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Debt
12 Months Ended
Dec. 31, 2021
Debt Disclosure [Abstract]  
Debt
17. Debt

December 31,
(In millions)Issuer/BorrowerInterest
Rates %
Maturity20212020
2037 Senior NotesU. S. Steel6.6502037$350 $350 
2029 Senior Secured NotesBig River Steel6.6252029720 — 
2029 Senior NotesU. S. Steel6.8752029750 — 
2026 Senior NotesU. S. Steel6.2502026 650 
2026 Senior Convertible NotesU. S. Steel5.0002026350 350 
2025 Senior NotesU. S. Steel6.8752025 750 
2025 Senior Secured NotesU. S. Steel12.0002025 1,056 
Arkansas Teacher Retirement System Notes PayableBig River Steel
5.500 - 7.750
2023 — 
Export-Import Credit AgreementU. S. SteelVariable2021 180 
Environmental Revenue BondsU. S. Steel
4.125 - 6.750
2024 - 2050647 717 
Environmental Revenue BondsBig River Steel
4.500- 4.750
2049752 — 
Finance leases and all other obligationsU. S. SteelVarious2021-202967 81 
Finance leases and all other obligationsBig River SteelVarious2021-2031122 — 
ECA Credit AgreementU. S. SteelVariable2031136 113 
Credit Facility AgreementU. S. SteelVariable2024 500 
Big River Steel ABL FacilityBig River SteelVariable2026 — 
USSK Credit AgreementU. S. Steel KosiceVariable2026 368 
USSK credit facilitiesU. S. Steel KosiceVariable2024 — 
Total debt3,894 5,115 
Less unamortized discount, premium and debt issuance costs3 228 
Less short-term debt, long-term debt due within one year, and short-term issuance costs28 192 
Long-term debt$3,863 $4,695 
The following is a summary of debt repayments made during the twelve months ended December 31, 2021:

Twelve Months Ended December 31, 2021
Debt Instrument (in Millions)DateDebt Extinguished
Arkansas Teacher Retirement System Notes PayableFourth quarter 2021106 
Environmental Revenue Bonds (U. S. Steel)Fourth quarter 202170 
Finance leases and all other obligations (e)
Fourth quarter 202146 
6.250% Senior Notes due 2026 (d)
Fourth quarter 2021230 
6.250% Senior Notes due 2026 (a)
Third quarter 2021370 
6.875% Senior Notes due 2025 (a)
Third quarter 2021718 
6.625% 2029 Senior Secured Notes (a)
Third quarter 2021180 
6.250% Senior Notes due 2026
Second quarter 202118 
6.875% Senior Notes due 2025
Second quarter 202114 
12.000% 2025 Senior Secured Notes (b)
First quarter 20211,056 
6.875% Senior Notes due 2025
First quarter 202118 
6.250% Senior Notes due 2026
First quarter 202132 
Environmental Revenue Bonds (U. S. Steel)First quarter 202189 
Export-Import Credit Agreement (c)
First quarter 2021180 
Total$3,127 
(a) During the three months ended September 30, 2021, there were redemption premiums paid of $28 million and a net gain of $5 million for the write-off of unamortized acquisition-related fair value adjustment, discounts, and debt issuance costs as a result of these debt repayments.
(b) There were redemption premiums and unamortized discount and debt issuance write-offs of approximately $181 million and $71 million, respectively related to the repayment.
(c) Export-Import Credit Agreement was terminated in the first quarter of 2021. There were approximately $3 million in non-cash debt extinguishment costs associated with the repayment.
(d) There were redemption premiums and unamortized discount and debt issuance write-offs of approximately $7 million and $2 million, respectively, related to the repayment.
(e) Includes BRS Mortgage, Fairfield Caster Lease, and BRS Stonebriar Financing; extinguishment costs associated with this debt were immaterial.

2029 Senior Notes
On February 11, 2021, U. S. Steel issued $750 million aggregate principal amount of 6.875% Senior Notes due 2029 (2029 Senior Notes). U. S. Steel received net proceeds of approximately $739 million after fees of approximately $11 million related to underwriting and third-party expenses. The net proceeds from the issuance of the 2029 Senior Notes, together with the proceeds of our recent common stock issuance were used to redeem all of our outstanding 2025 Senior Secured Notes. The 2029 Senior Notes will pay interest semi-annually in arrears on March 1 and September 1 of each year beginning on September 1, 2021, and will mature on March 1, 2029, unless earlier redeemed or repurchased.

On and after March 1, 2024, the Company may redeem the 2029 Senior Notes at its option, at any time in whole or from time to time in part, at the redemption prices (expressed in percentages of principal amount) listed below, plus accrued and unpaid interest on the 2029 Senior Notes, if any, to, but excluding, the applicable redemption date, if redeemed during the twelve-month period beginning on March 1 of each of the years indicated below.

YearRedemption Price
2024103.438 %
2025101.719 %
2026 and thereafter100.000 %

At any time prior to March 1, 2024, U. S. Steel may also redeem the 2029 Senior Notes, at our option, in whole or in part, or from time to time, at a price equal to 100 percent of the principal amount of the 2029 Senior Notes to be redeemed plus a "make-whole" premium set forth in the indenture and accrued and unpaid interest, if any.

At any time prior to March 1, 2024 we may also purchase up to 35% of the original aggregate principal amount of the 2029 Senior Notes at 106.875%, plus accrued and unpaid interest, if any, up to, but excluding the applicable date of redemption, with proceeds from equity offerings.

Similar to our other senior notes, the indenture governing the 2029 Senior Notes restricts our ability to create certain liens, to enter into sale leaseback transactions and to consolidate, merge, transfer or sell all, or substantially all of our assets. It also contains provisions requiring that U. S. Steel make an offer to purchase the 2029 Senior Notes from holders upon a change of control under certain specified circumstances, as well as other customary provisions.
2029 Senior Secured Notes
On September 18, 2020, Big River Steel's indirect subsidiaries, Big River Steel LLC and BRS Finance Corp. (Issuers), issued $900 million in aggregate principal amount of 6.625% Senior Secured Notes (Green Bonds) (2029 Senior Secured Notes). The 2029 Senior Secured Notes pay interest semi-annually in arrears on January 31 and July 31 of each year and will mature on January 31, 2029, unless earlier redeemed or repurchased.

On and after September 15, 2023, the Issuers may redeem the 2029 Senior Secured Notes at their option, at any time in whole or from time to time in part, at the redemption prices (expressed in percentages of principal amount) listed below, plus accrued and unpaid interest on the Notes, if any, to, but excluding, the applicable redemption date, if redeemed during the twelve-month period beginning on September 15 of each of the years indicated below.

YearRedemption Price
2023103.313 %
2024101.656 %
2025 and thereafter100.000 %

At any time prior to September 15, 2023, the Issuers may at their option on one or more occasions redeem up to $90 million of the Notes during each twelve-month period commencing with September 18, 2020 at a redemption price of 103.00% of the principal amount thereof, plus accrued and unpaid interest.

The obligations under the 2029 Senior Secured Notes are fully and unconditionally guaranteed, jointly and severally, on a secured basis by the Issuers’ parent company, BRS Intermediate Holdings LLC (BRS Intermediate), which is a direct subsidiary of Big River Steel, and by all future direct and indirect wholly owned domestic subsidiaries of the Issuers. Additionally, the 2029 Senior Secured Notes and related guarantees are secured by (i) first priority liens on most of the tangible and intangible assets of the Issuers and the guarantors and all of the equity interests of the Issuers held by BRS Intermediate (shared in equal priority with each other pari passu lien secured party) (ii) and second priority liens on accounts receivable, inventory and certain other related assets of the Issuers and the guarantors (shared in equal priority with each other pari passu lien secured party).

If the Issuers or BRS Intermediate experience specified change in control events, the Issuers must make an offer to purchase the 2029 Senior Secured Notes. If the Issuers sell assets under specified circumstances, the Issuers must make an offer to purchase the 2029 Senior Secured Notes at a price equal to 100% of the aggregate principal amount plus accrued and unpaid interest. The Indenture also limits the ability of the Issuers and their restricted subsidiaries to: incur or guarantee additional indebtedness; pay dividends and make other restricted payments; make investments; consummate certain asset sales; engage in transactions with affiliates; grant or assume liens; and consolidate, merge or transfer all or substantially all of their assets. The Indenture also includes other customary events of default.

Big River Steel Environmental Revenue Bonds - Series 2019
On May 31, 2019, Arkansas Development Finance Authority (ADFA) issued $487 million of tax-exempt bonds and loaned 100% of the proceeds to Big River Steel LLC under a bond financing agreement to finance the expansion of Big River Steel's electric arc furnace steel mill and fund the issuance cost of the bonds (2019 ADFA Bonds). The 2019 ADFA Bonds accrue interest at the rate of 4.50% per annum payable semiannually on March 1 and September 1 of each year with a final maturity of September 1, 2049.

The 2019 ADFA Bonds are subject to optional redemption during the periods and at the redemption prices shown below plus, in each case, accrued interest.

YearRedemption Price
September 1, 2026 to August 31, 2027103.000 %
September 1, 2027 to August 31, 2028102.000 %
September 1, 2028 to August 31, 2029101.000 %
On and after September 1, 2029100.000 %

Prior to September 1, 2026, the 2019 ADFA Bonds are not redeemable.

The 2019 ADFA Bonds are fully and unconditionally guaranteed on a senior secured basis, jointly and severally, by BRS Intermediate, BRS Finance Corp. and all future direct and indirect wholly owned domestic subsidiaries of Big River Steel LLC, and secured by first priority liens on most of the tangible and intangible assets and second priority liens on accounts receivable, inventory and certain other related assets of BRS Intermediate.
The 2019 ADFA Bonds are subject to certain mandatory sinking fund redemption provisions beginning in 2040, as well as extraordinary mandatory redemption, at a redemption price equal to 100% of the principal amount thereof plus accrued interest to the date fixed for redemption, from surplus funds at the earlier of the completion of the tax-exempt project or expiration of a certain period for construction financings, and upon an event of taxability. The 2019 ADFA Bonds are subject to substantially similar asset sale offer and change of control offer provisions, affirmative and negative covenants, events of default and remedies as the Indenture governing the 2029 Senior Secured Notes.

Big River Steel Environmental Revenue Bonds - Series 2020
On September 10, 2020, ADFA issued $265 million of tax-exempt bonds with a green bond designation and loaned 100% of the proceeds to Big River Steel LLC under a bond financing agreement to finance or refinance the expansion of Big River Steel's electric arc furnace steel mill and fund the issuance cost of the bonds (2020 ADFA Bonds). The 2020 ADFA Bonds accrue interest at 4.75% per annum payable semi-annually on March 1 and September 1 of each year with final maturity on September 1, 2049.

The 2020 ADFA Bonds are subject to optional redemption during the periods and at the redemption prices shown below, plus, in each case accrued interest.

YearRedemption Price
September 1, 2027 to August 31, 2028103.000 %
September 1, 2028 to August 31, 2029102.000 %
September 1, 2029 to August 31, 2030101.000 %
On and after September 1, 2030100.000 %

At any time prior to September 1, 2027, Big River Steel LLC may also redeem the 2020 ADFA Bonds, at its option, in whole or in part, or from time to time, at a price equal to 100 percent of the principal amount of the 2020 ADFA Bonds to be redeemed plus a "make-whole" premium set forth in the indenture and accrued and unpaid interest to the date fixed for redemption.

The 2020 ADFA Bonds are fully and unconditionally guaranteed, jointly and severally, on a secured basis by certain of Big River Steel's subsidiaries and subject to first priority liens and second priority liens on certain Big River Steel collateral.

The 2020 ADFA Bonds are subject to substantially similar asset sale offer and change of control offer provisions, affirmative and negative covenants, events of default and remedies as the Indenture governing the 2029 Senior Secured Notes.

Arkansas Teacher Retirement System Notes Payable
Big River Steel entered into three financing agreements with the Arkansas Teacher Retirement System during 2018 and 2019. The interest rates on the notes range from 5.50% to 7.75% at present. Interest on these agreements may be paid-in-kind through the respective dates of maturity and therefore requires no interim debt service by Big River Steel prior to the date of maturity or early repayment, as the case may be. One such agreement has the benefit of a pledge of future income streams generated through an anticipated monetization of recycling tax credits provided by the State of Arkansas in conjunction with the expansion of Big River Steel. Big River Steel may prepay amounts owed under these agreements at any time without penalty. During the fourth quarter of 2021, Big River Steel repaid all of the financing agreements with the Arkansas Teacher Retirement System. The principal amount was approximately $106 million in aggregate. As of December 31, 2021, there are no outstanding balances for these financing agreements.

Big River Steel — Sustainability Linked ABL Facility
On July 23, 2021, Big River Steel entered into an amendment to its senior secured asset-based revolving credit facility (Big River Steel ABL Facility), which extended the maturity by five years and added sustainability targets related to carbon reduction, safety performance and facility certification by ResponsibleSteel™.

The Big River Steel ABL Facility is secured by first-priority liens on accounts receivable and inventory and certain other assets and second priority liens on most tangible and intangible assets of Big River Steel in each case subject to permitted liens.

The Big River Steel ABL Facility provides for borrowings for working capital and general corporate purposes in an amount equal up to the lesser of (a) $350 million and (b) a borrowing base calculated based on specified percentages of eligible accounts receivables and inventory, subject to certain adjustments and reserves. The Big River Steel ABL Facility matures on July 23, 2026. There were no outstanding borrowings at December 31, 2021. Availability under the Big River Steel ABL Facility, pursuant to the available borrowing base was $350 million at December 31, 2021.
The Big River Steel ABL Facility provides for borrowings at interest rates based on defined, short-term market rates plus a spread based on availability. The Big River Steel ABL Facility also requires a commitment fee on the unused portion of the Big River Steel ABL Facility, determined quarterly based on Big River Steel LLC's utilization levels.

Big River Steel LLC must maintain a fixed charge coverage ratio of at least 1.00 to 1.00 for the most recent twelve consecutive months when availability under the Big River Steel ABL Facility is less than the greater of ten percent of the borrowing base availability and $13 million. Based on the most recent four quarters as of December 31, 2021, Big River Steel would have met the fixed charge coverage ratio test. The Big River Steel ABL Facility includes affirmative and negative covenants that are customary for facilities of this type. The Big River Steel ABL Facility also includes customary events of default.

U. S. Steel — Sustainability Linked Credit Facility Agreement
The Fifth Amended and Restated Credit Facility Agreement (Credit Facility Agreement) was amended on July 23, 2021 to include targets related to carbon reduction, safety performance and facility certification by ResponsibleSteel™. In addition to the new sustainability link, the Credit Facility Agreement was amended to reduce the facility size to $1.75 billion from $2 billion, which supports the Company’s current footprint and helps optimize its global liquidity position.

As of December 31, 2021, there were approximately $4 million of letters of credit issued, and no loans drawn under the Credit Facility Agreement. The availability under the Credit Facility Agreement was $1.746 billion as of December 31, 2021. U. S. Steel must maintain a fixed charge coverage ratio of at least 1.00 to 1.00 for the most recent four consecutive quarters when availability under the Credit Facility Agreement is less than the greater of ten percent of the total aggregate commitments and $175 million. Based on the most recent four quarters as of December 31, 2021, the Company would have met the fixed charge coverage ratio test.

U. S. Steel Košice (USSK) Credit Facilities
On September 29, 2021, USSK entered into a €300 million (approximately $340 million) unsecured sustainability linked credit agreement (USSK Credit Agreement), replacing the previous €460 million credit facility agreement. The USSK Credit Agreement matures in 5 years and contains sustainability targets related to carbon reduction, safety performance and facility certification by ResponsibleSteel™. At December 31, 2021, USSK had no borrowings under the USSK Credit Agreement.

At December 31, 2021, USSK had no borrowings under its €20 million credit facility (approximately $23 million) (USSK Credit Facility) and the availability was approximately $13 million due to approximately $9 million of customs and other guarantees outstanding.

Debt Maturities – Aggregate maturities of debt are as follows (in millions):
20222023202420252026Later
Years
Total
$28 $48 $88 $14 $500 $3,217 $3,895