other mine during the period; and
|
(H)
|
Legal actions resolved before the Federal Mine Safety and Health Review Commission involving such coal or other mine during the period.
|
|
|
|
Three Months Ended March 31, 2016
|
|||||||||||||||||||||||
|
|
|
(A)
|
|
(B)
|
|
(C)
|
|
(D)
|
|
(E)
|
|
(F)
|
|
(G)
|
|
(H)
|
|||||||||
Mine Name/ MSHA ID No.
|
Operation
|
|
Section 104 S&S Citations
|
|
Section 104(b) Orders
|
|
Section 104(d) Citations & Orders
|
|
Section 107(a) Orders
|
|
Total Dollar Value of MSHA Proposed Assessments (1)
|
|
Legal Actions Pending as of Last Day of Period
|
|
Legal Actions Initiated During Period
|
|
Legal Actions Resolved During Period
|
|||||||||
Tilden / 2000422
|
Iron Ore
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
12
|
|
(2)
|
2
|
|
|
—
|
|
Empire / 2001012
|
Iron Ore
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11
|
|
(3)
|
3
|
|
|
—
|
|
|
Northshore Plant / 2100831
|
Iron Ore
|
|
7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
58,650
|
|
|
3
|
|
(4)
|
—
|
|
|
3
|
|
|
Northshore Mine / 2100209
|
Iron Ore
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Hibbing / 2101600
|
Iron Ore
|
|
11
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
55,515
|
|
|
6
|
|
(5)
|
5
|
|
|
4
|
|
|
United Taconite Plant / 2103404
|
Iron Ore
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
United Taconite Mine / 2103403
|
Iron Ore
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7
|
|
(6)
|
—
|
|
|
—
|
|
(1)
|
Amounts included under the heading “Total Dollar Value of MSHA Proposed Assessments” are the total dollar amounts for proposed assessments received from MSHA for the three months ended
June 30, 2016
.
|
(2)
|
This number consists of 10 pending legal actions related to contests of proposed penalties referenced in Subpart C of FMSH Act's procedural rules, 1 appeal of judges' decisions or orders to the Federal Mine Safety and Health Review Commission referenced in Subpart H of FMSH Act's procedural rules, and 1 pending legal action related to complaints of discharge, discrimination, or interference referenced in Subpart E of FMSH Act's procedural rules.
|
(3)
|
This number consists of 10 pending legal actions related to contests of proposed penalties referenced in Subpart C of FMSH Act's procedural rules and 1 pending legal action related to complaints of discharge, discrimination, or interference referenced in Subpart E of FMSH Act's procedural rules.
|
(4)
|
This number consists of 3 pending legal actions related to contests of proposed penalties referenced in Subpart C of FMSH Act's procedural rules.
|
(5)
|
This number consists of 4 pending legal actions related to contests of proposed penalties referenced in Subpart C of FMSH Act's procedural rules and 2 pending legal actions related to contests of citations and orders referenced in Subpart B of FMSH Act's procedural rules.
|
(6)
|
This number consists of 2 pending legal actions related to contests of proposed penalties referenced in Subpart C of FMSH Act's procedural rules, 1 pending legal action related to complaints of discharge, discrimination, or interference referenced in Subpart E of FMSH Act's procedural rules, and 4 pending legal actions related to contests of citations and orders referenced in Subpart B of FMSH Act's procedural rules.
|