Delaware
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25-1897152
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(State of Incorporation)
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(I.R.S. Employer Identification No.)
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Title of Each Class
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Name of Exchange on which Registered
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United States Steel Corporation
Common Stock, par value $1.00
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New York Stock Exchange, Chicago Stock Exchange
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Large accelerated filer
þ
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Accelerated filer
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Non-accelerated filer
(Do not check if a smaller reporting company)
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Smaller reporting company
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Item 1.
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Item 1A
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Item 1B
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Item 2.
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Item 3.
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Item 4.
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Item 5.
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Item 6.
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Item 7.
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Item 7A
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Item 8.
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Item 9.
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Item 9A
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Item 9B
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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Item 15.
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TOTAL NUMBER OF PAGES
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109
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(Dollars in millions, excluding intersegment sales)
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2013
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2012
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2011
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||||||
Flat-rolled
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$
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11,572
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$
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12,908
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$
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12,367
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USSE
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2,941
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2,949
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4,306
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|||
Tubular
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2,772
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3,283
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3,034
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|||
Total sales from reportable segments
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17,285
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19,140
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19,707
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|||
Other Businesses
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139
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188
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177
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|||
Net sales
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$
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17,424
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$
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19,328
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$
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19,884
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Year Ended December 31,
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||||||||||
(Dollars in Millions)
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2013
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2012
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|
2011
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||||||
Flat-rolled
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$
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105
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$
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400
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$
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469
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USSE
(b)
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28
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34
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(162
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)
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|||
Tubular
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190
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366
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316
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|||
Total income from reportable segments
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323
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|
800
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|
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623
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|||
Other Businesses
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77
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55
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46
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|||
Reportable segments and Other Businesses income from operations
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400
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855
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669
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|||
Postretirement benefit expenses
(c)
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(221
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)
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(297
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)
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(386
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)
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|||
Other items not allocated to segments:
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||||||
Impairment of goodwill (
Note 11
)
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(1,806
|
)
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—
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|
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—
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|||
Restructuring and other charges (
Note 23
)
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(248
|
)
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|
—
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|
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—
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|||
Environmental remediation charge
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|
(32
|
)
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|
—
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(18
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)
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|||
Write-off of equity investment (
Note 9
)
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(16
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)
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—
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—
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|||
Supplier contract dispute settlement
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23
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15
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—
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|||
Net loss on the sale of assets (
Note 4
)
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—
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(310
|
)
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—
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|||
Labor agreement lump sum payments (
Note 15
)
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—
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|
|
(35
|
)
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—
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|||
Property tax settlements
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—
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19
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—
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|||
Total (loss) income from operations
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$
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(1,900
|
)
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$
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247
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$
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265
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(a)
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See Note 3 to the Consolidated Financial Statements for reconciliations and other disclosures required by Accounting Standards Codification Topic 280.
|
(b)
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Includes the results of USSS through the disposition date of January 31, 2012. See Note 4 to the Consolidated Financial Statements for further details.
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(c)
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Consists of the net periodic benefit cost elements, other than service cost and amortization of prior service cost for active employees, associated with our pension, retiree health care and life insurance benefit plans.
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(a)
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Amounts prior to 2011 have been restated to reflect a change in our segment allocation methodology for postretirement benefit expenses.
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(Thousands of Tons)
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Flat-rolled
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USSE
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Tubular
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Total
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||||
Product—2013
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|
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|
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||||
Hot-rolled Sheets
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5,028
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1,426
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|
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—
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6,454
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Cold-rolled Sheets
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4,347
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553
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|
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—
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4,900
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Coated Sheets
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3,599
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762
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|
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—
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4,361
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Tin Mill Products
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1,204
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385
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|
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—
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1,589
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Oil country tubular goods (OCTG)
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—
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|
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—
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1,370
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1,370
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Standard and line pipe
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—
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69
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|
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264
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|
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333
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|
Semi-finished and Plates
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466
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|
|
805
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|
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—
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1,271
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Other
|
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—
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|
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—
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123
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123
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TOTAL
|
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14,644
|
|
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4,000
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|
|
1,757
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20,401
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Memo: Intersegment Shipments from Flat-rolled to Tubular
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||||
Hot-rolled sheets
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923
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|
|
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Rounds
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776
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Product—2012
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|
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||||
Hot-rolled Sheets
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5,733
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1,197
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|
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—
|
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6,930
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|
Cold-rolled Sheets
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4,476
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558
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|
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—
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5,034
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Coated Sheets
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3,490
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|
|
772
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|
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—
|
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4,262
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|
Tin Mill Products
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1,220
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|
|
388
|
|
|
—
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|
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1,608
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Oil country tubular goods (OCTG)
|
|
—
|
|
|
—
|
|
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1,339
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|
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1,339
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|
Standard and line pipe
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|
—
|
|
|
82
|
|
|
396
|
|
|
478
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|
Semi-finished and Plates
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|
1,055
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|
|
819
|
|
|
—
|
|
|
1,874
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|
Other
|
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—
|
|
|
—
|
|
|
151
|
|
|
151
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TOTAL
|
|
15,974
|
|
|
3,816
|
|
|
1,886
|
|
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21,676
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Memo: Intersegment Shipments from Flat-rolled to Tubular
|
|
|
|
|
|
|
|
|
||||
Hot-rolled sheets
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|
938
|
|
|
|
|
|
|
|
|||
Rounds
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|
865
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|
|
|
|
|
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|
|||
Memo: Intersegment Shipments from USSE to Flat-rolled
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|
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||||
Slabs
|
|
249
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|
|
|
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|
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|||
Product—2011
|
|
|
|
|
|
|
|
|
||||
Hot-rolled Sheets
|
|
5,421
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|
|
1,940
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|
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—
|
|
|
7,361
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|
Cold-rolled Sheets
|
|
4,311
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|
|
707
|
|
|
—
|
|
|
5,018
|
|
Coated Sheets
|
|
3,136
|
|
|
816
|
|
|
—
|
|
|
3,952
|
|
Tin Mill Products
|
|
1,177
|
|
|
528
|
|
|
—
|
|
|
1,705
|
|
Oil country tubular goods (OCTG)
|
|
—
|
|
|
—
|
|
|
1,276
|
|
|
1,276
|
|
Standard and line pipe
|
|
—
|
|
|
8
|
|
|
408
|
|
|
416
|
|
Semi-finished, Bars and Plates
|
|
1,464
|
|
|
865
|
|
|
—
|
|
|
2,329
|
|
Other
|
|
—
|
|
|
68
|
|
|
128
|
|
|
196
|
|
TOTAL
|
|
15,509
|
|
|
4,932
|
|
|
1,812
|
|
|
22,253
|
|
Memo: Intersegment Shipments from Flat-rolled to Tubular
|
|
|
|
|
|
|
|
|
||||
Hot-rolled sheets
|
|
1,554
|
|
|
|
|
|
|
|
|||
Rounds
|
|
686
|
|
|
|
|
|
|
|
|||
Memo: Intersegment Shipments from USSE to Flat-rolled
|
|
|
|
|
|
|
|
|
||||
Slabs
|
|
71
|
|
|
|
|
|
|
|
(Thousands of Tons)
|
|
Flat-rolled
|
|
USSE
|
|
Tubular
|
|
Total
|
||||
Major Market – 2013
|
|
|
|
|
|
|
|
|
||||
Steel Service Centers
|
|
2,721
|
|
|
560
|
|
|
—
|
|
|
3,281
|
|
Further Conversion – Trade Customers
|
|
4,409
|
|
|
286
|
|
|
—
|
|
|
4,695
|
|
– Joint Ventures
|
|
1,664
|
|
|
—
|
|
|
—
|
|
|
1,664
|
|
Transportation (Including Automotive)
|
|
2,480
|
|
|
709
|
|
|
—
|
|
|
3,189
|
|
Construction and Construction Products
|
|
773
|
|
|
1,501
|
|
|
132
|
|
|
2,406
|
|
Containers
|
|
1,259
|
|
|
393
|
|
|
—
|
|
|
1,652
|
|
Appliances and Electrical Equipment
|
|
666
|
|
|
275
|
|
|
—
|
|
|
941
|
|
Oil, Gas and Petrochemicals
|
|
—
|
|
|
15
|
|
|
1,540
|
|
|
1,555
|
|
Exports from the United States
|
|
365
|
|
|
—
|
|
|
85
|
|
|
450
|
|
All Other
|
|
307
|
|
|
261
|
|
|
—
|
|
|
568
|
|
TOTAL
|
|
14,644
|
|
|
4,000
|
|
|
1,757
|
|
|
20,401
|
|
Major Market – 2012
|
|
|
|
|
|
|
|
|
||||
Steel Service Centers
|
|
2,882
|
|
|
567
|
|
|
—
|
|
|
3,449
|
|
Further Conversion – Trade Customers
|
|
5,119
|
|
|
310
|
|
|
—
|
|
|
5,429
|
|
– Joint Ventures
|
|
1,823
|
|
|
—
|
|
|
—
|
|
|
1,823
|
|
Transportation (Including Automotive)
|
|
2,511
|
|
|
650
|
|
|
—
|
|
|
3,161
|
|
Construction and Construction Products
|
|
869
|
|
|
1,350
|
|
|
144
|
|
|
2,363
|
|
Containers
|
|
1,290
|
|
|
387
|
|
|
—
|
|
|
1,677
|
|
Appliances and Electrical Equipment
|
|
727
|
|
|
272
|
|
|
—
|
|
|
999
|
|
Oil, Gas and Petrochemicals
|
|
—
|
|
|
20
|
|
|
1,601
|
|
|
1,621
|
|
Exports from the United States
|
|
409
|
|
|
—
|
|
|
141
|
|
|
550
|
|
All Other
|
|
344
|
|
|
260
|
|
|
—
|
|
|
604
|
|
TOTAL
|
|
15,974
|
|
|
3,816
|
|
|
1,886
|
|
|
21,676
|
|
Major Market – 2011
|
|
|
|
|
|
|
|
|
||||
Steel Service Centers
|
|
2,988
|
|
|
943
|
|
|
—
|
|
|
3,931
|
|
Further Conversion – Trade Customers
|
|
4,805
|
|
|
539
|
|
|
(6
|
)
|
|
5,338
|
|
– Joint Ventures
|
|
1,803
|
|
|
—
|
|
|
—
|
|
|
1,803
|
|
Transportation (Including Automotive)
|
|
2,268
|
|
|
707
|
|
|
—
|
|
|
2,975
|
|
Construction and Construction Products
|
|
870
|
|
|
1,622
|
|
|
128
|
|
|
2,620
|
|
Containers
|
|
1,221
|
|
|
525
|
|
|
—
|
|
|
1,746
|
|
Appliances and Electrical Equipment
|
|
650
|
|
|
328
|
|
|
—
|
|
|
978
|
|
Oil, Gas and Petrochemicals
|
|
—
|
|
|
14
|
|
|
1,526
|
|
|
1,540
|
|
Exports from the United States
|
|
572
|
|
|
—
|
|
|
164
|
|
|
736
|
|
All Other
|
|
332
|
|
|
254
|
|
|
—
|
|
|
586
|
|
TOTAL
|
|
15,509
|
|
|
4,932
|
|
|
1,812
|
|
|
22,253
|
|
North American Operations
|
|
|
|
|
|
|
|
||
Property
|
|
Location
|
|
Products and Services
|
Gary Works
|
|
Gary, Indiana
|
|
Slabs; Sheets; Tin mill; Strip mill plate; Coke
|
Midwest Plant
|
|
Portage, Indiana
|
|
Sheets; Tin mill
|
East Chicago Tin
|
|
East Chicago, Indiana
|
|
Sheets; Tin mill
|
Great Lakes Works
|
|
Ecorse and River Rouge, Michigan
|
|
Slabs; Sheets
|
Mon Valley Works
|
|
|
|
|
Irvin Plant
|
|
West Mifflin, Pennsylvania
|
|
Sheets
|
Edgar Thomson Plant
|
|
Braddock, Pennsylvania
|
|
Slabs
|
Fairless Plant
|
|
Fairless Hills, Pennsylvania
|
|
Galvanized sheets
|
Clairton Plant
|
|
Clairton, Pennsylvania
|
|
Coke
|
Granite City Works
|
|
Granite City, Illinois
|
|
Slabs; Sheets; Coke
|
Lake Erie Works
|
|
Nanticoke, Ontario, Canada
|
|
Slabs; Sheets; Coke
|
Hamilton Works
|
|
Hamilton, Ontario, Canada
|
|
Sheets; Coke
|
Fairfield Works
|
|
Fairfield, Alabama
|
|
Slabs; Rounds; Sheets; Seamless Tubular
|
USS-POSCO Industries
(a)
|
|
Pittsburg, California
|
|
Sheets; Tin mill
|
PRO-TEC Coating Company
(a)
|
|
Leipsic, Ohio
|
|
Galvanized and high strength annealed sheets
|
Double Eagle Steel Coating Company
(a)
|
|
Dearborn, Michigan
|
|
Galvanized sheets
|
Double G Coatings Company, L.P.
(a)
|
|
Jackson, Mississippi
|
|
Galvanized and Galvalume
®
sheets
|
Worthington Specialty Processing
(a)
|
|
Jackson, Canton and Taylor, Michigan
|
|
Steel processing
|
Feralloy Processing Company
(a)
|
|
Portage, Indiana
|
|
Steel processing
|
Chrome Deposit Corporation
(a)
|
|
Various
|
|
Roll processing
|
Acero Prime, S.R.L. de C.V.
(a)
|
|
San Luis Potosi, Ramos Arizpe, and Toluca, Mexico
|
|
Steel processing; warehousing; logistical services
|
Baycoat Limited Partnership
(a)
|
|
Hamilton, Ontario, Canada
|
|
Steel processing
|
D.C. Chrome Limited
(a)
|
|
Stony Creek, Ontario, Canada
|
|
Roll processing
|
Lorain Tubular Operations
|
|
Lorain, Ohio
|
|
Seamless Tubular
|
Lone Star Tubular
|
|
Lone Star, Texas
|
|
Welded Tubular
|
Bellville Tubular Operations
|
|
Bellville, Texas
|
|
Welded Tubular
|
McKeesport Tubular Operations
|
|
McKeesport, Pennsylvania
|
|
Welded Tubular
|
Wheeling Machine Products
|
|
Pine Bluff, Arkansas and Hughes Springs, Texas
|
|
Tubular couplings
|
Tubular Processing
|
|
Houston, Texas
|
|
Tubular processing
|
Offshore Operations
|
|
Houston, Texas
|
|
Tubular threading, inspection, accessories and storage services
|
Patriot Premium Threading Services
(a)
|
|
Midland, Texas
|
|
Tubular threading, accessories and premium connections
|
United Spiral Pipe, LLC
(a)
|
|
Pittsburg, California
|
|
Spiral Welded Tubular
|
Minntac Iron Ore Operations
|
|
Mt. Iron, Minnesota
|
|
Iron ore pellets
|
Keetac Iron Ore Operations
|
|
Keewatin, Minnesota
|
|
Iron ore pellets
|
(a)
|
Equity investee
|
North American Operations (Continued)
|
|
|
||
|
|
|
||
Property
|
|
Location
|
|
Products and Services
|
Hibbing Taconite Company
(a)
|
|
Hibbing, Minnesota
|
|
Iron ore pellets
|
Tilden Mining Company
(a)
|
|
Ishpeming, Michigan
|
|
Iron ore pellets
|
Transtar
|
|
Alabama, Indiana, Michigan, Ohio, Pennsylvania, Texas
|
|
Railroad operations
|
Other Operations
|
||||
|
|
|
||
Property
|
|
Location
|
|
Products and Services
|
U. S. Steel Košice
|
|
Košice, Slovakia
|
|
Slabs; Sheets; Tin mill; Strip mill plate; Tubular; Coke; Radiators; Refractories
|
Apolo Tubulars S.A.
(a)
|
|
Lorena, Sao Paulo, Brazil
|
|
Welded Tubular
|
(a)
|
Equity Investee
|
Year ended
December 31,
|
|
Opening
Number of
Claims
|
|
Claims
Dismissed,
Settled and
Resolved
|
|
New Claims
|
|
Closing Number
of Claims
|
|
Amounts Paid to
Resolve Claims
(in millions)
|
2011
|
|
3,090
|
|
130
|
|
275
|
|
3,235
|
|
$8
|
2012
|
|
3,235
|
|
190
|
|
285
|
|
3,330
|
|
$15
|
2013
|
|
3,330
|
|
250
|
|
240
|
|
3,320
|
|
$11
|
Name
|
|
Age
|
|
Title
|
|
Executive Officer
Since
|
George F. Babcoke
|
|
57
|
|
Senior Vice President – European Operations & Global Safety, President - USSK
|
|
March 1, 2008
|
Anthony R. Bridge
|
|
59
|
|
Vice President – Engineering and Technology
|
|
February 25, 2014
|
David L. Britten
|
|
53
|
|
Senior Vice President – Tubular Operations
|
|
June 10, 2013
|
Larry T. Brockway
|
|
54
|
|
Senior Vice President, Chief Risk Officer and Treasurer
|
|
August 1, 2011
|
David B. Burritt
|
|
58
|
|
Executive Vice President & Chief Financial Officer
|
|
September 1, 2013
|
Suzanne Rich Folsom
|
|
52
|
|
General Counsel and Senior Vice President - Governmental Affairs
|
|
January 27, 2014
|
Mario Longhi
|
|
59
|
|
President and Chief Executive Officer
|
|
July 2, 2012
|
Douglas R. Matthews
|
|
48
|
|
Senior Vice President – North American Flat-Rolled Operations
|
|
July 2, 2012
|
Susan M. Suver
|
|
54
|
|
Senior Vice President – Human Resources and Administration
|
|
November 1, 2007
|
Michael S. Williams
|
|
53
|
|
Senior Vice President – Strategic Planning & Business Development
|
|
July 2, 2012
|
Gregory A. Zovko
|
|
52
|
|
Vice President & Controller
|
|
April 1, 2009
|
Dollars in millions (except per share data)
|
||||||||||||||||||||
|
|
2013
|
|
2012
|
|
2011
|
|
2010
|
|
2009
|
||||||||||
Statement of Operations Data:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
(a)
|
|
$
|
17,424
|
|
|
$
|
19,328
|
|
|
$
|
19,884
|
|
|
$
|
17,374
|
|
|
$
|
11,048
|
|
(Loss) income from operations
(b)
|
|
(1,900
|
)
|
|
247
|
|
|
265
|
|
|
(111
|
)
|
|
(1,684
|
)
|
|||||
Net (loss) income attributable to United States Steel Corporation
(b)
|
|
(1,672
|
)
|
|
(124
|
)
|
|
(53
|
)
|
|
(482
|
)
|
|
(1,401
|
)
|
|||||
Per Common Share Data:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net (loss) income attributable to United States Steel Corporation
(c)
– basic
|
|
$
|
(11.56
|
)
|
|
$
|
(0.86
|
)
|
|
$
|
(0.37
|
)
|
|
$
|
(3.36
|
)
|
|
$
|
(10.42
|
)
|
– diluted
|
|
(11.56
|
)
|
|
(0.86
|
)
|
|
(0.37
|
)
|
|
(3.36
|
)
|
|
(10.42
|
)
|
|||||
Dividends per share declared and paid
|
|
0.20
|
|
|
0.20
|
|
|
0.20
|
|
|
0.20
|
|
|
0.45
|
|
|||||
Balance Sheet Data – December 31:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total assets
(d)
|
|
$
|
13,143
|
|
|
$
|
15,217
|
|
|
$
|
16,073
|
|
|
$
|
15,350
|
|
|
$
|
15,422
|
|
Capitalization:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Debt
(e)
|
|
$
|
3,939
|
|
|
$
|
3,938
|
|
|
$
|
4,228
|
|
|
$
|
3,733
|
|
|
$
|
3,364
|
|
United States Steel Corporation stockholders’ equity
|
|
3,348
|
|
|
3,477
|
|
|
3,500
|
|
|
3,851
|
|
|
4,676
|
|
|||||
Total capitalization
|
|
$
|
7,287
|
|
|
$
|
7,415
|
|
|
$
|
7,728
|
|
|
$
|
7,584
|
|
|
$
|
8,040
|
|
(a)
|
For discussion of changes between the years
2013
,
2012
and
2011
, see “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.” The increase in net sales from 2010 to 2011 resulted mainly from increased volume and price due to improving domestic economic and energy market conditions. The increase in net sales from 2009 to 2010 resulted mainly from increased shipments and higher average realized prices due to the improving economic conditions.
|
(b)
|
For discussion of changes between the years
2013
,
2012
and
2011
, see “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.” The improvement from 2010 to 2011 resulted mainly from increased volume and price due to improving domestic economic and energy market conditions partially offset by increased raw materials, facility repairs and maintenance and other operating costs. The increase from 2009 to 2010 mainly resulted from higher prices and shipments due to the improving economic conditions as well as operating efficiencies due to increased capability utilization and reduced energy costs. These increases were partially offset by higher raw materials costs as well as increased costs for facility repair and maintenance costs due to more extensive structural inspection and repair activities in 2010.
|
(c)
|
See Note 6 to the Consolidated Financial Statements for the basis of calculating earnings per share.
|
(d)
|
For discussion of changes between the years
2013
and
2012
see “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.”
|
(e)
|
For discussion of changes between the years
2013
and
2012
see “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.” The decrease from 2011 to 2012 was mainly due to the redemption of our $300 million 5.65% Senior Notes due 2013. The increase from 2010 to 2011 was mainly due to outstanding borrowings of $380 million under our Receivables Purchase Agreement and outstanding borrowings under USSK’s unsecured revolving credit facilities. The increase from 2009 to 2010 was mainly due to the issuance of $600 million of 7.375% Senior Notes due April 1, 2020 and the issuance of $70 million of 6.75% Recovery Zone Facility Bonds with a maturity date of 2040 partially offset by the repayment of the outstanding borrowings under USSK’s unsecured revolving credit facilities.
|
|
|
Hypothetical Rate
Increase (Decrease)
|
||||||
(In millions)
|
|
1%
|
|
(1)%
|
||||
Expected return on plan assets
|
|
|
|
|
||||
Incremental (decrease) increase in:
|
|
|
|
|
||||
Net periodic pension costs for 2014
|
|
$
|
(100
|
)
|
|
$
|
100
|
|
Discount rate
|
|
|
|
|
||||
Incremental (decrease) increase in:
|
|
|
|
|
||||
Net periodic pension & other benefits costs for 2014
|
|
$
|
(39
|
)
|
|
$
|
55
|
|
Pension & other benefits obligations at December 31, 2013
|
|
$
|
(1,191
|
)
|
|
$
|
1,418
|
|
Health care cost escalation trend rates
|
|
|
|
|
||||
Incremental increase (decrease) in:
|
|
|
|
|
||||
Other postretirement benefit obligations
|
|
$
|
191
|
|
|
$
|
(161
|
)
|
Service and interest costs components
|
|
$
|
10
|
|
|
$
|
(8
|
)
|
(Dollars in millions, excluding intersegment sales)
|
|
2013
|
|
2012
|
|
2011
|
||||||
Flat-rolled
|
|
$
|
11,572
|
|
|
$
|
12,908
|
|
|
$
|
12,367
|
|
USSE
|
|
2,941
|
|
|
2,949
|
|
|
4,306
|
|
|||
Tubular
|
|
2,772
|
|
|
3,283
|
|
|
3,034
|
|
|||
Total sales from reportable segments
|
|
17,285
|
|
|
19,140
|
|
|
19,707
|
|
|||
Other Businesses
|
|
139
|
|
|
188
|
|
|
177
|
|
|||
Net sales
|
|
$
|
17,424
|
|
|
$
|
19,328
|
|
|
$
|
19,884
|
|
(a)
|
Excludes intersegment sales
|
(b)
|
Foreign currency translation effects
|
(a)
|
Excludes intersegment sales
|
(b)
|
Foreign currency translation effects
|
|
|
Year Ended December 31
|
||||||||||
(Dollars in millions)
|
|
2013
|
|
2012
|
|
2011
|
||||||
Allocated to segment results
|
|
$
|
31
|
|
|
$
|
53
|
|
|
$
|
37
|
|
|
|
Severance
|
|
Exit
|
|
Accelerated
|
|
||||||
(in millions)
|
|
Accrual
|
|
Costs
|
|
Depreciation
|
|
||||||
|
|
|
|
|
|
|
|
||||||
Balance at December 31, 2012
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
||||||
Additional charges
|
|
16
|
|
(a)
|
6
|
|
(b)
|
222
|
|
(c)
|
|||
Cash payments/utilization
|
|
—
|
|
|
—
|
|
|
(222
|
)
|
|
|||
Other adjustments and re-classes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|||
|
|
|
|
|
|
|
|
||||||
Balance at December 31, 2013
|
|
$
|
16
|
|
|
$
|
6
|
|
|
$
|
—
|
|
|
|
|
Year Ended December 31,
|
||||||||||
(Dollars in Millions)
|
|
2013
|
|
2012
|
|
2011
|
||||||
Flat-rolled
|
|
$
|
105
|
|
|
$
|
400
|
|
|
$
|
469
|
|
USSE
(b)
|
|
28
|
|
|
34
|
|
|
(162
|
)
|
|||
Tubular
|
|
190
|
|
|
366
|
|
|
316
|
|
|||
Total income from reportable segments
|
|
323
|
|
|
800
|
|
|
623
|
|
|||
Other Businesses
|
|
77
|
|
|
55
|
|
|
46
|
|
|||
Reportable segments and Other Businesses income from operations
|
|
400
|
|
|
855
|
|
|
669
|
|
|||
Postretirement benefit expenses
(c)
|
|
(221
|
)
|
|
(297
|
)
|
|
(386
|
)
|
|||
Other items not allocated to segments:
|
|
|
|
|
|
|
||||||
Impairment of goodwill
(Note 11)
|
|
(1,806
|
)
|
|
—
|
|
|
—
|
|
|||
Restructuring and other charges (
Note 23
)
|
|
(248
|
)
|
|
—
|
|
|
—
|
|
|||
Environmental remediation charge
|
|
(32
|
)
|
|
—
|
|
|
(18
|
)
|
|||
Write-off of equity investment (
Note 9
)
|
|
(16
|
)
|
|
—
|
|
|
—
|
|
|||
Supplier contract dispute settlement
|
|
23
|
|
|
15
|
|
|
—
|
|
|||
Net loss on the sale of assets
(Note 4)
|
|
—
|
|
|
(310
|
)
|
|
—
|
|
|||
Labor agreement lump sum payments
(Note 15)
|
|
—
|
|
|
(35
|
)
|
|
—
|
|
|||
Property tax settlements
|
|
—
|
|
|
19
|
|
|
—
|
|
|||
Total (loss) income from operations
|
|
$
|
(1,900
|
)
|
|
$
|
247
|
|
|
$
|
265
|
|
(a)
|
See Note 3 to the Consolidated Financial Statements for reconciliations and other disclosures required by Accounting Standards Codification Topic 280.
|
(b)
|
Includes the results of USSS through the disposition date of January 31, 2012. See Note 4 to the Consolidated Financial Statements.
|
(c)
|
Consists of the net periodic benefit cost elements, other than service cost and amortization of prior service cost for active employees, associated with our pension, retiree health care and life insurance benefit plans.
|
|
|
Year Ended December 31,
|
|||||||
|
|
2013
|
|
2012
|
|
2011
|
|||
Flat-rolled
|
|
7
|
%
|
|
8
|
%
|
|
9
|
%
|
USSE
|
|
7
|
%
|
|
8
|
%
|
|
3
|
%
|
Tubular
|
|
11
|
%
|
|
15
|
%
|
|
14
|
%
|
|
Average Realized Price Per Ton
|
|
Segment Income (Loss) from Operations
(a)
|
|
(a) Amounts prior to 2011 have been restate to reflect a change in our segment allocation methodology for postretirement benefit expenses as disclosed in Note 3 to the Consolidated Financial Statements.
|
|
|
Year ended December 31,
|
||||||
(Dollars in millions except average realized price amounts)
|
|
2012
|
|
2011
|
||||
USSK results
|
|
|
|
|
||||
Income from operations
|
|
$
|
51
|
|
|
$
|
44
|
|
Shipments
(a)
|
|
3,743
|
|
|
3,690
|
|
||
Raw steel production
(a)
|
|
4,434
|
|
|
4,201
|
|
||
Raw steel capability utilization
|
|
88
|
%
|
|
84
|
%
|
||
Average realized price ($/net ton)
|
|
$
|
743
|
|
|
$
|
862
|
|
(a)
|
Thousands of net tons
|
|
|
Year Ended December 31,
|
||||||||||
(Dollars in millions)
|
|
2013
|
|
2012
|
|
2011
|
||||||
Interest income
|
|
$
|
(3
|
)
|
|
$
|
(7
|
)
|
|
$
|
(6
|
)
|
Interest expense
|
|
266
|
|
|
214
|
|
|
190
|
|
|||
Other financial costs
|
|
69
|
|
|
34
|
|
|
54
|
|
|||
Net interest and other financial costs
|
|
$
|
332
|
|
|
$
|
241
|
|
|
$
|
238
|
|
|
|
Year Ended December 31,
|
||||
|
|
2013
|
|
2012
|
||
Accounts Receivable Turnover
|
|
8.6
|
|
|
9.3
|
|
Inventory Turnover
|
|
6.2
|
|
|
6.7
|
|
|
|
Year Ended December 31,
|
||||||||||
(Dollars in millions)
|
|
2013
|
|
2012
|
|
2011
|
||||||
Voluntary contributions to main defined benefit pension plan
(a)
|
|
$
|
145
|
|
|
$
|
140
|
|
|
$
|
140
|
|
Required contributions to other defined benefit pension plans
|
|
82
|
|
|
94
|
|
|
90
|
|
|||
Other employee benefits payments not funded by trusts
|
|
137
|
|
|
303
|
|
|
309
|
|
|||
Contributions to trusts for retiree health care and life insurance
(b)
|
|
10
|
|
|
76
|
|
|
—
|
|
|||
Payments to a multiemployer pension plan
|
|
74
|
|
|
69
|
|
|
63
|
|
|||
Pension related payments not funded by trusts
(c)
|
|
30
|
|
|
25
|
|
|
24
|
|
|||
Reductions in cash flows from operating activities
|
|
$
|
478
|
|
|
$
|
707
|
|
|
$
|
626
|
|
(a)
|
Includes a contribution in 2013 related to the payment of Pension Benefit Guarantee Corporation (PBGC) fees.
|
(b)
|
Includes $75 million of contributions in 2012 to a restricted account within our trust for represented retiree health care and life insurance benefits as required by collective bargaining agreements.
|
(c)
|
Includes a one time payment of $5 million in 2012 related to fees paid by the Company on behalf of the main defined benefit pension plan.
|
(Dollars in millions)
|
|
||
Cash and cash equivalents
|
$
|
604
|
|
Amount available under $875 Million Credit Facility
|
788
|
|
|
Amount available under Receivables Purchase Agreement
|
572
|
|
|
Amounts available under USSK credit facilities
|
314
|
|
|
Total estimated liquidity
|
$
|
2,278
|
|
(Dollars in millions)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
Payments Due by Period
|
|
||||||||||||||
Contractual Obligations
|
|
Total
|
|
2014
|
|
2015
through 2016 |
|
2017
through 2018 |
|
Beyond
2018 |
|
||||||||||
Long-term debt (including interest) and capital leases
(a)
|
|
$
|
6,046
|
|
|
$
|
568
|
|
|
$
|
715
|
|
|
$
|
1,359
|
|
|
$
|
3,404
|
|
|
Operating leases
(b)
|
|
300
|
|
|
76
|
|
|
134
|
|
|
59
|
|
|
31
|
|
|
|||||
Contractual purchase commitments
(c)
|
|
8,518
|
|
|
5,546
|
|
|
906
|
|
|
623
|
|
|
1,443
|
|
|
|||||
Capital commitments
(d)
|
|
151
|
|
|
120
|
|
|
31
|
|
|
—
|
|
|
—
|
|
|
|||||
Environmental commitments
(d)
|
|
233
|
|
|
17
|
|
|
—
|
|
|
—
|
|
|
216
|
|
(e)
|
|||||
Steelworkers Pension Trust
|
|
430
|
|
(f)
|
80
|
|
|
170
|
|
(f)
|
180
|
|
(f)
|
—
|
|
(f)
|
|||||
Pensions
(g)
|
|
950
|
|
|
85
|
|
|
400
|
|
|
375
|
|
|
90
|
|
|
|||||
Other benefits
|
|
1,515
|
|
(h)
|
310
|
|
|
730
|
|
|
475
|
|
|
—
|
|
(h)
|
|||||
Unrecognized tax positions
|
|
63
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
63
|
|
(e)
|
|||||
Total contractual obligations
|
|
$
|
18,206
|
|
|
$
|
6,802
|
|
|
$
|
3,086
|
|
|
$
|
3,071
|
|
|
$
|
5,247
|
|
|
(a)
|
See Note 14 to the Consolidated Financial Statements.
|
(b)
|
See Note 22 to the Consolidated Financial Statements. Amounts exclude subleases.
|
(c)
|
Reflects contractual purchase commitments under purchase orders and “take or pay” arrangements. “Take or pay” arrangements are primarily for purchases of gases and certain energy and utility services. Additionally, includes coke and steam purchase commitments related to a coke supply agreement with Gateway Energy & Coke Company LLC (See Note 24 to the Consolidated Financial Statements).
|
(d)
|
See Note 24 to the Consolidated Financial Statements.
|
(e)
|
Timing of potential cash flows is not reasonably determinable.
|
(f)
|
While it is difficult to make a prediction of cash requirements beyond the term of the 2012 Labor Agreements with the USW, which expire on September 1, 2015, projected amounts shown through 2018 assume that the current $2.65 contribution rate per hour will apply.
|
(g)
|
Amounts shown represent projected cash requirements for the USSC pension plans, related to a mandated schedule of fixed minimum payments of
C$70 million
(approximately
$67 million
) per year for the four main USSC pension plans that remains in effect until 2016. In 2016, minimum funding requirements under the Pension Benefits Act (PBA) will resume for the four main USSC plans. The amounts shown for 2016, 2017, 2018 and beyond are estimates for the minimum owed by all USSC plans under the PBA for the respective plan years. U.S. dollar equivalents of contributions are based on foreign exchange rates as of December 31, 2013. Projections for 2016, 2017, 2018 and beyond also include estimates of the minimum required contributions to the main domestic defined benefit pension plan which have been estimated assuming future asset performance consistent with our expected long-term earnings rate assumption and that the current low interest rate environment persists.
|
(h)
|
The amounts reflect corporate cash outlays expected for required contributions to benefit trusts and benefit payments expected to be paid from corporate trusts. Contributions include required amounts to the USW VEBA trust (See Note 16 to the Consolidated Financial Statements). The accuracy of this forecast of future cash flows depends on various factors such as actual asset returns, the asset trust mix, medical health care escalation rates and company decisions or restrictions related to our trusts for retiree healthcare and life insurance that impact the timing of the use of trust assets. Projected amounts do not reflect optional drawdowns from the USW VEBA trust if U. S. Steel decides to utilize certain options available under its agreements with the USW. Due to these factors, it is impossible to make a reliable prediction of cash requirements beyond five years and actual amounts experienced may differ significantly from those shown.
|
(Dollars in millions)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
|
Scheduled Reductions by Period
|
|
||||||||||||||||
Commercial Commitments
|
|
Total
|
|
2014
|
|
2015
through 2016 |
|
2017
through 2018 |
|
Beyond
2018 |
|
||||||||||
Standby letters of credit
(a)
|
|
$
|
19
|
|
|
$
|
6
|
|
|
$
|
1
|
|
|
$
|
—
|
|
|
$
|
12
|
|
(b)
|
Surety bonds
(a)
|
|
66
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
66
|
|
(b)
|
|||||
Funded Trusts
(a)
|
|
28
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
28
|
|
(b)
|
|||||
Total commercial commitments
|
|
$
|
113
|
|
|
$
|
6
|
|
|
$
|
1
|
|
|
$
|
—
|
|
|
$
|
106
|
|
|
(a)
|
Reflects a commitment or guarantee for which future cash outflow is not considered likely.
|
(b)
|
Timing of potential cash outflows is not determinable.
|
(Dollars in millions)
|
|
|
|
|
|
|
||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||
North America:
|
|
|
|
|
|
|
||||||
Capital
|
|
$
|
51
|
|
|
$
|
48
|
|
|
$
|
73
|
|
Compliance
|
|
|
|
|
|
|
||||||
Operating & maintenance
|
|
322
|
|
|
347
|
|
|
350
|
|
|||
Remediation
(a)
|
|
56
|
|
|
34
|
|
|
35
|
|
|||
Total North America
|
|
$
|
429
|
|
|
$
|
429
|
|
|
$
|
458
|
|
USSE:
|
|
|
|
|
|
|
||||||
Capital
|
|
$
|
13
|
|
|
$
|
5
|
|
|
$
|
27
|
|
Compliance
|
|
|
|
|
|
|
||||||
Operating & maintenance
|
|
16
|
|
|
14
|
|
|
19
|
|
|||
Remediation
(a)
|
|
9
|
|
|
7
|
|
|
10
|
|
|||
Total USSE
|
|
$
|
38
|
|
|
$
|
26
|
|
|
$
|
56
|
|
Total U. S. Steel
|
|
$
|
467
|
|
|
$
|
455
|
|
|
$
|
514
|
|
(a)
|
These amounts include spending charged against remediation reserves, net of recoveries where permissible, but do not include non-cash provisions recorded for environmental remediation.
|
(Dollars in millions)
|
|
2013
|
|
2012
|
||||
Beginning Balance
|
|
$
|
203
|
|
|
$
|
206
|
|
Plus: Additions
|
|
45
|
|
|
13
|
|
||
Less: Payments
|
|
(15
|
)
|
|
(16
|
)
|
||
Ending Balance
|
|
$
|
233
|
|
|
$
|
203
|
|
(Dollars in millions)
|
|
|
|
|
|
|
|
|
||||||||
|
|
2013
|
|
2012
|
||||||||||||
Non-Derivative Financial Instruments
(a)
|
|
Fair Value
(b)
|
|
Increase in
Fair Value (c) |
|
Fair Value
(b)
|
|
Increase in
Fair Value (c) |
||||||||
Financial assets:
|
|
|
|
|
|
|
|
|
||||||||
Investments and long-term receivables
(d)
|
|
$
|
63
|
|
|
$
|
—
|
|
|
$
|
39
|
|
|
$
|
—
|
|
Financial liabilities:
|
|
|
|
|
|
|
|
|
||||||||
Debt
(e)(f)
|
|
$
|
4,198
|
|
|
$
|
127
|
|
|
$
|
4,113
|
|
|
$
|
128
|
|
(a)
|
Fair values of cash and cash equivalents, current accounts and notes receivable, accounts payable, bank checks outstanding and accrued interest approximate carrying value and are relatively insensitive to changes in interest rates due to the short-term maturity of the instruments. Accordingly, these instruments are excluded from the table.
|
(b)
|
See Note 18 to the Consolidated Financial Statements for carrying value of instruments.
|
(c)
|
Reflects, by class of financial instrument, the estimated incremental effect of a hypothetical 10 percent decrease in interest rates at December 31, 2013 and 2012, on the fair value of U. S. Steel’s non-derivative financial instruments. For financial liabilities, this assumes a 10 percent decrease in the weighted average yield to maturity of U. S. Steel’s long-term debt at December 31, 2013 and December 31, 2012.
|
(d)
|
Fair value was based on Level 2 inputs which were discounted cash flows. U. S. Steel is subject to market risk and liquidity risk related to its investments.
|
(e)
|
Excludes capital lease obligations.
|
(f)
|
Fair value was determined using Level 2 inputs which were derived from quoted market prices and is based on the yield on public debt where available or current borrowing rates available for financings with similar terms and maturities.
|
|
|
United States Steel Corporation
600 Grant Street
Pittsburgh, PA 15219-2800
|
/
S
/ MARIO LONGHI
|
|
/
S
/ DAVID B. BURRITT
|
Mario Longhi
|
|
David B. Burritt
|
President and
Chief Executive Officer
|
|
Executive Vice President and
Chief Financial Officer
|
/
S
/ G
REGORY
A. Z
OVKO
|
|
|
Gregory A. Zovko
|
|
|
Vice President and Controller
|
|
|
|
|
Year Ended December 31,
|
||||||||||
(Dollars in millions, except per share amounts)
|
|
2013
|
|
2012
|
|
2011
|
||||||
Net sales:
|
|
|
|
|
|
|
||||||
Net sales
|
|
$
|
16,269
|
|
|
$
|
18,025
|
|
|
$
|
18,626
|
|
Net sales to related parties
(Note 21)
|
|
1,155
|
|
|
1,303
|
|
|
1,258
|
|
|||
Total
|
|
17,424
|
|
|
19,328
|
|
|
19,884
|
|
|||
Operating expenses (income):
|
|
|
|
|
|
|
||||||
Cost of sales (excludes items shown below)
|
|
16,016
|
|
|
17,630
|
|
|
18,326
|
|
|||
Selling, general and administrative expenses
|
|
610
|
|
|
654
|
|
|
733
|
|
|||
Depreciation, depletion and amortization (
Notes 10 and 11
)
|
|
684
|
|
|
661
|
|
|
681
|
|
|||
Income from investees
|
|
(40
|
)
|
|
(144
|
)
|
|
(85
|
)
|
|||
Impairment of goodwill (
Note 11
)
|
|
1,806
|
|
|
—
|
|
|
—
|
|
|||
Restructuring and other charges (
Note 23
)
|
|
248
|
|
|
—
|
|
|
—
|
|
|||
Net loss (gain) on disposals of assets (
Note 4
)
|
|
—
|
|
|
296
|
|
|
(25
|
)
|
|||
Other income, net
|
|
—
|
|
|
(16
|
)
|
|
(11
|
)
|
|||
Total
|
|
19,324
|
|
|
19,081
|
|
|
19,619
|
|
|||
(Loss) income from operations
|
|
(1,900
|
)
|
|
247
|
|
|
265
|
|
|||
Interest income
|
|
(3
|
)
|
|
(7
|
)
|
|
(6
|
)
|
|||
Interest expense
(Note 5)
|
|
266
|
|
|
214
|
|
|
190
|
|
|||
Other financial costs
(Note 5)
|
|
69
|
|
|
34
|
|
|
54
|
|
|||
Net interest and other financial costs
|
|
332
|
|
|
241
|
|
|
238
|
|
|||
(Loss) income before income taxes and noncontrolling interests
|
|
(2,232
|
)
|
|
6
|
|
|
27
|
|
|||
Income tax (benefit) provision
(Note 8)
|
|
(560
|
)
|
|
131
|
|
|
80
|
|
|||
Net loss
|
|
(1,672
|
)
|
|
(125
|
)
|
|
(53
|
)
|
|||
Less: Net loss attributable to noncontrolling interests
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|||
Net loss attributable to United States Steel Corporation
|
|
$
|
(1,672
|
)
|
|
$
|
(124
|
)
|
|
$
|
(53
|
)
|
Loss per common share
(Note 6)
|
|
|
|
|
|
|
||||||
Net loss per share attributable to United States Steel Corporation shareholders:
|
|
|
|
|
|
|
||||||
— Basic
|
|
(11.56
|
)
|
|
(0.86
|
)
|
|
(0.37
|
)
|
|||
— Diluted
|
|
(11.56
|
)
|
|
(0.86
|
)
|
|
(0.37
|
)
|
|
|
Year Ended December 31,
|
||||||||||
(Dollars in millions)
|
|
2013
|
|
2012
|
|
2011
|
||||||
Net loss
|
|
$
|
(1,672
|
)
|
|
$
|
(125
|
)
|
|
$
|
(53
|
)
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
|
||||||
Changes in foreign currency translation adjustments
|
|
30
|
|
|
114
|
|
|
(44
|
)
|
|||
Changes in pension and other employee benefit accounts
(a)
|
|
1,486
|
|
|
(15
|
)
|
|
(255
|
)
|
|||
Total other comprehensive income (loss), net of tax
|
|
1,516
|
|
|
99
|
|
|
(299
|
)
|
|||
Comprehensive loss including noncontrolling interest
|
|
(156
|
)
|
|
(26
|
)
|
|
(352
|
)
|
|||
Comprehensive loss attributable to noncontrolling interest
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|||
Comprehensive loss attributable to United States Steel Corporation
|
|
$
|
(156
|
)
|
|
$
|
(25
|
)
|
|
$
|
(352
|
)
|
(a)
Related income tax (provision) benefit:
|
|
|
|
|
|
|
||||||
Pension and other benefits adjustments
|
|
$
|
(762
|
)
|
|
$
|
(74
|
)
|
|
$
|
52
|
|
|
|
December 31,
|
||||||
(Dollars in millions)
|
|
2013
|
|
2012
|
||||
Assets
|
|
|
|
|
||||
Current assets:
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
604
|
|
|
$
|
570
|
|
Receivables, less allowance of $53 and $55
|
|
1,818
|
|
|
1,862
|
|
||
Receivables from related parties
(Note 21)
|
|
157
|
|
|
218
|
|
||
Inventories
(Note 7)
|
|
2,688
|
|
|
2,503
|
|
||
Income tax receivable (
Note 8
)
|
|
185
|
|
|
10
|
|
||
Deferred income tax benefits
(Note 8)
|
|
576
|
|
|
293
|
|
||
Other current assets
|
|
50
|
|
|
40
|
|
||
Total current assets
|
|
6,078
|
|
|
5,496
|
|
||
Investments and long-term receivables, less allowance of $3 for both periods
(Note 9)
|
|
621
|
|
|
609
|
|
||
Property, plant and equipment, net
(Note 10)
|
|
5,922
|
|
|
6,408
|
|
||
Intangibles — net
(Note 11)
|
|
271
|
|
|
253
|
|
||
Goodwill
(Note 11)
|
|
4
|
|
|
1,822
|
|
||
Deferred income tax benefits
(Note 8)
|
|
16
|
|
|
302
|
|
||
Other noncurrent assets, less allowance of $7 and $0
|
|
231
|
|
|
327
|
|
||
Total assets
|
|
13,143
|
|
|
$
|
15,217
|
|
|
Liabilities
|
|
|
|
|
||||
Current liabilities:
|
|
|
|
|
||||
Accounts payable and other accrued liabilities
|
|
$
|
1,681
|
|
|
$
|
1,722
|
|
Accounts payable to related parties
(Note 21)
|
|
73
|
|
|
78
|
|
||
Bank checks outstanding
|
|
—
|
|
|
15
|
|
||
Payroll and benefits payable
|
|
974
|
|
|
977
|
|
||
Accrued taxes
(Note 8)
|
|
140
|
|
|
146
|
|
||
Accrued interest
|
|
54
|
|
|
50
|
|
||
Short-term debt and current maturities of long-term debt
(Note 14)
|
|
323
|
|
|
2
|
|
||
Total current liabilities
|
|
3,245
|
|
|
2,990
|
|
||
Long-term debt, less unamortized discount
(Note 14)
|
|
3,616
|
|
|
3,936
|
|
||
Employee benefits
(Note 16)
|
|
2,064
|
|
|
4,416
|
|
||
Deferred income tax liabilities (
Note 8
)
|
|
445
|
|
|
—
|
|
||
Deferred credits and other noncurrent liabilities
|
|
424
|
|
|
397
|
|
||
Total liabilities
|
|
9,794
|
|
|
11,739
|
|
||
Contingencies and commitments
(Note 24)
|
|
|
|
|
||||
Stockholders’ Equity
|
|
|
|
|
||||
Common stock issued — 150,925,911 shares issued (par value $1 per share, authorized 400,000,000 shares)
|
|
151
|
|
|
151
|
|
||
Treasury stock, at cost (6,245,666 shares and 6,643,553 shares)
|
|
(480
|
)
|
|
(521
|
)
|
||
Additional paid-in capital
|
|
3,667
|
|
|
3,652
|
|
||
Retained earnings
|
|
1,762
|
|
|
3,463
|
|
||
Accumulated other comprehensive loss
|
|
(1,752
|
)
|
|
(3,268
|
)
|
||
Total United States Steel Corporation stockholders’ equity
|
|
3,348
|
|
|
3,477
|
|
||
Noncontrolling interests
|
|
1
|
|
|
1
|
|
||
Total liabilities and stockholders’ equity
|
|
13,143
|
|
|
$
|
15,217
|
|
|
|
Year Ended December 31,
|
||||||||||
(Dollars in millions)
|
|
2013
|
|
2012
|
|
2011
|
||||||
Increase (decrease) in cash and cash equivalents
|
|
|
|
|
|
|
||||||
Operating activities:
|
|
|
|
|
|
|
||||||
Net loss
|
|
$
|
(1,672
|
)
|
|
$
|
(125
|
)
|
|
$
|
(53
|
)
|
Adjustments to reconcile net cash (used in) provided by operating activities:
|
|
|
|
|
|
|
||||||
Depreciation, depletion and amortization (
Notes 10 and 11
)
|
|
684
|
|
|
661
|
|
|
681
|
|
|||
Impairment of goodwill (
Note 11
)
|
|
1,806
|
|
|
—
|
|
|
—
|
|
|||
Non-cash restructuring and other charges (
Note 23
)
|
|
248
|
|
|
—
|
|
|
—
|
|
|||
Provision for doubtful accounts
|
|
5
|
|
|
(1
|
)
|
|
3
|
|
|||
Pensions and other postretirement benefits
|
|
(28
|
)
|
|
(181
|
)
|
|
(24
|
)
|
|||
Deferred income taxes
(Note 8)
|
|
(359
|
)
|
|
74
|
|
|
(68
|
)
|
|||
Net loss (gain) on disposal of assets
(Note 4)
|
|
—
|
|
|
296
|
|
|
(25
|
)
|
|||
Currency remeasurement loss/(gain)
|
|
7
|
|
|
(15
|
)
|
|
40
|
|
|||
Distributions received, net of equity investees income
|
|
(27
|
)
|
|
(45
|
)
|
|
(52
|
)
|
|||
Changes in:
|
|
|
|
|
|
|
||||||
Current receivables
|
|
114
|
|
|
246
|
|
|
(424
|
)
|
|||
Inventories
|
|
(201
|
)
|
|
192
|
|
|
(460
|
)
|
|||
Current accounts payable and accrued expenses
|
|
(61
|
)
|
|
(103
|
)
|
|
332
|
|
|||
Income taxes receivable/payable
|
|
(187
|
)
|
|
17
|
|
|
133
|
|
|||
All other, net
|
|
85
|
|
|
119
|
|
|
85
|
|
|||
Net cash provided by operating activities
|
|
414
|
|
|
1,135
|
|
|
168
|
|
|||
Investing activities:
|
|
|
|
|
|
|
||||||
Capital expenditures
|
|
(477
|
)
|
|
(723
|
)
|
|
(848
|
)
|
|||
Acquisition of intangible assets
(Note 11)
|
|
(12
|
)
|
|
—
|
|
|
—
|
|
|||
Disposal of assets
|
|
3
|
|
|
155
|
|
|
41
|
|
|||
Change in restricted cash, net
|
|
100
|
|
|
(21
|
)
|
|
35
|
|
|||
Investments, net
|
|
(7
|
)
|
|
(13
|
)
|
|
(41
|
)
|
|||
Net cash used in investing activities
|
|
(393
|
)
|
|
(602
|
)
|
|
(813
|
)
|
|||
Financing activities:
|
|
|
|
|
|
|
||||||
Revolving credit facilities - borrowings
|
|
—
|
|
|
523
|
|
|
4,715
|
|
|||
- repayments
|
|
—
|
|
|
(653
|
)
|
|
(4,570
|
)
|
|||
(Payments on) proceeds from Receivables Purchase Agreement
|
|
—
|
|
|
(380
|
)
|
|
380
|
|
|||
Issuance of long-term debt, net of financing costs
|
|
575
|
|
|
485
|
|
|
193
|
|
|||
Repayment of long-term debt
|
|
(542
|
)
|
|
(319
|
)
|
|
(216
|
)
|
|||
Receipts from exercise of stock options
|
|
—
|
|
|
—
|
|
|
3
|
|
|||
Distributions from noncontrolling interests
|
|
—
|
|
|
—
|
|
|
1
|
|
|||
Dividends paid
|
|
(29
|
)
|
|
(29
|
)
|
|
(29
|
)
|
|||
Net cash provided by (used in) financing activities
|
|
4
|
|
|
(373
|
)
|
|
477
|
|
|||
Effect of exchange rate changes on cash
|
|
9
|
|
|
2
|
|
|
(2
|
)
|
|||
Net increase (decrease) in cash and cash equivalents
|
|
34
|
|
|
162
|
|
|
(170
|
)
|
|||
Cash and cash equivalents at beginning of year
|
|
570
|
|
|
408
|
|
|
578
|
|
|||
Cash and cash equivalents at end of year
|
|
$
|
604
|
|
|
$
|
570
|
|
|
$
|
408
|
|
|
|
Dollars in Millions
|
|
Shares in Thousands
|
|||||||||||||||||
|
|
2013
|
|
2012
|
|
2011
|
|
2013
|
|
2012
|
|
2011
|
|||||||||
Common stock:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at beginning of year
|
|
$
|
151
|
|
|
$
|
151
|
|
|
$
|
151
|
|
|
150,926
|
|
|
150,926
|
|
|
150,926
|
|
Common stock issued
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Balance at end of year
|
|
$
|
151
|
|
|
$
|
151
|
|
|
$
|
151
|
|
|
150,926
|
|
|
150,926
|
|
|
150,926
|
|
Treasury stock:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at beginning of year
|
|
$
|
(521
|
)
|
|
$
|
(550
|
)
|
|
$
|
(580
|
)
|
|
(6,644
|
)
|
|
(6,922
|
)
|
|
(7,252
|
)
|
Common stock reissued for employee/non-employee director stock plans
|
|
41
|
|
|
29
|
|
|
30
|
|
|
398
|
|
|
278
|
|
|
330
|
|
|||
Balance at end of year
|
|
$
|
(480
|
)
|
|
$
|
(521
|
)
|
|
$
|
(550
|
)
|
|
(6,246
|
)
|
|
(6,644
|
)
|
|
(6,922
|
)
|
Additional paid-in capital:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at beginning of year
|
|
$
|
3,652
|
|
|
$
|
3,650
|
|
|
$
|
3,650
|
|
|
|
|
|
|
|
|||
Issuance of conversion option in 2019 Senior Convertible Notes, net of tax
|
|
$
|
31
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|||
Employee stock plans
|
|
(16
|
)
|
|
2
|
|
|
—
|
|
|
|
|
|
|
|
||||||
Balance at end of year
|
|
$
|
3,667
|
|
|
$
|
3,652
|
|
|
$
|
3,650
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive (Loss) Income
|
||||||||||||||||||||
(Dollars in millions)
|
|
2013
|
|
2012
|
|
2011
|
|
2013
|
|
2012
|
|
2011
|
||||||||||||
Retained earnings:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance at beginning of year
|
|
$
|
3,463
|
|
|
$
|
3,616
|
|
|
$
|
3,698
|
|
|
|
|
|
|
|
||||||
Net loss attributable to United States Steel Corporation
|
|
(1,672
|
)
|
|
(124
|
)
|
|
(53
|
)
|
|
$
|
(1,672
|
)
|
|
$
|
(124
|
)
|
|
$
|
(53
|
)
|
|||
Dividends on common stock
|
|
(29
|
)
|
|
(29
|
)
|
|
(29
|
)
|
|
|
|
|
|
|
|||||||||
Balance at end of year
|
|
$
|
1,762
|
|
|
$
|
3,463
|
|
|
$
|
3,616
|
|
|
|
|
|
|
|
||||||
Accumulated other comprehensive (loss) income:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Pension and other benefit adjustments
(Note 16):
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance at beginning of year
|
|
$
|
(3,613
|
)
|
|
$
|
(3,598
|
)
|
|
$
|
(3,343
|
)
|
|
|
|
|
|
|
||||||
Changes during year, net of taxes
(a)
|
|
1,444
|
|
|
(8
|
)
|
|
(230
|
)
|
|
1,444
|
|
|
(8
|
)
|
|
(230
|
)
|
||||||
Changes during year, equity investee net of taxes
(a)
|
|
42
|
|
|
(7
|
)
|
|
(25
|
)
|
|
42
|
|
|
(7
|
)
|
|
(25
|
)
|
||||||
Balance at end of year
|
|
$
|
(2,127
|
)
|
|
$
|
(3,613
|
)
|
|
$
|
(3,598
|
)
|
|
|
|
|
|
|
||||||
Foreign currency translation adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance at beginning of year
|
|
$
|
345
|
|
|
$
|
231
|
|
|
$
|
275
|
|
|
|
|
|
|
|
||||||
Changes during year
|
|
30
|
|
|
114
|
|
|
(44
|
)
|
|
30
|
|
|
114
|
|
|
(44
|
)
|
||||||
Balance at end of year
|
|
375
|
|
|
345
|
|
|
231
|
|
|
|
|
|
|
|
|||||||||
Total balances at end of year
|
|
$
|
(1,752
|
)
|
|
$
|
(3,268
|
)
|
|
$
|
(3,367
|
)
|
|
|
|
|
|
|
||||||
Total stockholders’ equity
|
|
$
|
3,348
|
|
|
$
|
3,477
|
|
|
$
|
3,500
|
|
|
|
|
|
|
|
||||||
Noncontrolling interests:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance at beginning of year
|
|
$
|
1
|
|
|
$
|
1
|
|
|
$
|
1
|
|
|
|
|
|
|
|
||||||
Net loss
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
||||||
Other
|
|
—
|
|
|
1
|
|
|
—
|
|
|
|
|
|
|
|
|||||||||
Balance at end of year
|
|
$
|
1
|
|
|
$
|
1
|
|
|
$
|
1
|
|
|
|
|
|
|
|
||||||
Total comprehensive loss
|
|
|
|
|
|
|
|
$
|
(156
|
)
|
|
$
|
(26
|
)
|
|
$
|
(352
|
)
|
||||||
(a)
Related income tax (provision) benefit:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Pension and other benefits adjustments
|
|
$
|
(762
|
)
|
|
$
|
(74
|
)
|
|
$
|
52
|
|
|
|
|
|
|
|
(In millions)
|
|
Customer
Sales |
|
Intersegment
Sales |
|
Net
Sales |
|
Income
(loss) from investees |
|
Income
(loss) from operations |
|
Depreciation,
depletion & amortization |
|
Capital
expenditures |
||||||||||||||
2013
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Flat-rolled
|
|
$
|
11,572
|
|
|
$
|
1,258
|
|
|
$
|
12,830
|
|
|
$
|
69
|
|
|
$
|
105
|
|
|
$
|
512
|
|
|
$
|
349
|
|
USSE
|
|
2,941
|
|
|
3
|
|
|
2,944
|
|
|
—
|
|
|
28
|
|
|
95
|
|
|
40
|
|
|||||||
Tubular
|
|
2,772
|
|
|
5
|
|
|
2,777
|
|
|
(25
|
)
|
|
190
|
|
|
62
|
|
|
69
|
|
|||||||
Total reportable segments
|
|
17,285
|
|
|
1,266
|
|
|
18,551
|
|
|
44
|
|
|
323
|
|
|
669
|
|
|
458
|
|
|||||||
Other Businesses
|
|
139
|
|
|
134
|
|
|
273
|
|
|
(4
|
)
|
|
77
|
|
|
15
|
|
|
19
|
|
|||||||
Reconciling Items and Eliminations
|
|
—
|
|
|
(1,400
|
)
|
|
(1,400
|
)
|
|
—
|
|
|
(2,300
|
)
|
|
—
|
|
|
—
|
|
|||||||
Total
|
|
$
|
17,424
|
|
|
$
|
—
|
|
|
$
|
17,424
|
|
|
$
|
40
|
|
|
$
|
(1,900
|
)
|
|
$
|
684
|
|
|
$
|
477
|
|
2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Flat-rolled
|
|
$
|
12,908
|
|
|
$
|
1,647
|
|
|
$
|
14,555
|
|
|
$
|
152
|
|
|
$
|
400
|
|
|
$
|
491
|
|
|
$
|
625
|
|
USSE
|
|
2,949
|
|
|
145
|
|
|
3,094
|
|
|
—
|
|
|
34
|
|
|
102
|
|
|
38
|
|
|||||||
Tubular
|
|
3,283
|
|
|
8
|
|
|
3,291
|
|
|
(6
|
)
|
|
366
|
|
|
58
|
|
|
42
|
|
|||||||
Total reportable segments
|
|
19,140
|
|
|
1,800
|
|
|
20,940
|
|
|
146
|
|
|
800
|
|
|
651
|
|
|
705
|
|
|||||||
Other Businesses
|
|
188
|
|
|
139
|
|
|
327
|
|
|
(2
|
)
|
|
55
|
|
|
10
|
|
|
18
|
|
|||||||
Reconciling Items and Eliminations
|
|
—
|
|
|
(1,939
|
)
|
|
(1,939
|
)
|
|
—
|
|
|
(608
|
)
|
|
—
|
|
|
—
|
|
|||||||
Total
|
|
$
|
19,328
|
|
|
$
|
—
|
|
|
$
|
19,328
|
|
|
$
|
144
|
|
|
$
|
247
|
|
|
$
|
661
|
|
|
$
|
723
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Flat-rolled
|
|
$
|
12,367
|
|
|
$
|
1,360
|
|
|
$
|
13,727
|
|
|
$
|
98
|
|
|
$
|
469
|
|
|
$
|
485
|
|
|
$
|
616
|
|
USSE
|
|
4,306
|
|
|
69
|
|
|
4,375
|
|
|
1
|
|
|
(162
|
)
|
|
140
|
|
|
109
|
|
|||||||
Tubular
|
|
3,034
|
|
|
7
|
|
|
3,041
|
|
|
(14
|
)
|
|
316
|
|
|
44
|
|
|
104
|
|
|||||||
Total reportable segments
|
|
19,707
|
|
|
1,436
|
|
|
21,143
|
|
|
85
|
|
|
623
|
|
|
669
|
|
|
829
|
|
|||||||
Other Businesses
|
|
177
|
|
|
345
|
|
|
522
|
|
|
—
|
|
|
46
|
|
|
12
|
|
|
19
|
|
|||||||
Reconciling Items and Eliminations
|
|
—
|
|
|
(1,781
|
)
|
|
(1,781
|
)
|
|
—
|
|
|
(404
|
)
|
|
—
|
|
|
—
|
|
|||||||
Total
|
|
$
|
19,884
|
|
|
$
|
—
|
|
|
$
|
19,884
|
|
|
$
|
85
|
|
|
$
|
265
|
|
|
$
|
681
|
|
|
$
|
848
|
|
(In millions)
|
|
2013
|
|
2012
|
|
2011
|
||||||
Items not allocated to segments:
|
|
|
|
|
|
|
||||||
Postretirement benefit expense
(a)
|
|
$
|
(221
|
)
|
|
$
|
(297
|
)
|
|
$
|
(386
|
)
|
Other items not allocated to segments:
|
|
|
|
|
|
|
||||||
Impairment of goodwill (
Note11
)
|
|
(1,806
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Restructuring and other charges (
Note 23
)
|
|
(248
|
)
|
|
—
|
|
|
—
|
|
|||
Environmental remediation charge
|
|
(32
|
)
|
|
—
|
|
|
(18
|
)
|
|||
Write-off of equity investment (
Note 9
)
|
|
(16
|
)
|
|
—
|
|
|
—
|
|
|||
Supplier contract dispute settlement
|
|
23
|
|
|
15
|
|
|
—
|
|
|||
Net loss on the sale of assets (
Note 4
)
|
|
—
|
|
|
(310
|
)
|
|
—
|
|
|||
Labor agreement lump sum payments (
Note 15
)
|
|
—
|
|
|
(35
|
)
|
|
—
|
|
|||
Property tax settlements
|
|
—
|
|
|
19
|
|
|
—
|
|
|||
Total other items not allocated to segments
|
|
(2,079
|
)
|
|
(311
|
)
|
|
(18
|
)
|
|||
Total reconciling items
|
|
$
|
(2,300
|
)
|
|
$
|
(608
|
)
|
|
$
|
(404
|
)
|
(a)
|
Consists of the net periodic benefit cost elements, other than service cost and amortization of prior service cost for active employees, associated with our pension, retiree health care and life insurance benefit plans.
|
(In millions)
|
|
2013
|
|
2012
|
|
2011
|
||||||
Flat-rolled
|
|
$
|
13,508
|
|
|
$
|
14,721
|
|
|
$
|
15,861
|
|
Tubular
|
|
2,826
|
|
|
3,246
|
|
|
2,986
|
|
|||
Other
(a)
|
|
1,090
|
|
|
1,361
|
|
|
1,037
|
|
|||
Total
|
|
$
|
17,424
|
|
|
$
|
19,328
|
|
|
$
|
19,884
|
|
(a)
|
Primarily includes sales of steel production by-products, railroad services and real estate operations.
|
(In millions)
|
|
Year
|
|
Net
Sales |
|
Assets
|
|
||||
North America
|
|
2013
|
|
$
|
14,484
|
|
|
$
|
5,425
|
|
(a)
|
|
|
2012
|
|
$
|
16,379
|
|
|
$
|
5,907
|
|
(a)
|
|
|
2011
|
|
$
|
15,578
|
|
|
$
|
5,869
|
|
(a)
|
Europe
|
|
2013
|
|
2,940
|
|
|
1,022
|
|
(b)
|
||
|
|
2012
|
|
2,949
|
|
|
1,034
|
|
(b)
|
||
|
|
2011
|
|
4,306
|
|
|
1,321
|
|
(b)
|
||
Other Foreign Countries
|
|
2013
|
|
—
|
|
|
33
|
|
|
||
|
|
2012
|
|
—
|
|
|
37
|
|
|
||
|
|
2011
|
|
—
|
|
|
40
|
|
|
||
Total
|
|
2013
|
|
$
|
17,424
|
|
|
$
|
6,480
|
|
|
|
|
2012
|
|
$
|
19,328
|
|
|
$
|
6,978
|
|
|
|
|
2011
|
|
$
|
19,884
|
|
|
$
|
7,230
|
|
|
(a)
|
Assets with a book value of
$4,443 million
,
$4,523 million
and
$4,424 million
were located in the United States at December 31,
2013
,
2012
and
2011
, respectively.
|
(b)
|
Assets with a book value of
$1,022 million
,
$1,034 million
and
$1,064 million
were located in Slovakia at December 31,
2013
,
2012
and
2011
, respectively.
|
(In millions)
|
|
2013
|
|
2012
|
|
2011
|
||||||
Interest income:
|
|
|
|
|
|
|
||||||
Interest income
|
|
$
|
(3
|
)
|
|
$
|
(7
|
)
|
|
$
|
(6
|
)
|
Interest expense and other financial costs:
|
|
|
|
|
|
|
||||||
Interest incurred
(a)
|
|
285
|
|
|
255
|
|
|
229
|
|
|||
Less interest capitalized
|
|
19
|
|
|
41
|
|
|
39
|
|
|||
Total interest expense
|
|
266
|
|
|
214
|
|
|
190
|
|
|||
Foreign currency net loss
(b)
|
|
11
|
|
|
7
|
|
|
27
|
|
|||
Financial costs on:
|
|
|
|
|
|
|
||||||
Sale of receivables
|
|
3
|
|
|
4
|
|
|
4
|
|
|||
Amended Credit Agreement
|
|
4
|
|
|
4
|
|
|
5
|
|
|||
USSK credit facilities
|
|
3
|
|
|
3
|
|
|
2
|
|
|||
Other
(c)
|
|
28
|
|
|
—
|
|
|
—
|
|
|||
Amortization of discounts and deferred financing costs
|
|
20
|
|
|
16
|
|
|
16
|
|
|||
Total other financial costs
|
|
69
|
|
|
34
|
|
|
54
|
|
|||
Net interest and other financial costs
|
|
$
|
332
|
|
|
$
|
241
|
|
|
$
|
238
|
|
(a)
|
Includes a pretax charge of
$34 million
during 2013 related to premiums on the repurchase of
$542 million
of our
4.00%
Senior Convertible Notes.
|
(b)
|
The functional currency for USSE is the euro and the functional currency for USSC is the Canadian dollar. Foreign currency net loss is a result of transactions denominated in currencies other than the euro or Canadian dollar. Additionally, foreign currency net loss includes the impacts of the remeasurement of a U.S. dollar-denominated intercompany loan to a European subsidiary and the impacts of euro-U.S. dollar derivatives activity. Effective January 1, 2012, the functional currency of the European entity was changed from the euro to the U.S. dollar because of significant changes in economic facts and circumstances, including the sale of U. S. Steel Serbia. The change in functional currency has been applied on a prospective basis since January 1, 2012.
|
(c)
|
Consists primarily of a charge of
$22 million
in 2013 related to a guarantee of an unconsolidated equity investment for which payment by U. S. Steel is probable (see Note 24).
|
(Dollars in millions, except per share amounts)
|
|
2013
|
|
2012
|
|
2011
|
||||||
Net loss attributable to United States Steel Corporation shareholders
|
|
$
|
(1,672
|
)
|
|
$
|
(124
|
)
|
|
$
|
(53
|
)
|
Plus income effect of assumed conversion-interest on convertible notes
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Net loss after assumed conversion
|
|
$
|
(1,672
|
)
|
|
$
|
(124
|
)
|
|
$
|
(53
|
)
|
Weighted-average shares outstanding (in thousands):
|
|
|
|
|
|
|
||||||
Basic
|
|
144,578
|
|
|
144,237
|
|
|
143,967
|
|
|||
Effect of convertible notes
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Effect of stock options, restricted stock units and performance awards
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Adjusted weighted-average shares outstanding, diluted
|
|
144,578
|
|
|
144,237
|
|
|
143,967
|
|
|||
Basic loss per common share
|
|
$
|
(11.56
|
)
|
|
(0.86
|
)
|
|
(0.37
|
)
|
||
Diluted loss per common share
|
|
$
|
(11.56
|
)
|
|
(0.86
|
)
|
|
(0.37
|
)
|
(In thousands)
|
|
2013
|
|
2012
|
|
2011
|
|||
Securities granted under the 2005 Stock Incentive Plan
|
|
7,039
|
|
|
5,581
|
|
|
3,912
|
|
Securities convertible under the Senior Convertible Notes
|
|
14,017
|
|
(a)
|
27,059
|
|
|
27,059
|
|
Total
|
|
21,056
|
|
|
32,640
|
|
|
30,971
|
|
(In millions)
|
|
December 31, 2013
|
|
December 31, 2012
|
||||
Raw materials
|
|
$
|
1,011
|
|
|
$
|
945
|
|
Semi-finished products
|
|
1,023
|
|
|
883
|
|
||
Finished products
|
|
558
|
|
|
573
|
|
||
Supplies and sundry items
|
|
96
|
|
|
102
|
|
||
Total
|
|
$
|
2,688
|
|
|
$
|
2,503
|
|
|
|
2013
|
|
2012
|
|
2011
|
||||||||||||||||||||||||||||||
(In millions)
|
|
Current
|
|
Deferred
|
|
Total
|
|
Current
|
|
Deferred
|
|
Total
|
|
Current
|
|
Deferred
|
|
Total
|
||||||||||||||||||
Federal
|
|
$
|
(210
|
)
|
|
$
|
(167
|
)
|
|
$
|
(377
|
)
|
|
$
|
48
|
|
|
$
|
61
|
|
|
$
|
109
|
|
|
$
|
148
|
|
|
$
|
(92
|
)
|
|
$
|
56
|
|
State and local
|
|
8
|
|
|
(50
|
)
|
|
(42
|
)
|
|
5
|
|
|
23
|
|
|
28
|
|
|
(2
|
)
|
|
15
|
|
|
13
|
|
|||||||||
Foreign
|
|
1
|
|
|
(142
|
)
|
|
(141
|
)
|
|
4
|
|
|
(10
|
)
|
|
(6
|
)
|
|
2
|
|
|
9
|
|
|
11
|
|
|||||||||
Total
|
|
$
|
(201
|
)
|
|
$
|
(359
|
)
|
|
$
|
(560
|
)
|
|
$
|
57
|
|
|
$
|
74
|
|
|
$
|
131
|
|
|
$
|
148
|
|
|
$
|
(68
|
)
|
|
$
|
80
|
|
(In millions)
|
|
2013
|
|
2012
|
|
2011
|
||||||
Statutory rate applied to income (loss) before income taxes
|
|
$
|
(781
|
)
|
|
$
|
2
|
|
|
$
|
9
|
|
Effects of foreign operations
|
|
467
|
|
|
266
|
|
|
184
|
|
|||
Worthless stock loss and bad debt deduction
|
|
(417
|
)
|
|
—
|
|
|
—
|
|
|||
Goodwill impairment
|
|
410
|
|
|
—
|
|
|
—
|
|
|||
Tax accounting benefit related to increase in OCI
|
|
(142
|
)
|
|
—
|
|
|
—
|
|
|||
Excess percentage depletion
|
|
(94
|
)
|
|
(107
|
)
|
|
(102
|
)
|
|||
State and local income taxes after federal income tax effects
|
|
(27
|
)
|
|
18
|
|
|
8
|
|
|||
Adjustments of prior years’ federal income taxes
|
|
9
|
|
|
(46
|
)
|
|
(11
|
)
|
|||
Tax credits
|
|
(3
|
)
|
|
—
|
|
|
(3
|
)
|
|||
Deduction for domestic production activities
|
|
12
|
|
|
(7
|
)
|
|
(8
|
)
|
|||
Medicare Part D drug program subsidies
|
|
—
|
|
|
(1
|
)
|
|
(6
|
)
|
|||
Other
|
|
6
|
|
|
6
|
|
|
9
|
|
|||
Total (benefit) provision
|
|
$
|
(560
|
)
|
|
$
|
131
|
|
|
$
|
80
|
|
(In millions)
|
|
2013
|
|
2012
|
|
2011
|
||||||
Unrecognized tax benefits, beginning of year
|
|
$
|
85
|
|
|
$
|
110
|
|
|
$
|
115
|
|
Increases – tax positions taken in prior years
|
|
1
|
|
|
3
|
|
|
1
|
|
|||
Decreases – tax positions taken in prior years
|
|
(6
|
)
|
|
(25
|
)
|
|
(4
|
)
|
|||
Increases – current tax positions
|
|
70
|
|
|
2
|
|
|
3
|
|
|||
Settlements
|
|
—
|
|
|
(5
|
)
|
|
—
|
|
|||
Lapse of statute of limitations
|
|
(23
|
)
|
|
—
|
|
|
(5
|
)
|
|||
Unrecognized tax benefits, end of year
|
|
$
|
127
|
|
|
$
|
85
|
|
|
$
|
110
|
|
|
|
December 31,
|
||||||
(In millions)
|
|
2013
|
|
2012
|
||||
Deferred tax assets:
|
|
|
|
|
||||
Federal tax loss carryforwards (expiring in 2033)
|
|
$
|
386
|
|
|
$
|
—
|
|
State tax credit carryforwards (expiring in 2027)
|
|
7
|
|
|
2
|
|
||
State tax loss carryforwards (expiring in 2015 through 2033)
|
|
37
|
|
|
35
|
|
||
Minimum tax credit carryforwards
|
|
108
|
|
|
157
|
|
||
General business credit carryforwards
|
|
69
|
|
|
66
|
|
||
Foreign tax loss and credit carryforwards (expiring in 2014 through 2033)
|
|
713
|
|
|
637
|
|
||
Employee benefits
|
|
908
|
|
|
1,704
|
|
||
Receivables, payables and debt
|
|
88
|
|
|
89
|
|
||
Expected federal benefit for deducting state deferred income taxes
|
|
32
|
|
|
51
|
|
||
Inventory
|
|
107
|
|
|
—
|
|
||
Contingencies and accrued liabilities
|
|
119
|
|
|
133
|
|
||
Valuation allowances:
|
|
|
|
|
||||
Foreign
|
|
(1,028
|
)
|
|
(1,099
|
)
|
||
Total deferred tax assets
|
|
1,546
|
|
|
1,775
|
|
||
Deferred tax liabilities:
|
|
|
|
|
||||
Property, plant and equipment
|
|
1,205
|
|
|
1,041
|
|
||
Investments in subsidiaries and equity investees
|
|
50
|
|
|
97
|
|
||
Inventory
|
|
—
|
|
|
1
|
|
||
Future reduction of foreign tax credits
|
|
49
|
|
|
—
|
|
||
Other temporary differences
|
|
95
|
|
|
41
|
|
||
Total deferred tax liabilities
|
|
1,399
|
|
|
1,180
|
|
||
Net deferred tax asset
|
|
$
|
147
|
|
|
$
|
595
|
|
|
|
December 31,
|
||||||
(In millions)
|
|
2013
|
|
2012
|
||||
Equity method investments
|
|
$
|
558
|
|
|
$
|
570
|
|
Receivables due after one year, less allowance of $3 for both periods
|
|
58
|
|
|
34
|
|
||
Other
|
|
5
|
|
|
5
|
|
||
Total
|
|
$
|
621
|
|
|
$
|
609
|
|
(In millions)
|
|
2013
|
|
2012
|
|
2011
|
||||||
Income data – year ended December 31:
|
|
|
|
|
|
|
||||||
Net Sales
|
|
$
|
3,735
|
|
|
$
|
4,019
|
|
|
$
|
3,514
|
|
Operating income
|
|
449
|
|
|
650
|
|
|
319
|
|
|||
Net income
|
|
413
|
|
|
602
|
|
|
264
|
|
|||
Balance sheet date – December 31:
|
|
|
|
|
|
|
||||||
Current Assets
|
|
$
|
912
|
|
|
$
|
1,028
|
|
|
|
||
Noncurrent Assets
|
|
1,876
|
|
|
1,981
|
|
|
|
||||
Current liabilities
|
|
677
|
|
|
569
|
|
|
|
||||
Noncurrent Liabilities
|
|
852
|
|
|
1,220
|
|
|
|
Investee
|
Country
|
December 31, 2013
Interest |
|
Acero Prime, S. R. L. de CV
|
Mexico
|
40
|
%
|
Apolo Tubulars S.A.
|
Brazil
|
50
|
%
|
Baycoat Limited Partnership
|
Canada
|
50
|
%
|
Baycoat Limited
|
Canada
|
50
|
%
|
Chrome Deposit Corporation
|
United States
|
50
|
%
|
Daniel Ross Bridge, LLC
|
United States
|
50
|
%
|
D.C. Chrome Limited
|
Canada
|
50
|
%
|
Double Eagle Steel Coating Company
|
United States
|
50
|
%
|
Double G Coatings Company L.P.
|
United States
|
50
|
%
|
Feralloy Processing Company
|
United States
|
49
|
%
|
Hibbing Development Company
|
United States
|
24.1
|
%
|
Hibbing Taconite Company
(a)
|
United States
|
14.7
|
%
|
Leeds Retail Center, LLC
|
United States
|
38
|
%
|
Patriot Premium Threading Services
|
United States
|
50
|
%
|
PRO-TEC Coating Company
|
United States
|
50
|
%
|
Strategic Investment Fund Partners I
(b)
|
United States
|
8.6
|
%
|
Strategic Investment Fund Partners II
(b)
|
United States
|
4.9
|
%
|
Swan Point Development Company, Inc.
|
United States
|
50
|
%
|
Tilden Mining Company, L.C.
(a)
|
United States
|
15
|
%
|
United Spiral Pipe, LLC
|
United States
|
35
|
%
|
USS-POSCO Industries
|
United States
|
50
|
%
|
Worthington Specialty Processing
|
United States
|
49
|
%
|
(a)
|
Hibbing Taconite Company (HTC) is an unincorporated joint venture that is owned, in part, by Hibbing Development Company (HDC), which is accounted for using the equity method. Through HDC we are able to influence the activities of HTC, and as such, its activities are accounted for using the equity method.
|
(b)
|
Strategic Investment Fund Partners I and II are limited partnerships and in accordance with ASC Topic 323, the financial activities are accounted for using the equity method.
|
|
|
|
|
December 31,
|
|||||||
(In millions)
|
|
Useful Lives
|
|
2013
|
|
2012
|
|||||
Land and depletable property
|
|
—
|
|
|
$
|
251
|
|
|
$
|
264
|
|
Buildings
|
|
35 years
|
|
|
1,367
|
|
|
1,394
|
|
||
Machinery and equipment
|
|
4-22 years
|
|
|
14,386
|
|
|
14,408
|
|
||
Information technology
|
|
5-6 years
|
|
|
758
|
|
|
709
|
|
||
Assets under capital lease
|
|
2-25 years
|
|
|
37
|
|
|
131
|
|
||
Total
|
|
|
|
16,799
|
|
|
16,906
|
|
|||
Less accumulated depreciation and depletion
|
|
|
|
10,877
|
|
|
10,498
|
|
|||
Net
|
|
|
|
$
|
5,922
|
|
|
$
|
6,408
|
|
|
|
Flat-rolled
Segment |
|
USSE
Segment |
|
Tubular
Segment |
|
Total
|
||||||||
Balance at January 1, 2012
|
|
$
|
945
|
|
|
$
|
4
|
|
|
$
|
834
|
|
|
$
|
1,783
|
|
Currency translation
|
|
39
|
|
|
—
|
|
|
—
|
|
|
39
|
|
||||
Balance at December 31, 2012
|
|
$
|
984
|
|
|
$
|
4
|
|
|
$
|
834
|
|
|
$
|
1,822
|
|
Goodwill from acquisitions
|
|
—
|
|
|
—
|
|
|
3
|
|
|
3
|
|
||||
Impairment
|
|
(969
|
)
|
|
—
|
|
|
(837
|
)
|
|
(1,806
|
)
|
||||
Currency translation
|
|
(15
|
)
|
|
—
|
|
|
—
|
|
|
(15
|
)
|
||||
Balance at December 31, 2013
|
|
$
|
—
|
|
|
$
|
4
|
|
|
$
|
—
|
|
|
$
|
4
|
|
|
|
|
|
As of December 31, 2013
|
|
As of December 31, 2012
|
||||||||||||||||||||
(In millions)
|
|
Useful
Lives |
|
Gross
Carrying Amount |
|
Accumulated
Amortization |
|
Net
Amount |
|
Gross
Carrying Amount |
|
Accumulated
Amortization |
|
Net
Amount |
||||||||||||
Customer relationships
|
|
22-23 Years
|
|
$
|
215
|
|
|
$
|
63
|
|
|
$
|
152
|
|
|
$
|
221
|
|
|
$
|
54
|
|
|
$
|
167
|
|
Other
|
|
2-20 Years
|
|
23
|
|
|
12
|
|
|
11
|
|
|
22
|
|
|
11
|
|
|
11
|
|
||||||
Total amortizable intangible assets
|
|
|
|
$
|
238
|
|
|
$
|
75
|
|
|
$
|
163
|
|
|
$
|
243
|
|
|
$
|
65
|
|
|
$
|
178
|
|
|
|
Executive Stock
Options |
|
Non-executive Stock
Options |
|
Restricted
Stock Units |
|
Performance
Awards |
||||
2013 Grants
|
|
838,610
|
|
|
971,860
|
|
|
1,043,420
|
|
|
271,960
|
|
2012 Grants
|
|
510,570
|
|
|
993,310
|
|
|
910,011
|
|
|
328,780
|
|
2011 Grants
|
|
228,300
|
|
|
478,760
|
|
|
422,080
|
|
|
85,040
|
|
(In millions, except per share amounts)
|
|
12/31/2013
|
|
12/31/2012
|
|
12/31/2011
|
||||||
Stock-based compensation expense recognized:
|
|
|
|
|
|
|
||||||
Cost of sales
|
|
$
|
10
|
|
|
$
|
12
|
|
|
$
|
10
|
|
Selling, general and administrative expenses
|
|
23
|
|
|
26
|
|
|
23
|
|
|||
Total
|
|
33
|
|
|
38
|
|
|
33
|
|
|||
Related deferred income tax benefit
|
|
12
|
|
|
14
|
|
|
12
|
|
|||
Decrease in net income
|
|
$
|
21
|
|
|
$
|
24
|
|
|
$
|
21
|
|
Decrease in basic earnings per share
|
|
0.14
|
|
|
0.16
|
|
|
0.14
|
|
|||
Decrease in diluted earnings per share
|
|
0.14
|
|
|
0.16
|
|
|
0.14
|
|
Black-Scholes Assumptions
(a)
|
|
2013 Executive Grants
|
|
2013 Non-Executive Grants
|
|
2012 Grants
|
|
2011 Grants
|
||||||||
Grant date price per share of option award
|
|
$
|
18.62
|
|
|
$
|
18.64
|
|
|
$
|
22.28
|
|
|
$
|
45.81
|
|
Exercise price per share of option award
|
|
$
|
25.03
|
|
|
$
|
18.64
|
|
|
$
|
22.28
|
|
|
$
|
45.81
|
|
Expected annual dividends per share
|
|
$
|
0.20
|
|
|
$
|
0.20
|
|
|
$
|
0.20
|
|
|
$
|
0.20
|
|
Expected life in years
|
|
5.0
|
|
|
5.0
|
|
|
5.0
|
|
|
5.0
|
|
||||
Expected volatility
|
|
66
|
%
|
|
67
|
%
|
|
68
|
%
|
|
64
|
%
|
||||
Risk-free interest rate
|
|
1.3
|
%
|
|
1.0
|
%
|
|
0.8
|
%
|
|
1.8
|
%
|
||||
Average grant date fair value per share of unvested option awards as calculated from above
|
|
$
|
8.44
|
|
|
$
|
9.70
|
|
|
$
|
11.93
|
|
|
$
|
24.39
|
|
|
|
Shares
|
|
Weighted-
Average Exercise Price (per share) |
|
Weighted-
Average Remaining Contractual Term (in years) |
|
Aggregate
Intrinsic Value (in millions) |
|||||
Outstanding at January 1, 2013
|
|
4,318,966
|
|
|
$
|
43.86
|
|
|
|
|
|
||
Granted
|
|
1,810,470
|
|
|
$
|
21.60
|
|
|
|
|
|
||
Exercised
|
|
(14,383
|
)
|
|
$
|
22.31
|
|
|
|
|
|
||
Forfeited or expired
|
|
(907,765
|
)
|
|
$
|
35.36
|
|
|
|
|
|
||
Outstanding at December 31, 2013
|
|
5,207,288
|
|
|
$
|
37.66
|
|
|
7.5
|
|
$
|
21
|
|
Exercisable at December 31, 2013
|
|
2,634,676
|
|
|
$
|
51.34
|
|
|
6.0
|
|
3
|
|
|
Exercisable and expected to vest at December 31, 2013
|
|
4,946,640
|
|
|
$
|
38.42
|
|
|
7.4
|
|
$
|
20
|
|
Performance Period
|
|
Fair Value
(in millions) |
|
Minimum
Shares |
|
Target
Shares |
|
Maximum
Shares |
|||||
2013 - 2016
|
|
$
|
6
|
|
|
—
|
|
|
271,960
|
|
|
543,920
|
|
2012 - 2015
|
|
$
|
8
|
|
|
—
|
|
|
328,780
|
|
|
657,560
|
|
2011 - 2014
|
|
$
|
6
|
|
|
—
|
|
|
85,040
|
|
|
170,080
|
|
|
|
Restricted
Stock Units |
|
Performance
Awards (a) |
|
Total
|
|
Weighted-
Average Grant-Date Fair Value |
|||||
Nonvested at January 1, 2013
|
|
1,262,198
|
|
|
503,114
|
|
|
1,765,312
|
|
|
$
|
31.62
|
|
Granted
|
|
1,043,420
|
|
|
271,960
|
|
|
1,315,380
|
|
|
19.20
|
|
|
Vested
|
|
(530,827
|
)
|
|
—
|
|
|
(530,827
|
)
|
|
32.58
|
|
|
Performance adjustment factor
(b)
|
|
—
|
|
|
(89,294
|
)
|
|
(89,294
|
)
|
|
57.02
|
|
|
Forfeited or expired
|
|
(282,533
|
)
|
|
(185,804
|
)
|
|
(468,337
|
)
|
|
23.34
|
|
|
Nonvested at December 31, 2013
|
|
1,492,258
|
|
|
499,976
|
|
|
1,992,234
|
|
|
$
|
23.97
|
|
(b)
|
Consists of adjustments to vested performance awards to reflect actual performance. The adjustments were required since the original grants of the awards were at
100 percent
of the targeted amounts.
|
|
|
2013
|
|
2012
|
|
2011
|
||||||
Number of awards granted
|
|
1,315,380
|
|
|
1,238,791
|
|
|
507,120
|
|
|||
Weighted-average grant-date fair value per share
|
|
$
|
19.20
|
|
|
$
|
23.07
|
|
|
$
|
49.10
|
|
|
|
|
|
Fair Value
|
||||||
(In millions)
|
|
Balance Sheet
Location |
|
December 31, 2013
|
|
December 31, 2012
|
||||
Foreign exchange forward contracts
|
|
Accounts payable
|
|
$
|
11
|
|
|
$
|
12
|
|
|
|
Statement of
Operations Location |
|
Amount of Gain
(Loss) |
||||||||||
(In millions)
|
|
|
Year Ended December 31, 2013
|
|
Year Ended December 31, 2012
|
|
Year Ended December 31, 2011
|
|||||||
Foreign exchange forward contracts
|
|
Other financial costs
|
|
$
|
(14
|
)
|
|
$
|
(7
|
)
|
|
$
|
13
|
|
|
|
|
|
|
|
December 31,
|
||||||
(In millions)
|
|
Interest
Rates % |
|
Maturity
|
|
2013
|
|
2012
|
||||
2037 Senior Notes
|
|
6.65
|
|
2037
|
|
$
|
350
|
|
|
$
|
350
|
|
2022 Senior Notes
|
|
7.50
|
|
2022
|
|
400
|
|
|
400
|
|
||
2021 Senior Notes
|
|
6.875
|
|
2021
|
|
275
|
|
|
—
|
|
||
2020 Senior Notes
|
|
7.375
|
|
2020
|
|
600
|
|
|
600
|
|
||
2018 Senior Notes
|
|
7.00
|
|
2018
|
|
500
|
|
|
500
|
|
||
2017 Senior Notes
|
|
6.05
|
|
2017
|
|
450
|
|
|
450
|
|
||
2019 Senior Convertible Notes
|
|
2.75
|
|
2019
|
|
316
|
|
|
—
|
|
||
2014 Senior Convertible Notes
|
|
4.00
|
|
2014
|
|
322
|
|
|
863
|
|
||
Province Note (C$150 million)
|
|
1.00
|
|
2015
|
|
141
|
|
|
151
|
|
||
Environmental Revenue Bonds
|
|
5.38 - 6.88
|
|
2015 - 2042
|
|
549
|
|
|
549
|
|
||
Recovery Zone Facility Bonds
|
|
6.75
|
|
2040
|
|
70
|
|
|
70
|
|
||
Fairfield Caster Lease
|
|
|
|
2022
|
|
35
|
|
|
35
|
|
||
Other capital leases and all other obligations
|
|
|
|
2014 - 2020
|
|
—
|
|
|
1
|
|
||
Amended Credit Agreement
|
|
Variable
|
|
2016
|
|
—
|
|
|
—
|
|
||
USSK Revolver
|
|
Variable
|
|
2016
|
|
—
|
|
|
—
|
|
||
USSK credit facilities
|
|
Variable
|
|
2015 - 2016
|
|
—
|
|
|
—
|
|
||
Total Debt
|
|
|
|
|
|
4,008
|
|
|
3,969
|
|
||
Less Province Note fair value adjustment
|
|
|
|
|
|
15
|
|
|
23
|
|
||
Less unamortized discount
|
|
|
|
|
|
54
|
|
|
8
|
|
||
Less short-term debt and long-term debt due within one year
|
|
|
|
|
|
323
|
|
|
2
|
|
||
Long-term debt
|
|
|
|
|
|
$
|
3,616
|
|
|
$
|
3,936
|
|
Year
|
Redemption Price
|
|
2017
|
103.438
|
%
|
2018
|
101.719
|
%
|
2019 and thereafter
|
100.000
|
%
|
Year
|
Redemption Price
|
|
2017
|
103.75
|
%
|
2018
|
102.50
|
%
|
2019
|
101.25
|
%
|
2020 and thereafter
|
100.00
|
%
|
(In millions)
|
|
2013
|
|
2012
|
||||
Balance of accounts receivable-net, eligible for sale to third-parties
|
|
$
|
988
|
|
|
$
|
1,127
|
|
Accounts receivable sold to third-parties
|
|
—
|
|
|
—
|
|
||
Balance included in Receivables on the balance sheet of U. S. Steel
|
|
$
|
988
|
|
|
$
|
1,127
|
|
2014
|
|
2015
|
|
2016
|
|
2017
|
|
2018
|
|
Later
Years |
|
Total
|
|
||||||||||||||
$
|
323
|
|
|
$
|
189
|
|
|
$
|
45
|
|
|
$
|
500
|
|
|
$
|
503
|
|
|
$
|
2,433
|
|
|
$
|
3,993
|
|
(a)
|
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||||||
(In millions)
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
Change in benefit obligations
|
|
|
|
|
|
|
|
|
||||||||
Benefit obligations at January 1
|
|
$
|
11,347
|
|
|
$
|
10,770
|
|
|
$
|
3,940
|
|
|
$
|
4,186
|
|
Service cost
|
|
128
|
|
|
118
|
|
|
27
|
|
|
28
|
|
||||
Interest cost
|
|
403
|
|
|
467
|
|
|
141
|
|
|
170
|
|
||||
Plan amendments
|
|
—
|
|
|
29
|
|
|
—
|
|
|
(522
|
)
|
||||
Actuarial losses (gains)
|
|
(421
|
)
|
|
848
|
|
|
(420
|
)
|
|
375
|
|
||||
Exchange rate loss (gain)
|
|
(234
|
)
|
|
81
|
|
|
(55
|
)
|
|
19
|
|
||||
Settlements, curtailments and termination benefits
|
|
(16
|
)
|
|
(28
|
)
|
|
—
|
|
|
—
|
|
||||
Benefits paid
|
|
(950
|
)
|
|
(938
|
)
|
|
(255
|
)
|
|
(316
|
)
|
||||
Benefit obligations at December 31
|
|
$
|
10,257
|
|
|
$
|
11,347
|
|
|
$
|
3,378
|
|
|
$
|
3,940
|
|
Change in plan assets
|
|
|
|
|
|
|
|
|
||||||||
Fair value of plan at January 1
|
|
$
|
8,659
|
|
|
$
|
8,353
|
|
|
$
|
1,732
|
|
|
$
|
1,473
|
|
Actual return on plan assets
|
|
1,363
|
|
|
945
|
|
|
346
|
|
|
196
|
|
||||
Employer contributions
|
|
226
|
|
|
234
|
|
|
10
|
|
|
76
|
|
||||
Exchange rate gain (loss)
|
|
(187
|
)
|
|
56
|
|
|
—
|
|
|
—
|
|
||||
Benefits paid from plan assets
|
|
(939
|
)
|
|
(929
|
)
|
|
(118
|
)
|
|
(13
|
)
|
||||
Fair value of plan assets at December 31
|
|
$
|
9,122
|
|
|
$
|
8,659
|
|
|
$
|
1,970
|
|
|
$
|
1,732
|
|
Funded status of plans at December 31
|
|
$
|
(1,135
|
)
|
|
$
|
(2,688
|
)
|
|
$
|
(1,408
|
)
|
|
$
|
(2,208
|
)
|
|
|
|
|
2013
|
|
|
||||||||||
(In millions)
|
|
12/31/2012
|
|
Amortization
|
|
Activity
|
|
12/31/2013
|
||||||||
Pensions
|
|
|
|
|
||||||||||||
Prior Service Cost
|
|
$
|
99
|
|
|
$
|
(24
|
)
|
|
$
|
1
|
|
|
$
|
76
|
|
Actuarial losses
|
|
4,656
|
|
|
(367
|
)
|
|
(1,165
|
)
|
|
3,124
|
|
||||
Other Benefits
|
|
|
|
|
|
|
|
|
||||||||
Prior Service Cost
|
|
(180
|
)
|
|
13
|
|
|
—
|
|
|
(167
|
)
|
||||
Actuarial Losses
|
|
613
|
|
|
(31
|
)
|
|
(632
|
)
|
|
(50
|
)
|
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||||||
(In millions)
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
Noncurrent assets
|
|
$
|
23
|
|
|
$
|
11
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Current liabilities
|
|
(298
|
)
|
|
(245
|
)
|
|
(337
|
)
|
|
(360
|
)
|
||||
Noncurrent liabilities
|
|
(860
|
)
|
|
(2,454
|
)
|
|
(1,071
|
)
|
|
(1,848
|
)
|
||||
Accumulated other comprehensive loss
(a)
|
|
3,200
|
|
|
4,755
|
|
|
(217
|
)
|
|
433
|
|
||||
Net amount recognized
|
|
$
|
2,065
|
|
|
$
|
2,067
|
|
|
$
|
(1,625
|
)
|
|
$
|
(1,775
|
)
|
(a)
|
Accumulated other comprehensive loss effects associated with accounting for pensions and other benefits in accordance with ASC Topic 715 at December 31,
2013
and December 31,
2012
, respectively, are reflected net of tax of
$886 million
and
$1,568 million
respectively, on the Statement of Stockholders’ Equity.
|
|
|
December 31,
|
||||||
(In millions)
|
|
2013
|
|
2012
|
||||
Information for pension plans with an accumulated benefit obligation in excess of plan assets:
|
|
|
|
|
||||
Aggregate accumulated benefit obligations (ABO)
|
|
$
|
(9,685
|
)
|
|
$
|
(10,782
|
)
|
Aggregate projected benefit obligations (PBO)
|
|
(10,144
|
)
|
|
(11,313
|
)
|
||
Aggregate fair value of plan assets
|
|
8,986
|
|
|
8,614
|
|
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||||||||||||||
(In millions)
|
|
2013
|
|
2012
|
|
2011
|
|
2013
|
|
2012
|
|
2011
|
||||||||||||
Components of net periodic benefit cost:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Service cost
|
|
$
|
128
|
|
|
$
|
118
|
|
|
$
|
111
|
|
|
$
|
27
|
|
|
$
|
28
|
|
|
$
|
25
|
|
Interest cost
|
|
403
|
|
|
467
|
|
|
511
|
|
|
141
|
|
|
170
|
|
|
209
|
|
||||||
Expected return on plan assets
|
|
(611
|
)
|
|
(614
|
)
|
|
(623
|
)
|
|
(131
|
)
|
|
(117
|
)
|
|
(105
|
)
|
||||||
Amortization - prior service costs
|
|
24
|
|
|
22
|
|
|
21
|
|
|
(13
|
)
|
|
11
|
|
|
25
|
|
||||||
- actuarial losses
|
|
367
|
|
|
352
|
|
|
352
|
|
|
31
|
|
|
8
|
|
|
5
|
|
||||||
Net periodic benefit cost, excluding below
|
|
311
|
|
|
345
|
|
|
372
|
|
|
55
|
|
|
100
|
|
|
159
|
|
||||||
Multiemployer plans
(a)
|
|
74
|
|
|
70
|
|
|
65
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Settlement, termination and curtailment (gains)/losses
|
|
11
|
|
|
(3
|
)
|
|
6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Net periodic benefit cost
|
|
$
|
396
|
|
|
$
|
412
|
|
|
$
|
443
|
|
|
$
|
55
|
|
|
$
|
100
|
|
|
$
|
159
|
|
(a)
|
Primarily represents pension expense for the SPT covering USW employees hired from National Steel Corporation and new USW employees hired after May 21, 2003.
|
(In millions)
|
|
Pension
Benefits 2014 |
|
Other
Benefits 2014 |
||||
Amortization of actuarial loss/(gain)
|
|
$
|
282
|
|
|
$
|
(13
|
)
|
Amortization of prior service cost
|
|
22
|
|
|
(3
|
)
|
||
Total recognized from accumulated other comprehensive income
|
|
$
|
304
|
|
|
$
|
(16
|
)
|
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||||||||||||||
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||||||||||
|
|
U.S.
|
|
International
|
|
U.S.
|
|
International
|
|
U.S.
|
|
International
|
|
U.S.
|
|
International
|
||||||||
Actuarial assumptions used to determine benefit obligations at December 31:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Discount rate
|
|
4.50
|
%
|
|
4.50
|
%
|
|
3.75
|
%
|
|
3.75
|
%
|
|
4.50
|
%
|
|
4.50
|
%
|
|
3.75
|
%
|
|
3.75
|
%
|
Increase in compensation rate
|
|
4.00
|
%
|
|
3.00
|
%
|
|
4.00
|
%
|
|
3.00
|
%
|
|
4.00
|
%
|
|
3.00
|
%
|
|
4.00
|
%
|
|
3.00
|
%
|
|
|
Pension Benefits
|
||||||||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||||||||
|
|
U.S.
|
|
International
|
|
U.S.
|
|
International
|
|
U.S.
|
|
International
|
||||||
Actuarial assumptions used to determine net periodic benefit cost for the year ended December 31:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Discount rate
|
|
3.75
|
%
|
|
3.75
|
%
|
|
4.50
|
%
|
|
4.50
|
%
|
|
5.00
|
%
|
|
5.00
|
%
|
Expected annual return on plan assets
|
|
7.75
|
%
|
|
7.25
|
%
|
|
7.75
|
%
|
|
7.25
|
%
|
|
8.00
|
%
|
|
7.50
|
%
|
Increase in compensation rate
|
|
4.00
|
%
|
|
3.00
|
%
|
|
4.00
|
%
|
|
3.00
|
%
|
|
4.00
|
%
|
|
3.00
|
%
|
|
|
Other Benefits
|
||||||||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||||||||
|
|
U.S.
|
|
International
|
|
U.S.
|
|
International
|
|
U.S.
|
|
International
|
||||||
Discount rate
|
|
3.75
|
%
|
|
3.75
|
%
|
|
4.50
|
%
|
|
4.50
|
%
|
|
5.00
|
%
|
|
5.00
|
%
|
Expected annual return on plan assets
|
|
7.75
|
%
|
|
n/a
|
|
|
7.75
|
%
|
|
n/a
|
|
|
8.00
|
%
|
|
n/a
|
|
Increase in compensation rate
|
|
4.00
|
%
|
|
3.00
|
%
|
|
4.00
|
%
|
|
3.00
|
%
|
|
4.00
|
%
|
|
3.00
|
%
|
|
|
2013
|
|
2012
|
||||
Assumed health care cost trend rates at December 31:
|
|
U.S.
|
|
Canada
|
|
U.S.
|
|
Canada
|
Health care cost trend rate assumed for next year
|
|
7.00%
|
|
6.00%
|
|
7.00%
|
|
6.00%
|
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)
|
|
5.00%
|
|
5.00%
|
|
5.00%
|
|
5.00%
|
Year that the rate reaches the ultimate trend rate
|
|
2018
|
|
2018
|
|
2017
|
|
2017
|
(In millions)
|
|
1-Percentage-
Point Increase |
|
1-Percentage-
Point Decrease |
||||
Expected return on plan assets
|
|
|
|
|
||||
Incremental (decrease) increase in:
|
|
|
|
|
||||
Net periodic pension costs for 2014
|
|
$
|
(100
|
)
|
|
$
|
100
|
|
Discount rate
|
|
|
|
|
||||
Incremental (decrease) increase in:
|
|
|
|
|
||||
Net periodic pension & other benefits costs for 2014
|
|
$
|
(39
|
)
|
|
$
|
55
|
|
Pension & other benefits liabilities at December 31, 2013
|
|
$
|
(1,191
|
)
|
|
$
|
1,418
|
|
Health care cost escalation trend rates
|
|
|
|
|
||||
Incremental increase (decrease) in:
|
|
|
|
|
||||
Other postretirement benefit obligations
|
|
$
|
191
|
|
|
$
|
(161
|
)
|
Service and interest costs components
|
|
$
|
10
|
|
|
$
|
(8
|
)
|
Level 1
|
|
Level 2
|
|
Level 3
|
Investment Trusts
|
|
Internally Managed Partnerships
|
|
Private Equities
|
Exchange-traded Funds
|
|
Non-public Investment Partnerships
|
|
Timberlands
|
Short-term Investments
|
|
Debt Securities - U.S.
|
|
Real Estate
|
Equity Securities - U.S.
|
|
Debt Securities - Foreign
|
|
Mineral Interests
|
Equity Securities - Foreign
|
|
Pooled Funds
|
|
|
Government Bonds - U.S.
|
|
Government Bonds - Foreign
|
|
|
|
|
Fair Value Measurements at December 31, 2013 (in millions)
|
||||||||||||||
|
|
Total
|
|
Quoted Prices in
Active Markets (Level 1) |
|
Significant
Observable Inputs (Level 2) |
|
Significant
Unobservable Inputs (Level 3) |
||||||||
Asset Classes
|
|
|
|
|
|
|
|
|
||||||||
Interest in Internally Managed Partnership – Fixed Income
(a)
|
|
$
|
1,830
|
|
|
$
|
—
|
|
|
$
|
1,830
|
|
|
$
|
—
|
|
Interest in Internally Managed Partnership – Equity
(b)
|
|
3,658
|
|
|
—
|
|
|
3,658
|
|
|
—
|
|
||||
Interest in Investment Partnerships
(c)
|
|
823
|
|
|
—
|
|
|
823
|
|
|
—
|
|
||||
Equity securities – Foreign
(d)
|
|
444
|
|
|
444
|
|
|
—
|
|
|
—
|
|
||||
Pooled funds
(e)
|
|
540
|
|
|
—
|
|
|
540
|
|
|
—
|
|
||||
Timberlands
|
|
302
|
|
|
—
|
|
|
—
|
|
|
302
|
|
||||
Private equities
|
|
306
|
|
|
—
|
|
|
—
|
|
|
306
|
|
||||
Real estate
|
|
301
|
|
|
—
|
|
|
—
|
|
|
301
|
|
||||
Other
(f)
|
|
918
|
|
|
458
|
|
|
456
|
|
|
4
|
|
||||
Total
|
|
$
|
9,122
|
|
|
$
|
902
|
|
|
$
|
7,307
|
|
|
$
|
913
|
|
(a)
|
UCF Fixed Income Fund LP
– a Delaware limited partnership that offers interests to employee benefit plans for which United States Steel and Carnegie Pension Fund (UCF) acts as trustee, investment advisor and/or investment manager. Looking through the limited partnership, the plan’s holdings are as follows:
|
Debt Securities – U.S.
|
$
|
1,127
|
|
Government Bonds – U.S.
|
629
|
|
|
Agency Mortgages
|
65
|
|
|
Other
|
9
|
|
|
Total
|
$
|
1,830
|
|
(b)
|
UCF Equity Fund LP
– a Delaware limited partnership that offers interests to employee benefit plans for which UCF acts as trustee, investment advisor and/or investment manager. Looking through the limited partnership, the plan’s holdings are as follows:
|
Equity Securities – U.S.
|
$
|
3,346
|
|
Equity Securities – Foreign
|
181
|
|
|
Investment sales receivable
|
130
|
|
|
Other
|
1
|
|
|
Total
|
$
|
3,658
|
|
(c)
|
Private investment partnerships whose investment objectives are to achieve long-term capital appreciation by investing in global equity markets.
|
(d)
|
Includes investments held in a diversified portfolio of Canadian equity securities with no single sector representing more than
30 percent
of the portfolio by value.
|
(e)
|
Investments in funds incorporated in Canada that invest in diversified portfolios of global debt and equity securities.
|
(f)
|
Asset categories that are greater than
3%
of investments at fair value are disclosed separately. All Other includes interests in investment trusts, exchange-traded funds, equity securities – U.S., short-term investments, government bonds - foreign, debt securities – foreign, mineral interests and miscellaneous receivables and payables.
|
|
|
Fair Value Measurements at December 31, 2012 (in millions)
|
||||||||||||||
|
|
Total
|
|
Quoted Prices in
Active Markets (Level 1) |
|
Significant
Observable Inputs (Level 2) |
|
Significant
Unobservable Inputs (Level 3) |
||||||||
Asset Classes
|
|
|
|
|
|
|
|
|
||||||||
Interest in Internally Managed Partnership – Fixed Income
(a)
|
|
$
|
1,688
|
|
|
$
|
—
|
|
|
$
|
1,688
|
|
|
$
|
—
|
|
Interest in Internally Managed Partnership – Equity
(b)
|
|
3,491
|
|
|
—
|
|
|
3,491
|
|
|
—
|
|
||||
Interest in Investment Partnerships
(c)
|
|
608
|
|
|
—
|
|
|
608
|
|
|
—
|
|
||||
Equity securities – Foreign
(d)
|
|
482
|
|
|
482
|
|
|
—
|
|
|
—
|
|
||||
Government bonds – Foreign
(e)
|
|
499
|
|
|
—
|
|
|
499
|
|
|
—
|
|
||||
Pooled funds
(f)
|
|
312
|
|
|
—
|
|
|
312
|
|
|
—
|
|
||||
Private equities
|
|
342
|
|
|
—
|
|
|
—
|
|
|
342
|
|
||||
Real estate
|
|
300
|
|
|
—
|
|
|
—
|
|
|
300
|
|
||||
Other
(g)
|
|
937
|
|
|
503
|
|
|
193
|
|
|
241
|
|
||||
Total
|
|
$
|
8,659
|
|
|
$
|
985
|
|
|
$
|
6,791
|
|
|
$
|
883
|
|
(a)
|
UCF Fixed Income Fund LP
-
a Delaware limited partnership that offers interests to employee benefit plans for which UCF acts as trustee, investment advisor and/or investment manager. Looking through the limited partnership, the plan’s holdings are as follows:
|
Debt Securities – U.S.
|
$
|
1,112
|
|
Government Bonds – U.S.
|
473
|
|
|
Agency Mortgages
|
85
|
|
|
Other
|
18
|
|
|
Total
|
$
|
1,688
|
|
(b)
|
UCF Equity Fund LP
-
a Delaware limited partnership that offers interests to employee benefit plans for which UCF acts as trustee, investment advisor and/or investment manager. Looking through the limited partnership, the plan’s holdings are as follows:
|
Equity Securities – U.S.
|
$
|
3,166
|
|
Equity Securities – Foreign
|
149
|
|
|
Investment sales receivable
|
111
|
|
|
Other
|
65
|
|
|
Total
|
$
|
3,491
|
|
(c)
|
Private investment partnerships whose investment objectives are to achieve long-term capital appreciation by investing in global equity markets.
|
(d)
|
Includes investments held in a diversified portfolio of Canadian equity securities with no single sector representing more than
30 percent
of the portfolio by value.
|
(e)
|
Includes investments in Canadian National and Provincial government bonds.
|
(f)
|
Investments in funds incorporated in Canada that invest in diversified portfolios of global debt and equity securities.
|
(g)
|
Asset categories that are greater than
3%
of investments at fair value are disclosed separately. All Other includes interests in investment trusts, exchange-traded funds, short-term investments, government bonds – U.S., debt securities – U.S., debt securities – foreign, timberlands, mineral interests and miscellaneous receivables and payables.
|
|
|
Other
(Level 3 assets only) |
||||||
|
|
2013
|
|
2012
|
||||
Balance at beginning of period
|
|
$
|
883
|
|
|
$
|
850
|
|
Transfers in and/or out of Level 3
|
|
—
|
|
|
—
|
|
||
Actual return on plan assets:
|
|
|
|
|
||||
Realized gain
|
|
89
|
|
|
69
|
|
||
Net unrealized gain
|
|
45
|
|
|
8
|
|
||
Purchases, sales, issuances and settlements:
|
|
|
|
|
||||
Purchases
|
|
102
|
|
|
98
|
|
||
Sales
|
|
(206
|
)
|
|
(142
|
)
|
||
Balance at end of period
|
|
$
|
913
|
|
|
$
|
883
|
|
|
|
Fair Value Measurements at December 31, 2013 (in millions)
|
||||||||||||||
|
|
Total
|
|
Quoted Prices in
Active Markets (Level 1) |
|
Significant
Observable Inputs (Level 2) |
|
Significant
Unobservable Inputs (Level 3) |
||||||||
Asset Classes
|
|
|
|
|
|
|
|
|
||||||||
Interest in Internally Managed Partnership – Fixed Income
(a)
|
|
$
|
513
|
|
|
$
|
—
|
|
|
$
|
513
|
|
|
$
|
—
|
|
Interest in Internally Managed Partnership – Equity
(b)
|
|
1,190
|
|
|
—
|
|
|
1,190
|
|
|
—
|
|
||||
Interest in Investment Partnerships
(c)
|
|
131
|
|
|
—
|
|
|
131
|
|
|
—
|
|
||||
All Other
(d)
|
|
136
|
|
|
37
|
|
|
—
|
|
|
99
|
|
||||
Total
|
|
$
|
1,970
|
|
|
$
|
37
|
|
|
$
|
1,834
|
|
|
$
|
99
|
|
(a)
|
UCF Fixed Income Fund LP –
a Delaware limited partnership that offers interests to employee benefit plans for which UCF acts as trustee, investment advisor and/or investment manager. Looking through the limited partnership, the plan’s holdings are as follows:
|
Debt Securities – U.S.
|
$
|
308
|
|
Government Bonds – U.S.
|
172
|
|
|
Agency Mortgages
|
18
|
|
|
Partner contribution receivable
|
19
|
|
|
Other
|
(4
|
)
|
|
Total
|
$
|
513
|
|
(b)
|
UCF Equity Fund LP –
a Delaware limited partnership that offers interests to employee benefit plans for which UCF acts as trustee, investment advisor and/or investment manager. Looking through the limited partnership, the plan’s holdings are as follows:
|
Equity Securities – U.S.
|
$
|
1,081
|
|
Equity Securities – Foreign
|
59
|
|
|
Exchange-traded funds
|
42
|
|
|
Other
|
8
|
|
|
Total
|
$
|
1,190
|
|
(c)
|
Private investment partnerships whose investment objectives are to achieve long-term capital appreciation by investing in global equity markets.
|
(d)
|
Asset categories that are greater than
3%
of investments at fair value are disclosed separately. All Other includes short-term investments, exchange-traded funds, private equities, real estate, timberlands and miscellaneous receivables and payables.
|
|
|
Fair Value Measurements at December 31, 2012 (in millions)
|
||||||||||||||
|
|
Total
|
|
Quoted Prices in
Active Markets (Level 1) |
|
Significant
Observable Inputs (Level 2) |
|
Significant
Unobservable Inputs (Level 3) |
||||||||
Asset Classes
|
|
|
|
|
|
|
|
|
||||||||
Interest in Internally Managed Partnership – Fixed Income
(a)
|
|
$
|
468
|
|
|
$
|
—
|
|
|
$
|
468
|
|
|
$
|
—
|
|
Interest in Internally Managed Partnership – Equity
(b)
|
|
1,061
|
|
|
—
|
|
|
1,061
|
|
|
—
|
|
||||
Interest in Investment Partnerships
(c)
|
|
94
|
|
|
—
|
|
|
94
|
|
|
—
|
|
||||
All Other
(d)
|
|
109
|
|
|
38
|
|
|
—
|
|
|
71
|
|
||||
Total
|
|
$
|
1,732
|
|
|
$
|
38
|
|
|
$
|
1,623
|
|
|
$
|
71
|
|
(a)
|
UCF Fixed Income Fund LP
– a Delaware limited partnership that offers interests to employee benefit plans for which UCF acts as trustee, investment advisor and/or investment manager. Looking through the limited partnership, the plan’s holdings are as follows:
|
Debt Securities – U.S.
|
$
|
308
|
|
Government Bonds – U.S.
|
131
|
|
|
Agency Mortgages
|
24
|
|
|
Other
|
5
|
|
|
Total
|
$
|
468
|
|
(b)
|
UCF Equity Fund LP
– a Delaware limited partnership that offers interests to employee benefit plans for which UCF acts as trustee, investment advisor and/or investment manager. Looking through the limited partnership, the plan’s holdings are as follows:
|
Equity Securities – U.S.
|
$
|
950
|
|
Equity Securities – Foreign
|
45
|
|
|
Investment sales receivable
|
33
|
|
|
Other
|
33
|
|
|
Total
|
$
|
1,061
|
|
(c)
|
Private investment partnerships whose investment objectives are to achieve long-term capital appreciation by investing in global equity markets.
|
(d)
|
Asset categories that are greater than
3%
of investments at fair value are disclosed separately. All Other includes short-term investments, exchange-traded funds, private equities, real estate, timberlands and miscellaneous receivables and payables.
|
|
|
Other
(Level 3 assets only) |
||||||
|
|
2013
|
|
2012
|
||||
Balance at beginning of period
|
|
$
|
71
|
|
|
$
|
57
|
|
Transfers in and/or out of Level 3
|
|
—
|
|
|
—
|
|
||
Actual return on plan assets:
|
|
|
|
|
||||
Realized gain
|
|
8
|
|
|
2
|
|
||
Net unrealized gain
|
|
6
|
|
|
3
|
|
||
Purchases, sales, issuances and settlements:
|
|
|
|
|
||||
Purchases
|
|
29
|
|
|
17
|
|
||
Sales
|
|
(15
|
)
|
|
(8
|
)
|
||
Balance at end of period
|
|
$
|
99
|
|
|
$
|
71
|
|
|
|
Employer
Identification Number/ Pension Plan Number |
|
Pension
Protection
Act Zone
Status as of December 31 (a) |
|
FIP/RP Status
Pending/ Implemented (b) |
|
U.S. Steel
Contributions (in millions) |
|
Surcharge
Imposed (c) |
|
Expiration Date
of Collective Bargaining Agreement |
||||||||||||||
Pension Fund
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|
2011
|
|
2013
|
|
2012
|
|
|||||||||||
Steelworkers Pension Trust
|
|
23-6648508/499
|
|
Green
|
|
Green
|
|
No
|
|
$
|
74
|
|
|
$
|
69
|
|
|
$
|
63
|
|
|
No
|
|
No
|
|
September 1, 2015
|
(a)
|
The zone status is based on information that U. S. Steel received from the plan and is certified by the plan’s actuary. Among other factors, plans in the green zone are at least
80 percent
funded, while plans in the yellow zone are less than
80 percent
funded and plans in the red zone are less than
65 percent
funded.
|
(b)
|
Indicates if a financial improvement plan (FIP) or a rehabilitation plan (RP) is either pending or has been implemented.
|
(c)
|
Indicates whether there were charges to U. S. Steel from the plan.
|
(In millions)
|
|
Pension
Benefits |
|
Other
Benefits |
||||
2014
|
|
$
|
955
|
|
|
$
|
266
|
|
2015
|
|
808
|
|
|
285
|
|
||
2016
|
|
796
|
|
|
280
|
|
||
2017
|
|
789
|
|
|
241
|
|
||
2018
|
|
771
|
|
|
232
|
|
||
Years 2019 - 2023
|
|
3,563
|
|
|
1,077
|
|
|
|
December 31,
|
|
||||||
(In millions)
|
|
2013
|
|
2012
|
|
||||
Balance at beginning of year
|
|
$
|
33
|
|
|
$
|
38
|
|
|
Additional obligations incurred
|
|
28
|
|
|
2
|
|
|
||
Obligations settled
|
|
(7
|
)
|
|
(9
|
)
|
|
||
Accretion expense
|
|
5
|
|
|
2
|
|
|
||
Balance at end of period
|
|
$
|
59
|
|
|
$
|
33
|
|
|
|
|
December 31, 2013
|
|
December 31, 2012
|
||||||||||||
(In millions)
|
|
Fair Value
|
|
Carrying
Amount |
|
Fair Value
|
|
Carrying
Amount |
||||||||
Financial assets:
|
|
|
|
|
|
|
|
|
||||||||
Investments and long-term receivables
(a)
|
|
$
|
63
|
|
|
$
|
63
|
|
|
$
|
39
|
|
|
$
|
39
|
|
Financial liabilities:
|
|
|
|
|
|
|
|
|
||||||||
Debt
(b)
|
|
$
|
4,198
|
|
|
$
|
3,904
|
|
|
$
|
4,113
|
|
|
$
|
3,902
|
|
(in millions)
(a)
|
|
Pension and
Other Benefit
Items
|
|
Foreign
Currency
Items
|
|
Total
|
||||||
Balance at December 31, 2011
|
|
$
|
(3,598
|
)
|
|
$
|
231
|
|
|
$
|
(3,367
|
)
|
Other comprehensive income (loss) before reclassifications
|
|
(278
|
)
|
|
114
|
|
|
(164
|
)
|
|||
Amounts reclassified from AOCI
(b)
|
|
263
|
|
|
—
|
|
|
263
|
|
|||
Net current-period other comprehensive income
|
|
(15
|
)
|
|
114
|
|
|
99
|
|
|||
Balance at December 31, 2012
|
|
$
|
(3,613
|
)
|
|
$
|
345
|
|
|
$
|
(3,268
|
)
|
Other comprehensive income (loss) before reclassifications
|
|
1,220
|
|
|
52
|
|
|
1,272
|
|
|||
Amounts reclassified from AOCI
|
|
266
|
|
(b)
|
(22
|
)
|
(c)
|
244
|
|
|||
Net current-period other comprehensive income
|
|
1,486
|
|
|
30
|
|
|
1,516
|
|
|||
Balance at December 31, 2013
|
|
$
|
(2,127
|
)
|
|
$
|
375
|
|
|
$
|
(1,752
|
)
|
|
|
|
|
Amount reclassified
from AOCI |
|
||||||
(In millions)
(a)
|
|
Details about AOCI components
|
|
2013
|
|
2012
|
|
||||
|
|
Amortization of pension and other benefit items
|
|
|
|
|
|
||||
|
|
Prior service costs
|
|
$
|
(11
|
)
|
|
$
|
(33
|
)
|
(b)
|
|
|
Actuarial gains/(losses)
|
|
(398
|
)
|
|
(360
|
)
|
(b)
|
||
|
|
Total before tax
|
|
(409
|
)
|
|
(393
|
)
|
|
||
|
|
Tax benefit
|
|
143
|
|
|
130
|
|
|
||
|
|
Net of tax
|
|
$
|
(266
|
)
|
|
$
|
(263
|
)
|
|
(b)
|
These AOCI components are included in the computation of net periodic benefit cost (see Note 16 for additional details).
|
(In millions)
|
|
2013
|
|
2012
|
|
2011
|
|
||||||
Net cash used in operating activities included:
|
|
|
|
|
|
|
|
||||||
Interest and other financial costs paid (net of amount capitalized)
|
|
$
|
(238
|
)
|
|
$
|
(239
|
)
|
|
$
|
(222
|
)
|
|
Income taxes (paid) refunded
|
|
$
|
(20
|
)
|
|
$
|
(71
|
)
|
|
$
|
13
|
|
|
Non-cash investing and financing activities:
|
|
|
|
|
|
|
|
||||||
Change in accrued capital expenditures
|
|
$
|
(14
|
)
|
|
$
|
(52
|
)
|
|
|
(a)
|
||
Assets acquired under capital lease
|
|
$
|
—
|
|
|
$
|
35
|
|
|
$
|
—
|
|
|
U. S. Steel common stock issued for employee stock plans
|
|
$
|
—
|
|
|
$
|
2
|
|
|
$
|
—
|
|
|
(In millions)
|
|
Capital
Leases |
|
Operating
Leases |
||||
2014
|
|
$
|
5
|
|
|
$
|
76
|
|
2015
|
|
5
|
|
|
71
|
|
||
2016
|
|
5
|
|
|
63
|
|
||
2017
|
|
5
|
|
|
45
|
|
||
2018
|
|
5
|
|
|
14
|
|
||
Later years
|
|
26
|
|
|
31
|
|
||
Sublease rentals
|
|
—
|
|
|
—
|
|
||
Total minimum lease payments
|
|
$
|
51
|
|
|
$
|
300
|
|
Less imputed interest costs
|
|
16
|
|
|
|
|||
Present value of net minimum lease payments included in long-term debt (
see Note 14
)
|
|
$
|
35
|
|
|
|
(In millions)
|
|
2013
|
|
2012
|
|
2011
|
||||||
Minimum rentals
|
|
$
|
111
|
|
|
$
|
91
|
|
|
$
|
95
|
|
Contingent rentals
|
|
11
|
|
|
12
|
|
|
11
|
|
|||
Sublease rentals
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Net rental expense
|
|
$
|
122
|
|
|
$
|
103
|
|
|
$
|
106
|
|
|
|
Severance
|
|
Exit
|
|
Accelerated
|
|
||||||
(in millions)
|
|
Accrual
|
|
Costs
|
|
Depreciation
|
|
||||||
|
|
|
|
|
|
|
|
||||||
Balance at December 31, 2012
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
||||||
Additional charges
|
|
16
|
|
(a)
|
6
|
|
(b)
|
222
|
|
(c)
|
|||
Cash payments/utilization
|
|
—
|
|
|
—
|
|
|
(222
|
)
|
|
|||
Other adjustments and re-classes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|||
|
|
|
|
|
|
|
|
||||||
Balance at December 31, 2013
|
|
$
|
16
|
|
|
$
|
6
|
|
|
$
|
—
|
|
|
(in millions)
|
|
December 31, 2013
|
|
December 31, 2012
|
||||
Accounts payable
|
|
$
|
6
|
|
|
$
|
—
|
|
Payroll and benefits payable
|
|
8
|
|
|
—
|
|
||
Employee benefits
|
|
8
|
|
|
—
|
|
||
Total
|
|
$
|
22
|
|
|
$
|
—
|
|
|
|
Twelve Months Ended December 31,
|
||||||
(In millions)
|
|
2013
|
|
2012
|
||||
Beginning of period
|
|
$
|
203
|
|
|
$
|
206
|
|
Accruals for environmental remediation deemed probable and reasonably estimable
|
|
45
|
|
|
13
|
|
||
Payments
|
|
(15
|
)
|
|
(16
|
)
|
||
End of period
|
|
$
|
233
|
|
|
$
|
203
|
|
(In millions)
|
|
December 31, 2013
|
|
December 31, 2012
|
||||
Accounts payable
|
|
$
|
17
|
|
|
$
|
21
|
|
Deferred credits and other noncurrent liabilities
|
|
216
|
|
|
182
|
|
||
Total
|
|
$
|
233
|
|
|
$
|
203
|
|
2014
|
|
2015
|
|
2016
|
|
2017
|
|
2018
|
|
Later years
|
|
Total
|
$854
|
|
$644
|
|
$411
|
|
$326
|
|
$296
|
|
$1,443
|
|
$3,974
|
|
|
2013
|
|
2012
|
||||||||||||||||||||||||||||
(In millions, except per share data)
|
|
4th Qtr.
|
|
3rd Qtr.
|
|
2nd Qtr.
|
|
1st Qtr.
|
|
4th Qtr.
|
|
3rd Qtr.
|
|
2nd Qtr.
|
|
1st Qtr.
|
||||||||||||||||
Net sales
|
|
$
|
4,269
|
|
|
$
|
4,131
|
|
|
$
|
4,429
|
|
|
$
|
4,595
|
|
|
$
|
4,487
|
|
|
$
|
4,652
|
|
|
$
|
5,017
|
|
|
$
|
5,172
|
|
Segment income (loss) from operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Flat-rolled
|
|
87
|
|
|
82
|
|
|
(51
|
)
|
|
(13
|
)
|
|
11
|
|
|
29
|
|
|
177
|
|
|
183
|
|
||||||||
USSE
(a)
|
|
12
|
|
|
(32
|
)
|
|
10
|
|
|
38
|
|
|
7
|
|
|
27
|
|
|
34
|
|
|
(34
|
)
|
||||||||
Tubular
|
|
32
|
|
|
49
|
|
|
45
|
|
|
64
|
|
|
32
|
|
|
102
|
|
|
103
|
|
|
129
|
|
||||||||
Total reportable segments
|
|
$
|
131
|
|
|
$
|
99
|
|
|
$
|
4
|
|
|
$
|
89
|
|
|
$
|
50
|
|
|
$
|
158
|
|
|
$
|
314
|
|
|
$
|
278
|
|
Other Businesses
|
|
15
|
|
|
14
|
|
|
43
|
|
|
5
|
|
|
9
|
|
|
13
|
|
|
16
|
|
|
17
|
|
||||||||
Items not allocated to segments
|
|
(375
|
)
|
|
(1,815
|
)
|
|
(54
|
)
|
|
(56
|
)
|
|
(54
|
)
|
|
(109
|
)
|
|
(77
|
)
|
|
(368
|
)
|
||||||||
Total (loss) income from operations
|
|
$
|
(229
|
)
|
|
$
|
(1,702
|
)
|
|
$
|
(7
|
)
|
|
$
|
38
|
|
|
$
|
5
|
|
|
$
|
62
|
|
|
$
|
253
|
|
|
$
|
(73
|
)
|
Net income (loss)
|
|
270
|
|
|
(1,791
|
)
|
|
(78
|
)
|
|
(73
|
)
|
|
(51
|
)
|
|
44
|
|
|
101
|
|
|
(219
|
)
|
||||||||
Net income (loss) attributable to United States Steel Corporation
|
|
$
|
270
|
|
|
$
|
(1,791
|
)
|
|
$
|
(78
|
)
|
|
$
|
(73
|
)
|
|
$
|
(50
|
)
|
|
$
|
44
|
|
|
$
|
101
|
|
|
$
|
(219
|
)
|
Common stock data
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Net income (loss) per share attributable to United States Steel Corporation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
- Basic
|
|
$
|
1.87
|
|
|
$
|
(12.38
|
)
|
|
$
|
(0.54
|
)
|
|
$
|
(0.51
|
)
|
|
$
|
(0.35
|
)
|
|
$
|
0.30
|
|
|
$
|
0.70
|
|
|
$
|
(1.52
|
)
|
- Diluted
|
|
$
|
1.75
|
|
|
$
|
(12.38
|
)
|
|
$
|
(0.54
|
)
|
|
$
|
(0.51
|
)
|
|
$
|
(0.35
|
)
|
|
$
|
0.28
|
|
|
$
|
0.62
|
|
|
$
|
(1.52
|
)
|
Dividends paid per share
|
|
$
|
0.05
|
|
|
$
|
0.05
|
|
|
$
|
0.05
|
|
|
$
|
0.05
|
|
|
$
|
0.05
|
|
|
$
|
0.05
|
|
|
$
|
0.05
|
|
|
$
|
0.05
|
|
Price range of common stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
- Low
|
|
$
|
20.44
|
|
|
$
|
16.86
|
|
|
$
|
15.80
|
|
|
$
|
19.19
|
|
|
$
|
18.74
|
|
|
$
|
17.80
|
|
|
$
|
17.67
|
|
|
$
|
24.78
|
|
- High
|
|
$
|
30.47
|
|
|
$
|
21.68
|
|
|
$
|
19.70
|
|
|
$
|
26.29
|
|
|
$
|
24.78
|
|
|
$
|
23.84
|
|
|
$
|
30.66
|
|
|
$
|
32.52
|
|
(a)
|
Includes the results of U. S. Steel Serbia through the disposition date of January 31, 2012. See Note 4 to the Consolidated Financial Statements.
|
|
|
Proven and Probable Reserves
As of December 31, 2013
|
|
Production
|
||||||||||||||
(Millions of short tons)
|
|
Owned
|
|
Leased
|
|
Total
|
|
2013
|
|
2012
|
|
2011
|
||||||
Iron ore pellets:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Minntac Mine and Pellet Plant
|
|
125
|
|
|
416
|
|
|
541
|
|
|
16.1
|
|
|
15.6
|
|
|
15.6
|
|
Keetac Mine and Pellet Plant
|
|
19
|
|
|
373
|
|
|
392
|
|
|
5.6
|
|
|
5.8
|
|
|
5.5
|
|
Tilden Mining Company, L.C.*
|
|
40
|
|
|
—
|
|
|
40
|
|
|
1.1
|
|
|
1.5
|
|
|
1.4
|
|
Hibbing Taconite Company*
|
|
—
|
|
|
12
|
|
|
12
|
|
|
1.3
|
|
|
1.4
|
|
|
1.3
|
|
Total
|
|
184
|
|
|
801
|
|
|
985
|
|
|
24.1
|
|
|
24.3
|
|
|
23.8
|
|
*
|
Represents U. S. Steel’s proportionate share of proven and probable reserves and production as these investments are unconsolidated equity affiliates.
|
(Thousands of tons, unless otherwise noted)
|
|
2013
|
|
2012
|
|
2011
|
|
2010
|
|
2009
|
||||||||||
Raw Steel Production
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Gary, IN
|
|
6,396
|
|
|
6,230
|
|
|
6,312
|
|
|
5,598
|
|
|
5,379
|
|
|||||
Great Lakes, MI
|
|
2,883
|
|
|
2,839
|
|
|
2,841
|
|
|
3,095
|
|
|
473
|
|
|||||
Mon Valley, PA
|
|
2,918
|
|
|
2,835
|
|
|
2,746
|
|
|
2,701
|
|
|
2,460
|
|
|||||
Granite City, IL
|
|
2,538
|
|
|
2,421
|
|
|
2,453
|
|
|
2,539
|
|
|
906
|
|
|||||
Fairfield, AL
|
|
1,943
|
|
|
2,341
|
|
|
1,912
|
|
|
2,095
|
|
|
1,586
|
|
|||||
Lake Erie, Ontario, Canada
|
|
1,189
|
|
|
2,450
|
|
|
2,336
|
|
|
1,052
|
|
|
356
|
|
|||||
Hamilton, Ontario, Canada
(a)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,363
|
|
|
564
|
|
|||||
Total Flat-rolled facilities
|
|
17,867
|
|
|
19,116
|
|
|
18,600
|
|
|
18,443
|
|
|
11,724
|
|
|||||
U. S. Steel Košice
|
|
4,598
|
|
|
4,434
|
|
|
4,201
|
|
|
4,706
|
|
|
3,897
|
|
|||||
U. S. Steel Serbia
(b)
|
|
—
|
|
|
88
|
|
|
1,439
|
|
|
1,383
|
|
|
1,180
|
|
|||||
Total USSE facilities
|
|
4,598
|
|
|
4,522
|
|
|
5,640
|
|
|
6,089
|
|
|
5,077
|
|
|||||
Total
|
|
22,465
|
|
|
23,638
|
|
|
24,240
|
|
|
24,532
|
|
|
16,801
|
|
|||||
Raw Steel Capability
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Flat-rolled
(a)
|
|
24,300
|
|
|
24,300
|
|
|
24,300
|
|
|
24,300
|
|
|
24,300
|
|
|||||
USSE
|
|
5,000
|
|
|
5,000
|
|
|
7,400
|
|
|
7,400
|
|
|
7,400
|
|
|||||
Total
|
|
29,300
|
|
|
29,300
|
|
|
31,700
|
|
|
31,700
|
|
|
31,700
|
|
|||||
Production as % of total capability:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Flat-rolled
|
|
74
|
%
|
|
78
|
%
|
|
77
|
%
|
|
76
|
%
|
|
48
|
%
|
|||||
USSE
|
|
92
|
%
|
|
87
|
%
|
|
76
|
%
|
|
82
|
%
|
|
69
|
%
|
|||||
Coke Production
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Flat-rolled
|
|
6,494
|
|
|
6,156
|
|
|
6,144
|
|
|
5,792
|
|
|
3,969
|
|
|||||
USSE
|
|
1,508
|
|
|
1,537
|
|
|
1,486
|
|
|
1,506
|
|
|
1,446
|
|
|||||
Total
|
|
8,002
|
|
|
7,693
|
|
|
7,630
|
|
|
7,298
|
|
|
5,415
|
|
|||||
Iron Ore Pellet Production
(c)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total
|
|
24,151
|
|
|
24,271
|
|
|
23,779
|
|
|
22,441
|
|
|
9,293
|
|
|||||
Steel Shipments by Segment
(d)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Flat-rolled
|
|
14,644
|
|
|
15,974
|
|
|
15,509
|
|
|
15,301
|
|
|
9,861
|
|
|||||
USSE
|
|
4,000
|
|
|
3,816
|
|
|
4,932
|
|
|
5,464
|
|
|
4,463
|
|
|||||
Tubular
|
|
1,757
|
|
|
1,886
|
|
|
1,812
|
|
|
1,551
|
|
|
657
|
|
|||||
Total steel shipments
|
|
20,401
|
|
|
21,676
|
|
|
22,253
|
|
|
22,316
|
|
|
14,981
|
|
|||||
Average Steel Price Per Ton
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Flat-rolled
|
|
$
|
735
|
|
|
$
|
750
|
|
|
$
|
759
|
|
|
$
|
675
|
|
|
$
|
651
|
|
USSE
|
|
$
|
706
|
|
|
$
|
742
|
|
|
$
|
845
|
|
|
$
|
705
|
|
|
$
|
637
|
|
Tubular
|
|
$
|
1,530
|
|
|
$
|
1,687
|
|
|
$
|
1,612
|
|
|
$
|
1,494
|
|
|
$
|
1,755
|
|
(a)
|
On December 31, 2013, U. S. Steel permanently shut down its iron and steelmaking facilities at Hamilton Works reducing Flat-rolled's annual raw steel capability to 22.0 million tons.
|
(b)
|
On January 31, 2012, U. S. Steel sold U. S. Steel Serbia.
|
(c)
|
Includes our share of production from Hibbing, Tilden and Wabush. On February 1, 2010, U. S. Steel sold its interest in Wabush.
|
(d)
|
Does not include shipments by joint ventures and other equity investees of U. S. Steel, but instead reflects the shipments of substrate materials, primarily hot-rolled and cold-rolled sheets, to those entities.
|
(Thousands of net tons)
|
|
2013
|
|
2012
|
|
2011
|
|
2010
|
|
2009
|
|||||
Steel Shipments by Market - North American Facilities
(a)
|
|
|
|
|
|
|
|
|
|
|
|||||
Steel service centers
|
|
2,721
|
|
|
2,882
|
|
|
2,987
|
|
|
3,214
|
|
|
1,999
|
|
Further conversion:
|
|
|
|
|
|
|
|
|
|
|
|||||
Trade customers
|
|
4,409
|
|
|
5,119
|
|
|
4,799
|
|
|
4,256
|
|
|
2,214
|
|
Joint ventures
|
|
1,664
|
|
|
1,823
|
|
|
1,803
|
|
|
1,835
|
|
|
1,283
|
|
Transportation (including automotive)
|
|
2,480
|
|
|
2,511
|
|
|
2,268
|
|
|
2,139
|
|
|
1,262
|
|
Construction and construction products
|
|
905
|
|
|
1,013
|
|
|
998
|
|
|
859
|
|
|
675
|
|
Containers
|
|
1,259
|
|
|
1,290
|
|
|
1,221
|
|
|
1,398
|
|
|
1,296
|
|
Appliances & electrical equipment
|
|
666
|
|
|
727
|
|
|
651
|
|
|
703
|
|
|
755
|
|
Oil, gas and petrochemicals
|
|
1,540
|
|
|
1,601
|
|
|
1,526
|
|
|
1,438
|
|
|
619
|
|
Export from the United States
|
|
450
|
|
|
550
|
|
|
736
|
|
|
746
|
|
|
322
|
|
All other
|
|
307
|
|
|
344
|
|
|
332
|
|
|
264
|
|
|
93
|
|
Total
|
|
16,401
|
|
|
17,860
|
|
|
17,321
|
|
|
16,852
|
|
|
10,518
|
|
Steel Shipments by Market - USSE
|
|
|
|
|
|
|
|
|
|
|
|||||
Steel service centers
|
|
560
|
|
|
567
|
|
|
943
|
|
|
1,106
|
|
|
882
|
|
Further conversion:
|
|
|
|
|
|
|
|
|
|
|
|||||
Trade customers
|
|
286
|
|
|
310
|
|
|
539
|
|
|
676
|
|
|
461
|
|
Transportation (including automotive)
|
|
709
|
|
|
650
|
|
|
707
|
|
|
629
|
|
|
387
|
|
Construction and construction products
|
|
1,501
|
|
|
1,350
|
|
|
1,622
|
|
|
1,764
|
|
|
1,615
|
|
Containers
|
|
393
|
|
|
387
|
|
|
525
|
|
|
586
|
|
|
517
|
|
Appliances & electrical equipment
|
|
275
|
|
|
272
|
|
|
328
|
|
|
319
|
|
|
248
|
|
Oil, gas and petrochemicals
|
|
15
|
|
|
20
|
|
|
14
|
|
|
11
|
|
|
17
|
|
All other
|
|
261
|
|
|
260
|
|
|
254
|
|
|
373
|
|
|
336
|
|
Total
|
|
4,000
|
|
|
3,816
|
|
|
4,932
|
|
|
5,464
|
|
|
4,463
|
|
(a)
|
Does not include shipments by joint ventures and other equity investees of U. S. Steel, but instead reflects the shipments of substrate materials, primarily hot-rolled and cold-rolled sheets, to those entities.
|
(Dollars in millions, except per share amounts)
|
|
2013
|
|
2012
|
|
2011
|
|
2010
|
|
2009
|
||||||||||
Net sales by segment:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Flat-rolled
|
|
$
|
12,830
|
|
|
$
|
14,555
|
|
|
$
|
13,727
|
|
|
$
|
11,860
|
|
|
$
|
7,145
|
|
USSE
(a)
|
|
2,944
|
|
|
3,094
|
|
|
4,375
|
|
|
4,037
|
|
|
2,947
|
|
|||||
Tubular
|
|
2,777
|
|
|
3,291
|
|
|
3,041
|
|
|
2,408
|
|
|
1,221
|
|
|||||
Total reportable segments
|
|
$
|
18,551
|
|
|
$
|
20,940
|
|
|
$
|
21,143
|
|
|
$
|
18,305
|
|
|
$
|
11,313
|
|
Other Businesses
|
|
273
|
|
|
327
|
|
|
522
|
|
|
432
|
|
|
292
|
|
|||||
Intersegment sales
|
|
(1,400
|
)
|
|
(1,939
|
)
|
|
(1,781
|
)
|
|
(1,363
|
)
|
|
(557
|
)
|
|||||
Total
|
|
$
|
17,424
|
|
|
$
|
19,328
|
|
|
$
|
19,884
|
|
|
$
|
17,374
|
|
|
$
|
11,048
|
|
Segment income (loss):
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Flat-rolled
(b)
|
|
$
|
105
|
|
|
$
|
400
|
|
|
$
|
469
|
|
|
$
|
(261
|
)
|
|
$
|
(1,399
|
)
|
USSE
(a)
|
|
28
|
|
|
34
|
|
|
(162
|
)
|
|
(33
|
)
|
|
(208
|
)
|
|||||
Tubular
(b)
|
|
190
|
|
|
366
|
|
|
316
|
|
|
353
|
|
|
60
|
|
|||||
Total reportable segments
(b)
|
|
$
|
323
|
|
|
$
|
800
|
|
|
$
|
623
|
|
|
$
|
59
|
|
|
$
|
(1,547
|
)
|
Other Businesses
(b)
|
|
77
|
|
|
55
|
|
|
46
|
|
|
55
|
|
|
—
|
|
|||||
Items not allocated to segments
(b)
|
|
(2,300
|
)
|
(c)
|
(608
|
)
|
|
(404
|
)
|
|
(225
|
)
|
|
(137
|
)
|
|||||
Total (loss) income from operations
|
|
$
|
(1,900
|
)
|
|
$
|
247
|
|
|
$
|
265
|
|
|
$
|
(111
|
)
|
|
$
|
(1,684
|
)
|
Net interest and other financial costs
|
|
332
|
|
|
241
|
|
|
238
|
|
|
274
|
|
|
161
|
|
|||||
Income tax (benefit) provision
|
|
(560
|
)
|
|
131
|
|
|
80
|
|
|
97
|
|
|
(439
|
)
|
|||||
Net (loss) income attributable to United States Steel Corporation
|
|
$
|
(1,672
|
)
|
|
$
|
(124
|
)
|
|
$
|
(53
|
)
|
|
$
|
(482
|
)
|
|
$
|
(1,401
|
)
|
Per common share:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
- Basic
|
|
$
|
(11.56
|
)
|
|
$
|
(0.86
|
)
|
|
$
|
(0.37
|
)
|
|
$
|
(3.36
|
)
|
|
$
|
(10.42
|
)
|
- Diluted
|
|
$
|
(11.56
|
)
|
|
$
|
(0.86
|
)
|
|
$
|
(0.37
|
)
|
|
$
|
(3.36
|
)
|
|
$
|
(10.42
|
)
|
(a)
|
Includes the results of USSS through the disposition date of January 31, 2012. See Note 4 to the Consolidated Financial Statements.
|
(b)
|
Amounts prior to 2011 have been restated to reflect a change in our segment allocation methodology for postretirement benefit expenses as disclosed in Note 3 to the Consolidated Financial Statements.
|
(c)
|
Includes goodwill impairment charge of $1.8 billion in 2013. See Note 11 to the Consolidated Financial Statements.
|
|
|
2013
|
|
2012
|
|
2011
|
|
2010
|
|
2009
|
|
||||||||||
Balance Sheet Position at Year-End (dollars in millions)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Current assets
|
|
$
|
6,078
|
|
|
$
|
5,496
|
|
|
$
|
5,774
|
|
|
$
|
5,304
|
|
|
$
|
5,015
|
|
|
Net property, plant & equipment
|
|
5,922
|
|
|
6,408
|
|
|
6,579
|
|
|
6,486
|
|
|
6,820
|
|
|
|||||
Total assets
|
|
13,143
|
|
|
15,217
|
|
|
16,073
|
|
|
15,350
|
|
|
15,422
|
|
|
|||||
Short-term debt and current maturities of long-term debt
|
|
323
|
|
|
2
|
|
|
400
|
|
|
216
|
|
|
19
|
|
|
|||||
Other current liabilities
|
|
2,922
|
|
|
2,988
|
|
|
3,249
|
|
|
2,931
|
|
|
2,455
|
|
|
|||||
Long-term debt
|
|
3,616
|
|
|
3,936
|
|
|
3,828
|
|
|
3,517
|
|
|
3,345
|
|
|
|||||
Employee benefits
|
|
2,064
|
|
|
4,416
|
|
|
4,600
|
|
|
4,365
|
|
|
4,143
|
|
|
|||||
Total United States Steel Corporation stockholders’ equity
|
|
3,348
|
|
|
3,477
|
|
|
3,500
|
|
|
3,851
|
|
|
4,676
|
|
|
|||||
Cash Flow Data (dollars in millions)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net cash provided by (used in) operating activities
|
|
$
|
414
|
|
|
$
|
1,135
|
|
|
$
|
168
|
|
|
$
|
(379
|
)
|
|
$
|
(61
|
)
|
|
Capital expenditures
|
|
477
|
|
|
723
|
|
|
848
|
|
|
676
|
|
|
472
|
|
|
|||||
Dividends paid
|
|
29
|
|
|
29
|
|
|
29
|
|
|
29
|
|
|
56
|
|
|
|||||
Employee Data
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total employment costs (dollars in millions)
|
|
$
|
3,611
|
|
|
$
|
3,710
|
|
(a)
|
$
|
3,656
|
|
|
$
|
3,144
|
|
|
$
|
2,814
|
|
(b)
|
Average North America employment costs (dollars per hour)
|
|
$
|
55.06
|
|
|
$
|
56.47
|
|
|
$
|
57.06
|
|
|
$
|
51.47
|
|
|
$
|
56.24
|
|
(b)
|
Average number of North America employees
|
|
25,621
|
|
|
25,925
|
|
|
24,207
|
|
|
23,197
|
|
|
20,635
|
|
|
|||||
Average number of USSE employees
|
|
12,470
|
|
|
12,858
|
|
(a)
|
18,531
|
|
|
18,623
|
|
|
19,281
|
|
|
|||||
Number of pensioners at year-end
|
|
68,221
|
|
|
70,822
|
|
|
74,270
|
|
|
77,203
|
|
|
78,948
|
|
|
|||||
Stockholder Data at Year-End
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Common shares outstanding, net of treasury shares (millions)
|
|
144.7
|
|
|
144.3
|
|
|
144.0
|
|
|
143.7
|
|
|
143.4
|
|
|
|||||
Registered shareholders (thousands)
|
|
16.8
|
|
|
17.8
|
|
|
18.5
|
|
|
19.3
|
|
|
20.3
|
|
|
|||||
Market price of common stock
|
|
$
|
29.50
|
|
|
$
|
23.85
|
|
|
$
|
26.46
|
|
|
$
|
58.42
|
|
|
$
|
55.12
|
|
|
(a)
|
The 2012 average is reflective of the average number of employees at USSK only. USSS employed 5,350 individuals for the month of January 2012 at a total cost of approximately $1 million, which is not reflected in this amount. USSS was sold on January 31, 2012.
|
(b)
|
Includes charges of $93 million for defined benefit pension and other benefit charges related to voluntary early retirement programs and $87 million associated with benefit costs related to the temporary idling of certain facilities and reduced production at others.
|
Plan Category
|
|
(1) Number of securities
to be issued upon exercise of outstanding options, warrants and rights |
|
(2) Weighted-average
exercise price of outstanding options, warrants and rights |
|
(3) Number of securities
remaining available for future issuance under equity compensation plans (excluding securities reflected in Column (1)) |
Equity compensation plans approved by security holders
(a)
|
|
7,862,465
|
|
$37.66
|
|
2,609,897
(b)
|
Equity compensation plans not approved by security holders
(c)
|
|
27,819
|
|
(one for one)
|
|
—
|
Total
|
|
7,890,284
|
|
—
|
|
2,609,897
|
(a)
|
The numbers in columns (1) and (2) of this row contemplate all shares that could potentially be issued as a result of outstanding grants under the 2005 Stock Incentive Plan as of December 31, 2013. (For more information, see Note 12 to the Consolidated Financial Statements.) Column (1) includes (i) 162,967 shares of common stock that could be issued for the Common Stock Units outstanding under the Deferred Compensation Program for Non-Employee Directors and (ii) 999,952 shares that could be issued for the 499,976 performance awards outstanding under the Long-Term Incentive Compensation Program (a program under the 2005 Stock Incentive Plan). The calculation in column (2) does not include the Common Stock Units since the weighted average exercise price for Common Stock Units is one for one; that is, one share of common stock will be given in exchange for each unit of such phantom stock accumulated through the date of the director’s retirement. Also, the calculation in column (2) does not include the performance awards since the weighted average exercise price for performance awards can range from zero for one to two for one; that is, performance awards may result in up to 999,952 shares of common stock being issued (two for one), or some lesser number of shares (including zero shares of common stock issued), depending upon the Corporation’s common stock performance versus that of a peer group of companies.
|
(b)
|
Represents shares available under the 2005 Stock Incentive Plan.
|
(c)
|
At December 31, 2013, U. S. Steel had no securities remaining for future issuance under equity compensation plans that had not been approved by security holders. Column (1) represents Common Stock Units that were issued pursuant to the Deferred Compensation Plan for Non-Employee Directors prior to its being amended to make it a program under the 2005 Stock Incentive Plan. The weighted average exercise price for Common Stock Units in column (2) is one for one; that is, one share of common stock will be given in exchange for each unit of phantom stock upon the director’s retirement from the Board of Directors. All future grants under this amended plan/program will count as shares issued pursuant to the 2005 Stock Incentive Plan, a shareholder approved plan.
|
(a)
|
Master Share Purchase Agreement by and between U. S. Steel Serbia B.V. and U. S. Steel Košice s.r.o., wholly owned subsidiaries of U. S. Steel, and the Republic of Serbia.
|
|
Incorporated by reference to Exhibit 2.1 to United States Steel Corporation’s Form 8-K filed on February 6, 2012, Commission File Number 1-16811.
|
(a)
|
United States Steel Corporation Restated Certificate of Incorporation dated September 30, 2003.
|
|
Incorporated by reference to Exhibit 3.1 to United States Steel Corporation’s Form 10-Q for the quarter ended September 30, 2003, Commission File Number 1-16811.
|
|
|
|
|
(b)
|
Amended and Restated By-Laws of United States Steel Corporation dated as of January 28, 2014
|
|
Incorporated by reference to Exhibit 3.1 to United States Steel Corporation's Form 8-K filed on January 31, 2014, Commission File Number 1-16811.
|
|
|
|
|
(a)
|
Second Amended and Restated Credit Agreement dated as of June 12, 2009 and amended and restated as of July 20, 2011 among United States Steel Corporation, the Lenders party thereto, the LC Issuing Banks party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent and Collateral Agent.
|
|
Incorporated by reference to Exhibit 10.2 to United States Steel Corporation’s Form 8-K filed on July 21, 2011, Commission File Number 1-16811.
|
|
|
|
|
(b)
|
Indenture dated as of May 21, 2007 between United States Steel Corporation and The Bank of New York Mellon, formerly known as The Bank of New York.
|
|
Incorporated by reference to Exhibit 4.1 to United States Steel Corporation’s Form 8-K filed on May 22, 2007, Commission File Number 1-16811.
|
|
|
|
|
(c)
|
First Supplemental Indenture dated as of May 21, 2007, between United States Steel Corporation and The Bank of New York Mellon, formerly known as The Bank of New York, regarding 5.65% Senior Notes due June 1, 2013, 6.05% Senior Notes due June 1, 2017 and 6.65% Senior Notes due June 1, 2037.
|
|
Incorporated by reference to Exhibit 4.2 to United States Steel Corporation’s Form 8-K filed on May 22, 2007, Commission File Number 1-16811.
|
|
|
|
|
(d)
|
Second Supplemental Indenture dated as of December 10, 2007, between United States Steel Corporation and The Bank of New York Mellon, formerly known as The Bank of New York, regarding 7.00% Senior Notes due February 1, 2018.
|
|
Incorporated by reference to Exhibit 4.1 to United States Steel Corporation’s Form 8-K filed on December 10, 2007, Commission File Number 1-16811.
|
|
|
|
|
(e)
|
Third Supplemental Indenture dated as of May 4, 2009, between United States Steel Corporation and The Bank of New York Mellon, formerly known as The Bank of New York, regarding 4.00% Senior Convertible Notes due May 15, 2014.
|
|
Incorporated by reference to Exhibit 4.1 to United States Steel Corporation’s Form 8-K filed on May 5, 2009, Commission File Number 1-16811.
|
|
|
|
|
(f)
|
Fourth Supplemental Indenture dated as of March 19, 2010, between United States Steel Corporation and The Bank of New York Mellon, formerly known as The Bank of New York, regarding 7.375% Senior Notes due April 1, 2020.
|
|
Incorporated by reference to Exhibit 4.1 to United States Steel Corporation’s Form 8-K filed on March 23, 2010, Commission File Number 1-16811.
|
|
|
|
|
(g)
|
Fifth Supplemental Indenture dated as of March 15, 2012, between United States Steel Corporation and The Bank of New York Mellon, formerly known as The Bank of New York, regarding 7.50% Senior Notes due March 15, 2022.
|
|
Incorporated by reference to Exhibit 4.1 to United States Steel Corporation’s Form 8-K filed on March 16, 2012, Commission File Number 1-16811.
|
|
|
|
|
(h)
|
Sixth Supplemental Indenture dated as of March 26, 2013, between United States Steel Corporation and The Bank of New York Mellon, formerly known as The Bank of New York, regarding 6.875% Senior Notes due April 1, 2021.
|
|
Incorporated by reference to Exhibit 4.1 to United States Steel Corporation’s Form 8-K filed on March 27, 2013, Commission File Number 1-16811.
|
|
|
|
|
(i)
|
Seventh Supplemental Indenture dated as of March 26, 2013, between United States Steel Corporation and The Bank of New York Mellon, formerly known as The Bank of New York, regarding 2.75% Senior Convertible Notes due April 1, 2019.
|
|
Incorporated by reference to Exhibit 4.2 to United States Steel Corporation’s Form 8-K filed on March 27, 2013, Commission File Number 1-16811.
|
|
|
|
|
(j)
|
United States Steel Corporation Certificate of Elimination filed with the Secretary of State of the State of Delaware on December 5, 2007
|
|
Incorporated by reference to Exhibit 3.1 to United States Steel Corporation's Form 8-K filed on December 6, 2007, Commission File Number 1-16811.
|
|
|
|
|
(k)
|
EUR 200,000,000 multicurrency revolving credit facility agreement dated July 15, 2013, among U. S. Steel Košice, s.r.o., and ING Bank N.V., Commerzbank Aktiengesellschaft, Slovenská sporiteĺňa, a.s., Komerční banka, a.s. and Citibank Europe plc.
|
|
Incorporated by reference to Exhibit 10.2 to United States Steel Corporation’s Form 8-K filed on July 16, 2013, Commission File Number 1-16811.
|
(a)
|
United States Steel Corporation 2002 Stock Plan, as amended April 26, 2005.
|
|
Incorporated by reference to Exhibit 10.5 to United States Steel Corporation’s Form 10-Q for the quarter ended March 31, 2005, Commission File Number 1-16811.
|
|
|
|
|
(b)
|
United States Steel Corporation Supplemental Retirement Account Program.
|
|
|
|
|
|
|
(c)
|
United States Steel Corporation Executive Management Supplemental Pension Program.
|
|
Incorporated by reference to Exhibit 10.6 to United States Steel Corporation’s Form 10-Q for the quarter ended September 30, 2013, Commission File Number 1-16811.
|
|
|
|
|
(d)
|
United States Steel Corporation Supplemental Thrift Program.
|
|
Incorporated by reference to Exhibit 10.7 to United States Steel Corporation’s Form 10-Q for the quarter ended September 30, 2013, Commission File Number 1-16811.
|
|
|
|
|
(e)
|
United States Steel Corporation Deferred Compensation Program for Non-Employee Directors, a program under the 2005 Stock Incentive Plan.
|
|
Incorporated by reference to Exhibit 10(d) to United States Steel Corporation’s Form 10-K for the year ended December 31, 2011, Commission File Number 1-16811.
|
|
|
|
|
(f)
|
Form of Severance Agreements between United States Steel Corporation and its Officers.
|
|
|
|
|
|
|
(g)
|
Amended and Restated Agreement between United States Steel Corporation and John P. Surma.
|
|
Incorporated by reference to Exhibit 10(f) to United States Steel Corporation’s Form 10-K for the year ended December 31, 2008, Commission File Number 1-16811.
|
|
|
|
|
(h)
|
Form of Offer Letter to Mario Longhi.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on July 2, 2012, Commission File Number 1-16811.
|
|
|
|
|
(i)
|
Exhibit A to Offer Letter to Mario Longhi – Supplemental Account as Amended and Restated (effective November 1, 2013, the Supplemental Account was merged into the Supplemental Retirement Account Program filed as Exhibit 10(b)).
|
|
Incorporated by reference to Exhibit 10.10 to United States Steel Corporation’s Form 10-Q for the quarter ended September 30, 2013, Commission File Number 1-16811.
|
|
|
|
|
(j)
|
Form of Non-Compete Agreement attached to Offer Letter to Mario Longhi.
|
|
Incorporated by reference to Exhibit 10.4 to United States Steel Corporation’s Form 8-K filed on July 2, 2012, Commission File Number 1-16811.
|
|
|
|
|
(k)
|
Form of Offer Letter to David B. Burritt.
|
|
Incorporated by reference to Exhibit 10.2 to United States Steel Corporation's Form 8-K filed on August 20, 2013, Commission File Number 1-16811.
|
|
|
|
|
(l)
|
Amended and Restated Agreement between United States Steel Corporation and George F. Babcoke.
|
|
|
|
|
|
|
(m)
|
Tax Sharing Agreement between USX Corporation (renamed Marathon Oil Corporation) and United States Steel Corporation.
|
|
Incorporated by reference to Exhibit 99.3 to United States Steel Corporation’s Form 8-K filed on January 3, 2002, Commission File Number 1-16811.
|
|
|
|
(n)
|
Financial Matters Agreement between USX Corporation (renamed Marathon Oil Corporation) and United States Steel Corporation.
|
|
Incorporated by reference to Exhibit 99.5 to United States Steel Corporation’s Form 8-K filed on January 3, 2002, Commission File Number 1-16811.
|
|
|
|
|
(o)
|
Second Amended and Restated Receivables Purchase Agreement, dated as of September 27, 2006 among U. S. Steel Receivables, as Seller; United States Steel Corporation, as initial Servicer; the persons party thereto as CP Conduit Purchasers, Committed Purchasers, LC Banks and Funding Agents; and The Bank of Nova Scotia, as Collateral Agent.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on September 28, 2006, Commission File Number 1-16811.
|
|
|
|
|
(p)
|
First Amendment to Second Amended and Restated Receivables Purchase Agreement, dated as of June 12, 2009, among U. S. Steel Receivables, as Seller; United States Steel Corporation, as initial Servicer; the persons party thereto as CP Conduit Purchasers, Committed Purchasers, LC Banks and Funding Agents; and The Bank of Nova Scotia, as Collateral Agent.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on June 16, 2009, Commission File Number 1-16811.
|
|
|
|
|
(q)
|
Second Amendment to the Second Amended and Restated Receivables Purchase Agreement, dated as of July 21, 2010, by and among U. S. Steel Receivables LLC, as Seller; United States Steel Corporation, as initial Servicer; the persons party thereto as CP Conduit Purchasers, Committed Purchasers, LC Banks and Funding Agents; and The Bank of Nova Scotia, as Collateral Agent.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on July 22, 2010, Commission File Number 1-16811.
|
|
|
|
|
(r)
|
Third Amendment to the Second Amended and Restated Receivables Purchase Agreement, dated as of July 18, 2011, by and among U. S. Steel Receivables LLC, as Seller; United States Steel Corporation, as initial Servicer; the persons party thereto as Funding Agents, CP Conduit Purchasers, Committed Purchasers and LC Banks; and The Bank of Nova Scotia, as Collateral Agent.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on July 21, 2011, Commission File Number 1-16811.
|
|
|
|
|
(s)
|
Fourth Amendment to the Second Amended and Restated Receivables Purchase Agreement, dated as of February 15, 2012, by and among U. S. Steel Receivables LLC, as Seller; United States Steel Corporation, as initial Servicer; the persons party thereto as Funding Agents, CP Conduit Purchasers, Committed Purchasers and LC Banks; and The Bank of Nova Scotia, as Collateral Agent.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 10-Q for the quarter ended March 31, 2012, Commission File Number 1-16811.
|
|
|
|
|
(t)
|
Fifth Amendment to the Second Amended and Restated Receivables Purchase Agreement dated as of July 12, 2013, among U. S. Steel Receivables LLC, as Seller; United States Steel Corporation, as initial Servicer; the persons party thereto as Funding Agents, CP Conduit Purchasers, Committed Purchasers and LC Banks; and The Bank of Nova Scotia, as Collateral Agent.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on July 16, 2013, Commission File Number 1-16811.
|
|
|
|
|
(u)
|
Sixth Amendment to the Second Amended and Restated Receivables Purchase Agreement dated as of October 4, 2013, among U. S. Steel Receivables LLC, as Seller; United States Steel Corporation, as initial Servicer; the persons party thereto as Funding Agents, CP Conduit Purchasers, Committed Purchasers and LC Banks; and The Bank of Nova Scotia, as Collateral Agent.
|
|
Incorporated by reference to Exhibit 10.3 to United States Steel Corporation’s Form 10-Q for the quarter ended September 30, 2013, Commission File Number 1-16811.
|
|
|
|
|
(v)
|
Purchase and Sale Agreement dated November 28, 2001 among United States Steel LLC, as initial Servicer and as Originator; and U. S. Steel Receivables LLC as purchaser and contributee.
|
|
Incorporated by reference to Exhibit 10(o) to United States Steel Corporation’s Form 10-K for the year ended December 31, 2001, Commission File Number 1-16811.
|
|
|
|
|
(w)
|
First Amendment to the Purchase and Sale Agreement dated as of September 27, 2006, among United States Steel Corporation and U. S. Steel Receivables LLC.
|
|
Incorporated by reference to Exhibit 10.2 to United States Steel Corporation’s Form 8-K filed on September 28, 2006, Commission File Number 1-16811.
|
|
|
|
|
(x)
|
Second Amendment to the Purchase and Sale Agreement dated as of June 12, 2009, among United States Steel Corporation and U. S. Steel Receivables LLC.
|
|
Incorporated by reference to Exhibit 10.2 to United States Steel Corporation’s Form 8-K filed on June 16, 2009, Commission File Number 1-16811.
|
|
|
|
|
(y)
|
Form of Stock Option Grant to Officer-Directors under the United States Steel Corporation 2002 Stock Plan.
|
|
Incorporated by reference to Exhibit 10(t) to United States Steel Corporation’s Form 10-K for the year ended December 31, 2004, Commission File Number 1-16811.
|
|
|
|
|
(z)
|
Form of Stock Option Grant to Executive Management Committee Members under the United States Steel Corporation 2002 Stock Plan.
|
|
Incorporated by reference to Exhibit 10(u) to United States Steel Corporation’s Form 10-K for the year ended December 31, 2004, Commission File Number 1-16811.
|
|
|
|
|
(aa)
|
Base Salaries of Named Executive Officers.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 10-Q for the quarter ended March 31, 2013, Commission File Number 1-16811.
|
|
|
|
|
(bb)
|
Summary of non-employee director fee arrangements.
|
|
|
|
|
|
|
(cc)
|
United States Steel Corporation Non Tax-Qualified Pension Plan.
|
|
Incorporated by reference to Exhibit 10.8 to United States Steel Corporation’s Form 10-Q for the quarter ended September 30, 2013, Commission File Number 1-16811.
|
|
|
|
|
(dd)
|
United States Steel Corporation Non Tax-Qualified Retirement Account Program.
|
|
|
|
|
|
|
(ee)
|
United States Steel Corporation 2005 Stock Incentive Plan, as Amended and Restated.
|
|
Incorporated by reference to Appendix A to United States Steel Corporation’s Definitive Proxy Statement on Schedule 14A filed on March 12, 2010, Commission File Number 1-16811.
|
|
|
|
|
(ff)
|
Administrative Regulations for the Long-Term Incentive Compensation Program under the United States Steel Corporation 2005 Stock Incentive Plan, as Amended and Restated.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on May 30, 2013, Commission File Number 1-16811.
|
|
|
|
(gg)
|
Non-Employee Director Stock Program, a program under the 2005 Stock Incentive Plan.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on May 31, 2005, Commission File Number 1-16811.
|
|
|
|
|
(hh)
|
Form of stock option grant under the Long-Term Incentive Compensation Program, a program under the 2005 Stock Incentive Plan.
|
|
Incorporated by reference to Exhibit 10(x) to United States Steel Corporation’s Form 10-K for the year ended December 31, 2006, Commission File Number 1-16811.
|
|
|
|
|
(ii)
|
Form of Performance Award Grant Agreement under the 2005 Stock Incentive Plan, as Amended and Restated.
|
|
Incorporated by reference to Exhibit 10.3 to United States Steel Corporation’s Form 10-Q for the quarter ended March 31, 2011, Commission File Number 1-16811.
|
|
|
|
|
(jj)
|
Form of Stock Option Grant Agreement under the 2005 Stock Incentive Plan, as Amended and Restated.
|
|
Incorporated by reference to Exhibit 10.2 to United States Steel Corporation’s Form 10-Q for the quarter ended March 31, 2011, Commission File Number 1-16811.
|
|
|
|
|
(kk)
|
Form of Restricted Stock Unit Retention Grant Agreement under the 2005 Stock Incentive Plan, as Amended and Restated.
|
|
Incorporated by reference to Exhibit 10.5 to United States Steel Corporation’s Form 10-Q for the quarter ended March 31, 2011, Commission File Number 1-16811.
|
|
|
|
|
(ll)
|
Form of Restricted Stock Unit Annual Grant Agreement under the 2005 Stock Incentive Plan, as Amended and Restated.
|
|
Incorporated by reference to Exhibit 10.4 to United States Steel Corporation’s Form 10-Q for the quarter ended March 31, 2011, Commission File Number 1-16811.
|
|
|
|
|
(mm)
|
Form of Retention Performance Award Grant Agreement.
|
|
Incorporated by reference to Exhibit 10.5 to United States Steel Corporation’s Form 8-K filed on July 2, 2012, Commission File Number 1-16811.
|
|
|
|
|
(nn)
|
Administrative Regulations for the United States Steel Corporation 2002 Stock Plan.
|
|
Incorporated by reference to Exhibit 10.2 to United States Steel Corporation’s Form 10-Q for the quarter ended June 30, 2009, Commission File Number 1-16811.
|
|
|
|
|
(oo)
|
Corporate Governance Principles Recoupment Policy (incorporated into various compensation plans and programs).
|
|
|
|
|
|
|
(pp)
|
United States Steel Corporation 2010 Annual Incentive Compensation Plan.
|
|
Incorporated by reference to Appendix B to United States Steel Corporation’s Definitive Proxy Statement on Schedule 14A filed on March 12, 2010, Commission File Number 1-16811.
|
|
|
|
|
(qq)
|
Administrative Regulations for the 2010 Annual Incentive Compensation Plan.
|
|
Incorporated by reference to Exhibit 10(ee) to United States Steel Corporation’s Form 10-K for the year ended December 31, 2011, Commission File Number 1-16811.
|
|
|
|
|
(rr)
|
Form of Severance Agreement between United States Steel Corporation and John Surma.
|
|
Incorporated by reference to Exhibit 10(ff) to United States Steel Corporation’s Form 10-K for the year ended December 31, 2011, Commission File Number 1-16811.
|
12.1.
|
Computation of Ratio of Earnings to Fixed Charges
|
|
|
21.
|
List of Subsidiaries
|
|
|
23.
|
Consent of PricewaterhouseCoopers LLP
|
|
|
24.
|
Powers of Attorney
|
|
|
31.1.
|
Certification of Chief Executive Officer required by Rules 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as promulgated by the Securities and Exchange Commission pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
31.2.
|
Certification of Chief Financial Officer required by Rules 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as promulgated by the Securities and Exchange Commission pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
32.1.
|
Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
32.2.
|
Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
95.
|
Mine Safety Disclosure required under Section 1503 of the Dodd-Frank Wall Street Reform and Consumer Protection Act
|
|
|
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
|
|
|
|
|
Additions
|
|
Deductions
|
|
|
||||||||||||||||
Description
|
|
Balance at
Beginning of Period |
|
Charged to
Costs and Expenses |
|
Charged
to Other Accounts |
|
Charged to
Costs and Expenses |
|
Charged
to Other Accounts |
|
Balance at
End of Period |
||||||||||||
Year ended December 31, 2013:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Reserves deducted in the balance sheet from the assets to which they apply:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Allowance for doubtful accounts
|
|
$
|
55
|
|
|
$
|
5
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
7
|
|
|
$
|
53
|
|
Investments and long-term receivables reserve
|
|
3
|
|
|
—
|
|
|
7
|
|
|
—
|
|
|
—
|
|
|
10
|
|
||||||
Deferred tax valuation allowance:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
State
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Foreign
|
|
1,099
|
|
|
—
|
|
|
142
|
|
|
142
|
|
|
71
|
|
|
1,028
|
|
||||||
Year ended December 31, 2012:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Reserves deducted in the balance sheet from the assets to which they apply:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Allowance for doubtful accounts
|
|
$
|
64
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1
|
|
|
$
|
8
|
|
|
$
|
55
|
|
Investments and long-term receivables reserve
|
|
3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3
|
|
||||||
Deferred tax valuation allowance:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
State
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Foreign
|
|
1,018
|
|
|
47
|
|
|
169
|
|
|
—
|
|
|
135
|
|
(a)
|
1,099
|
|
||||||
Year ended December 31, 2011:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Reserves deducted in the balance sheet from the assets to which they apply:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Allowance for doubtful accounts
|
|
$
|
48
|
|
|
$
|
3
|
|
|
$
|
13
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
64
|
|
Investments and long-term receivables reserve
|
|
22
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
19
|
|
|
3
|
|
||||||
Deferred tax valuation allowance:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
State
|
|
5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
—
|
|
||||||
Foreign
|
|
870
|
|
|
48
|
|
|
119
|
|
|
—
|
|
|
19
|
|
|
1,018
|
|
(a)
|
The deferred tax asset valuation allowance for U. S. Steel Serbia was removed as a result of the sale of U. S. Steel Serbia on January 31, 2012.
|
By:
|
|
/s/ Gregory A. Zovko
|
|
|
Gregory A. Zovko
|
|
|
Vice President & Controller
|
Signature
|
|
Title
|
/s/ Mario Longhi
|
|
President & Chief Executive Officer &
Director |
Mario Longhi
|
|
|
|
|
|
/s/ David B. Burritt
|
|
Executive Vice President &
Chief Financial Officer |
David B. Burritt
|
|
|
|
|
|
/s/ Gregory A. Zovko
|
|
Vice President & Controller
|
Gregory A. Zovko
|
|
|
|
|
|
*
|
|
Director
|
Dan O. Dinges
|
|
|
|
|
|
*
|
|
Director
|
John G. Drosdick
|
|
|
|
|
|
*
|
|
Director
|
John J. Engel
|
|
|
|
|
|
*
|
|
Director
|
Richard A. Gephardt
|
|
|
|
|
|
*
|
|
Director
|
Murry S. Gerber
|
|
|
|
|
|
*
|
|
Director
|
Thomas W. LaSorda
|
|
|
|
|
|
*
|
|
Director
|
Charles R. Lee
|
|
|
|
|
|
*
|
|
Director
|
Robert A. McDonald
|
|
|
|
|
|
*
|
|
Director
|
Glenda G. McNeal
|
|
|
|
|
|
*
|
|
Director
|
Seth E. Schofield
|
|
|
|
|
|
*
|
|
Director
|
David S. Sutherland
|
|
|
|
|
|
*
|
|
Director
|
Patricia A. Tracey
|
|
*
|
|
B
Y
:
|
|
/s/ David B. Burritt
|
|
|
|
|
David B. Burritt
|
|
|
|
|
Attorney-in-Fact
|
2012 Labor Agreements
|
|
Collective bargaining agreements with the USW entered into effective September 1, 2012
|
Acero Prime
|
|
Acero Prime, S.R.L. de CV
|
AD
|
|
antidumping
|
ARO
|
|
Asset Retirement Obligation
|
ASC
|
|
Accounting Standards Codification
|
Apolo
|
|
Apolo Tubulars S.A.
|
BACT
|
|
Best Achievable Control Technology
|
BAT
|
|
Best Available Technique
|
Baycoat
|
|
Baycoat Limited Partnership, a U. S. Steel and ArcelorMittal Dofasco, Inc. joint venture
|
BOF
|
|
basic oxygen furnace
|
CAA
|
|
Clean Air Act
|
CAL
|
|
continuous annealing line
|
CDC
|
|
Chrome Deposit Corporation
|
CERCLA
|
|
Comprehensive Environmental Response, Compensation and Liability Act
|
CMS
|
|
Corrective Measure Study
|
CO
2
|
|
carbon dioxide
|
CVD
|
|
countervailing duties
|
CWA
|
|
Clean Water Act
|
DESCO
|
|
Double Eagle Steel Coating Company
|
DOC
|
|
U.S. Department of Commerce
|
Double G
|
|
Double G Coatings Company LLC
|
EAF
|
|
Electric Arc Furnace
|
EC
|
|
European Commission
|
EPA
|
|
U.S. Environmental Protection Agency
|
ERB
|
|
Environmental Revenue Bond
|
ERP
|
|
Enterprise resource planning
|
ERW
|
|
electric resistance welded
|
ETS
|
|
Emissions Trading System
|
EU
|
|
European Union
|
Eurofer
|
|
European Confederation of Iron and Steel Industries
|
Flat-Rolled
|
|
Flat-Rolled Products segment
|
FPC
|
|
Feralloy Processing Company
|
Gateway
|
|
Gateway Energy & Coke Company, LLC, a subsidiary of SunCoke Energy
|
GHG
|
|
greenhouse gas
|
Hibbing
|
|
Hibbing Taconite Company
|
ITC
|
|
U.S. International Trade Commission
|
Keetac
|
|
U. S. Steel’s iron ore operations at Keewatin, Minnesota
|
LAER
|
|
Lowest Achievable Emissions Reductions
|
Lone Star
|
|
Lone Star Technologies, Inc.
|
MACT
|
|
Maximum Achievable Control Technology
|
Minntac
|
|
U. S. Steel’s iron ore operations at Mt. Iron, Minnesota
|
NAAQS
|
|
National Ambient Air Quality Standards
|
NOV
|
|
Notice of Violation
|
NPDES
|
|
National Pollutant Discharge Elimination System
|
OCTG
|
|
oil country tubular goods
|
O. D.
|
|
outer diameter
|
PRO-TEC
|
|
PRO-TEC Coating Company, U. S. Steel and Kobe Steel Ltd. joint venture
|
PRP
|
|
potentially responsible party
|
RCRA
|
|
Resource Conservation and Recovery Act
|
REACH
|
|
Registration, Evaluation, Authorization and Restriction of Chemicals, Regulation 1907/2006
|
RFI
|
|
RCRA Facility Investigation
|
RPA
|
|
Receivables Purchase Agreement
|
SEC
|
|
Securities and Exchange Commission
|
SIP
|
|
State Implementation Plan
|
SPT
|
|
Steelworkers Pension Trust
|
Stelco
|
|
Stelco Inc.
|
Tilden
|
|
Tilden Mining Company
|
tons
|
|
net tons
|
Tubular
|
|
Tubular Products segment
|
U.S. GAAP
|
|
accounting standards generally accepted in the United States
|
UPI
|
|
USS-POSCO Industries
|
USSC
|
|
U. S. Steel Canada Inc.
|
USSE
|
|
U. S. Steel Europe segment
|
USSK
|
|
U. S. Steel Košice
|
USS-POSCO
|
|
USS-POSCO Industries, U. S. Steel and POSCO joint venture
|
USSR
|
|
U. S. Steel Receivables LLC
|
USSS
|
|
U. S. Steel Serbia
|
USW
|
|
United Steelworkers
|
Wabush
|
|
Wabush Mines
|
Worthington
|
|
Worthington Specialty Processing, U. S. Steel and Worthington Industries, Inc. joint venture
|
(a)
|
a member of the Executive Management Group as established from time to time by the United States Steel Corporation Board of Directors, or
|
(b)
|
effective March 1, 2011, for periods after such date, a General Manager (Level 9) employee of United States Steel Corporation, its domestically incorporated Subsidiary Companies or the United States Steel and Carnegie Pension Fund, but excluding expatriate employees who were not Members of the Program as of February 28, 2011, or
|
(c)
|
a key manager designated by name as a “Member” under this Program prior to February 21, 2011 by the Compensation and Organization Committee of the United States Steel Corporation Board of Directors (the “Committee”).
|
(i)
|
10 years of prior service (or, if less, the Member’s prior years of eligible service with the Corporation for which he or she did not receive an accrual under this Program), times
|
(ii)
|
the STIP target percentage that applies to General Manager-level employees as of the determination date, regardless of whether the Member is covered by the United States Steel Corporation Short Term Incentive Plan, times
|
(iii)
|
the Member’s annual base salary as of the determination date, times
|
(iv)
|
the Member’s age-based Crediting Rate referenced in the chart above as of the determination date.
|
•
|
Fidelity Freedom 2010 Index Fund – Class W (Members born between 1941 and 1950)
|
•
|
Fidelity Freedom 2020 Index Fund – Class W (Members born between 1951 and 1960)
|
•
|
Fidelity Freedom 2030 Index Fund – Class W (Members born between 1961 and 1970)
|
•
|
Fidelity Freedom 2040 Index Fund – Class W (Members born between 1971 and 1980)
|
•
|
Fidelity Freedom 2050 Index Fund – Class W (Members born between 1981 and 1990)
|
Original Fund
|
Replacement Fund
|
Fidelity Freedom 2010 Fund
|
Fidelity Freedom Index 2010 Fund - Class W
|
Fidelity Freedom 2020 Fund
|
Fidelity Freedom Index 2020 Fund - Class W
|
Fidelity Freedom 2030 Fund
|
Fidelity Freedom Index 2030 Fund - Class W
|
Fidelity Freedom 2040 Fund
|
Fidelity Freedom Index 2040 Fund - Class W
|
Fidelity Freedom 2050 Fund
|
Fidelity Freedom Index 2050 Fund - Class W
|
a.
|
Lump Sum Distribution and Annuity Option for Benefits Accruing Through August 31, 2013
|
b.
|
Annuity Distribution and Lump Sum Option for Benefits Accruing On and After
|
d.
|
Full and Final Settlement
|
e.
|
Termination of Employment
|
|
|
Exhibit 10(f)
|
United States Steel Corporation
600 Grant Street Pittsburgh, PA 15219-2800 412 xxx xxxx email: |
General Counsel
|
I.
|
your Base Salary in effect immediately prior to the occurrence of the circumstances giving rise to such termination or, if higher, immediately prior to the Applicable Event; and
|
II.
|
if bonus is considered covered compensation under the applicable pension plan, an amount equal to the higher of the (i) average actual bonus awarded to you, if any, under any annual bonus plan of the Corporation or its predecessor with respect to the three (3) years immediately preceding the Date of Termination or, if higher, the three (3) years immediately preceding the Applicable Event (but not less than the amount of bonus taken into account in your Actual Pension Benefit) or (ii) target bonus available to you under any annual bonus plan of the Corporation or its predecessor for the year in which your termination of employment occurs or, if higher, the year in which the Applicable Event occurs.
|
1.
|
the product of the Member’s monthly base salary that, on a year-to-date basis, is in excess of the Code section 401(a)(17) annual compensation limit for the year, multiplied by the applicable age-weighted crediting rate in effect for the Member, as shown below:
|
Age at Beginning of Month
|
Crediting Rate under Program
|
Less than 35 years
|
4.75%
|
35 to less than 40
|
6.00%
|
40 to less than 45
|
7.25%
|
45 and above
|
8.50%
|
2.
|
the amount of Retirement Account contribution which could not be contributed to the Savings Plans as a result of the applicable limit under Code section 415 (c).
|
•
|
Fidelity Freedom 2010 Index Fund – Class W (Members born between 1941 and 1950)
|
•
|
Fidelity Freedom 2020 Index Fund – Class W (Members born between 1951 and 1960)
|
•
|
Fidelity Freedom 2030 Index Fund – Class W (Members born between 1961 and 1970)
|
•
|
Fidelity Freedom 2040 Index Fund – Class W (Members born between 1971 and 1980)
|
•
|
Fidelity Freedom 2050 Index Fund – Class W (Members born between 1981 and 1990)
|
Original Fund:
|
Replacement Fund:
|
Fidelity Freedom 2010 Fund
|
Fidelity Freedom Index 2010 Fund - Class W
|
Fidelity Freedom 2020 Fund
|
Fidelity Freedom Index 2020 Fund - Class W
|
Fidelity Freedom 2030 Fund
|
Fidelity Freedom Index 2030 Fund - Class W
|
Fidelity Freedom 2040 Fund
|
Fidelity Freedom Index 2040 Fund - Class W
|
Fidelity Freedom 2050 Fund
|
Fidelity Freedom Index 2050 Fund - Class W
|
a.
|
Lump Sum Distribution and Annuity Option for Benefits Accruing Through August 31, 2013
|
b.
|
Annuity Distribution and Lump Sum Option for Benefits Accruing On and After
|
d.
|
Full and Final Settlement
|
e.
|
Termination of Employment
|
A.
|
for the period restated or affected by the restatement, which may include any period during which the fraud or misconduct occurred, demand repayment, or effect the cancellation, of some or all of the following:
|
1.
|
any bonus, or incentive compensation, received or awarded for the period to the extent that the amount of the bonus, or incentive compensation, that would have been awarded to the member of Executive Management had the financial results been properly reported would have been lower than the amount actually awarded,
|
2.
|
any gains realized as a result of exercising an option during, or awarded for performance during, the period,
|
3.
|
any gains realized as a result of the vesting or payment of long-term incentives during, or awarded for performance during, the period, and/or
|
4.
|
any equity compensation awarded during, or based upon performance for, the period, and/or
|
B.
|
reduce future compensation as a means to recover the amount the Board determines should be recouped.
|
|
|
Year Ended December 31,
|
||||||||||||||||||
(Dollars in Millions)
|
|
2013
|
|
2012
|
|
2011
|
|
2010
|
|
2009
|
||||||||||
Earnings:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income (loss) before income taxes and noncontrolling interests
|
|
$
|
(2,232
|
)
|
|
$
|
6
|
|
|
$
|
27
|
|
|
$
|
(385
|
)
|
|
$
|
(1,845
|
)
|
Fixed charges, as shown below
|
|
373
|
|
|
306
|
|
|
280
|
|
|
259
|
|
|
211
|
|
|||||
Adjustment for equity (income) loss
|
|
(40
|
)
|
|
(144
|
)
|
|
(85
|
)
|
|
(20
|
)
|
|
29
|
|
|||||
Capitalized Interest
|
|
(19
|
)
|
|
(41
|
)
|
|
(39
|
)
|
|
(16
|
)
|
|
(15
|
)
|
|||||
Distributions from equity affiliates
|
|
13
|
|
|
99
|
|
|
33
|
|
|
6
|
|
|
12
|
|
|||||
Adjusted (Loss) Earnings (A)
|
|
$
|
(1,905
|
)
|
|
$
|
226
|
|
|
$
|
216
|
|
|
$
|
(156
|
)
|
|
$
|
(1,608
|
)
|
Fixed charges:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Portion of rentals representing interest
|
|
$
|
41
|
|
|
$
|
34
|
|
|
$
|
36
|
|
|
$
|
32
|
|
|
$
|
26
|
|
Capitalized interest
|
|
19
|
|
|
41
|
|
|
39
|
|
|
16
|
|
|
15
|
|
|||||
Other interest and fixed charges
|
|
313
|
|
|
231
|
|
|
205
|
|
|
211
|
|
|
170
|
|
|||||
Total fixed charges (B)
|
|
$
|
373
|
|
|
$
|
306
|
|
|
$
|
280
|
|
|
$
|
259
|
|
|
$
|
211
|
|
Ratio of (A) to (B)
|
|
(e)
|
|
|
(d)
|
|
|
(c)
|
|
|
(b)
|
|
|
(a)
|
|
(a)
|
Earnings did not cover fixed charges by $1,819 million.
|
(b)
|
Earnings did not cover fixed charges by $415 million.
|
(c)
|
Earnings did not cover fixed charges by $64 million.
|
(d)
|
Earnings did not cover fixed charges by $80 million.
|
(e)
|
Earnings did not cover fixed charges by $2,278 million.
|
Company Name
|
|
|||||||
Chisholm Coal LLC
|
||||||||
Chrome Deposit Corporation
|
||||||||
Compagnie de Gestion de Mifergui- Nimba, LTEE
|
||||||||
Cygnus Mines Limited
|
||||||||
Double Eagle Steel Coating Company
|
||||||||
Double G Coatings, Inc.
|
||||||||
Double G Coatings Company, L.P.
|
||||||||
Essex Minerals Company
|
||||||||
Feralloy Processing Company
|
||||||||
GCW/USS Energy, LLC
|
||||||||
Grant Assurance Corporation
|
||||||||
Kanawha Coal LLC
|
||||||||
Oilfield Technologies, Inc.
|
||||||||
Orinoco Mining Company
|
||||||||
PITCAL, Inc.
|
||||||||
|
USS-POSCO Industries
|
|||||||
Perdido Land Development, Inc.
|
||||||||
Pitcal Pipe, LLC
|
||||||||
Preserve Village Developers, LLC
|
||||||||
Steel Health Resources, LLC
|
||||||||
Stelco Holding Company
|
||||||||
|
Ontario Coal Company
|
|||||||
|
Ontario Eveleth Company
|
|||||||
|
Ontario Hibbing Company
|
|||||||
|
Stelco Coal Company
|
|||||||
|
|
Stelco Erie Corporation
|
||||||
|
|
Ontario Tilden Company
|
||||||
Swan Point Yacht & Country Club, Inc.
|
||||||||
|
SPDC Hotel, LLC
|
|||||||
|
Swan Point Development Company, Inc.
|
|||||||
|
|
Brookfield Swan Point, LLC
|
||||||
Timber Wolf Land, LLC
|
||||||||
Transtar, Inc.
|
||||||||
|
Delray Connecting Railroad Company
|
|||||||
|
Gary Railway Company
|
|||||||
|
Tracks Traffic and Management Services, Inc.
|
|||||||
|
Texas & Northern Railway Company
|
|||||||
|
Lake Terminal Railroad Company, The
|
|||||||
|
|
Lorain Northern Company f/k/a/ Ohio Northern Company
|
||||||
|
Union Railroad Company
|
|||||||
|
Birmingham Southern Railroad Company
|
|||||||
|
|
Fairfield Southern Company, Inc.
|
||||||
|
|
Warrior & Gulf Navigation LLC
|
||||||
U. S. Steel China, LLC
|
||||||||
U. S. Steel Holdings, Inc.
|
||||||||
|
U. S. Steel Holdings II, LLC
|
|||||||
|
|
Company Name
|
|
|
|
|||||||
|
Worldwide Steel C.V.
|
|||||||
|
|
|
U. S. Steel Global Holdings I B.V.
|
|||||
|
U. S. Steel Košice, s.r.o. (USSK)
|
|||||||
|
|
|
|
|
OBAL-SERVIS, a.s. Košice
|
|||
|
|
|
|
|
|
U. S. Steel Europe (UK) Limited
|
||
|
|
|
|
|
U. S. Steel Košice – Labortest, s.r.o.
|
|||
|
|
|
|
|
U. S. Steel Services s.r.o.
|
|||
|
|
|
|
|
U. S. Steel Europe - Bohemia a.s.
|
|||
|
|
|
|
|
U. S. Steel Europe - France S.A.
|
|||
|
|
|
|
|
U.S. Steel Košice - SBS, s.r.o.
|
|||
|
|
|
|
|
U. S. Steel Europe - Germany GmbH
|
|||
|
|
|
|
|
U. S. Steel Europe - Italy S.r.l.
|
|||
|
|
|
|
|
RMS, a.s. Košice
(prev.VULKMONT, a.s. Košice)
|
|||
|
|
|
|
U. S. Steel Enterprises BV
|
||||
|
U. S. Steel Global Holdings II, B.V.
|
|||||||
|
|
|
|
U. S. Steel Canada Limited Partnership
|
||||
|
|
|
|
|
U. S. Steel Canada Inc.
|
|||
|
|
|
|
|
|
The Steel Company of Canada, Limited
|
||
|
|
|
|
|
|
4347226 Canada Inc.
|
||
|
|
|
|
|
|
The Stelco Plate Company Ltd.
|
||
|
|
|
|
|
|
U. S. Steel Tubular Products Canada GP Inc.
|
||
|
|
|
|
|
|
|
U. S. Steel Tubular Products Canada Limited Partnership
|
|
|
|
|
|
|
|
742784 Ontario Inc.
|
||
|
|
|
|
|
|
Baycoat Limited
|
||
|
|
|
|
|
|
Baycoat Limited Partnership (Baycoat L.P.)
|
||
|
|
|
|
|
|
D.C. Chrome Limited
|
||
|
|
U. S. Steel Serbia, BV
|
||||||
|
U. S. Steel Holdings IV, Inc.
|
|||||||
U. S. Steel International of Canada, LTD.
|
||||||||
U. S. Steel Mining Company, LLC
|
||||||||
U. S. Steel Receivables LLC
|
||||||||
U. S. Steel Timber Company, LLC
|
||||||||
U. S. Steel Tubular Products, Inc.
|
||||||||
|
U. S. Steel Oilwell Services, LLC
|
|||||||
|
|
Patriot Premium Threading Services, LLC
|
||||||
|
U.S. Steel Produtos Tubulares do Brasil Ldta.
|
|||||||
|
Zinklahoma, Inc.
|
|||||||
|
Star Brazil US, LLC 2
|
|||||||
|
Star Brazil US, LLC1
|
|||||||
|
|
Lone Star Brazil Holdings 1 Ltda.
|
||||||
|
|
|
Lone Star Brazil Holdings 2 Ltda.
|
|||||
|
|
|
|
Apolo Tubulars S.A.
|
||||
|
Lone Star Steel Holdings, Inc.
|
|||||||
|
|
Lone Star Steel Holdings II, Inc.
|
||||||
|
|
|
Fintube (Thailand) Limited
|
|||||
UEC Technologies, LLC
|
||||||||
|
Met-Chem Canada, Inc.
|
|||||||
|
|
Met-Chem, Inc.
|
||||||
|
USX Engineers and Consultants
|
|||||||
|
|
Company Name
|
|
|
|
|||||||
|
UEC Sail Information Technology, LTD.
|
|||||||
United States Steel International, Inc.
|
||||||||
|
United States Steel Export Company de Mexico, S.R.L. de C.V.
|
|||||||
|
|
Acero Prime Servicios, S.R.L. de CV
|
||||||
|
United States Steel International de Mexico, S.R.L. de C. V.
|
|||||||
USS Galvanizing, Inc.
|
||||||||
|
PRO-TEC Coating Company
|
|||||||
|
|
PRO-TEC Coating Company, Inc.
|
||||||
USS International Services, LLC
|
||||||||
USS Lakeside, LLC
|
||||||||
|
Chicago Lakeside Development, LLC
|
|||||||
USS Mine Management, Inc.
|
||||||||
USS Oilwell Supply Co., LTD.
|
||||||||
USS Oilwell Tubular, Inc.
|
||||||||
USS Portfolio Delaware, Inc.
|
||||||||
USS WSP, LLC
|
||||||||
|
Worthington Specialty Processing
|
|||||||
|
|
ProCoil Company, LLC
|
||||||
|
|
Worthington Taylor, LLC
|
||||||
USX International Sales Company, Inc.
|
1.
|
I have reviewed this annual report on Form 10-K of United States Steel Corporation;
|
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 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.
|
February 25, 2014
|
|
/s/ Mario Longhi
|
|
|
Mario Longhi
|
|
|
President and Chief Executive Officer
|
1.
|
I have reviewed this annual report on Form 10-K of United States Steel Corporation;
|
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 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.
|
February 25, 2014
|
|
/s/ David B. Burritt
|
|
|
David B. Burritt
|
|
|
Executive Vice President and Chief Financial Officer
|
(1)
|
The Annual Report on Form 10-K of United States Steel Corporation for the period ending
December 31, 2013
fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the foregoing report fairly presents, in all material respects, the financial condition and results of operations of United States Steel Corporation.
|
|
|
/s/ Mario Longhi
|
|
|
Mario Longhi
|
|
|
President and Chief Executive Officer
|
(1)
|
The Annual Report on Form 10-K of United States Steel Corporation for the period ending
December 31, 2013
fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the foregoing report fairly presents, in all material respects, the financial condition and results of operations of United States Steel Corporation.
|
|
/s/ David B. Burritt
|
|
David B. Burritt
|
|
Executive Vice President and Chief Financial Officer
|
Mine
(Federal Mine
Safety and
Health Administration
(MSHA) ID)
|
|
Total # of
Significant &
Substantial
violations
under §104
(a)
|
|
Total # of
orders
under
§104(b)
(a)
|
|
Total # of
unwarrantable
failure
citations and
orders under
§104(d)
(a)
|
|
Total # of
violations
under
§110(b)(2)
(a)
|
|
Total # of
orders
under
§107(a)
(a)
|
|
Total dollar
value of
proposed
assessments
from
MSHA
|
|
Total # of
mining
related
fatalities
|
|
Received Notice
of Pattern of
Violations under
§104(e)
(a)
(yes/no)?
|
|
Received Notice
of Potential to
have Pattern
under §104(e)
(a)
(yes/no)?
|
|
Total # of Legal
Actions Pending
with the Mine
Safety and
Health Review
Commission as of
Last Day of
Period
(b)
|
|
Legal
Actions
Initiated
During
Period
|
|
Legal
Actions
Resolved
During
Period
|
|||||||||||
Mt. Iron (2100819, 2100820, 2100282)
|
|
43
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
$
|
190,406
|
|
|
—
|
|
|
no
|
|
no
|
|
21
|
|
|
65
|
|
|
211
|
|
Keewatin (2103352)
|
|
17
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
$
|
77,665
|
|
|
—
|
|
|
no
|
|
no
|
|
—
|
|
|
5
|
|
|
40
|
|
(a)
|
References to Section numbers are to sections of the Federal Mine Safety and Health Act of 1977.
|
(b)
|
Includes all legal actions pending before the Federal Mine Safety and Health Review Commission, together with the Administrative Law Judges thereof, for each of our iron ore operations. These actions may have been initiated in prior quarters. All of the legal actions were initiated by us to contest citations, orders or proposed assessments issued by the Federal Mine Safety and Health administration, and if we are successful, may result in the reduction or dismissal of those citations, orders or assessments. As of the last day of the period, all 21 legal actions were to contest citations and proposed assessments.
|