Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Jun. 30, 2019	Jul. 17, 2019
Cover page.
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2019
Document Transition Report	false
Entity File Number	1-8944
Entity Registrant Name	CLEVELAND-CLIFFS INC.
Entity Incorporation, State or Country Code	OH
Entity Tax Identification Number	34-1464672
Entity Address, Address Line One	200 Public Square,
Entity Address, City or Town	Cleveland,
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	44114-2315
City Area Code	216
Local Phone Number	694-5700
Title of 12(b) Security	Common shares, par value $0.125 per share
Trading Symbol	CLF
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		270,048,477
Entity Central Index Key	0000764065
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q2
Amendment Flag	false

Statements Of Unaudited Condensed Consolidated Financial Position - USD ($) $ in Millions	Jun. 30, 2019	Dec. 31, 2018
CURRENT ASSETS
Cash and cash equivalents	$ 377.2	$ 823.2
Accounts receivable, net	193.1	226.7
Inventories	219.0	87.9
Supplies and other inventories	110.8	93.2
Derivative assets	118.3	91.5
Income tax receivable, current	58.7	117.3
Other current assets	42.3	39.8
TOTAL CURRENT ASSETS	1,119.4	1,479.6
PROPERTY, PLANT AND EQUIPMENT, NET	1,597.3	1,286.0
OTHER ASSETS
Deposits for property, plant and equipment	52.2	83.0
Income tax receivable, non-current	62.7	121.3
Deferred income tax assets	443.3	464.8
Other non-current assets	118.3	94.9
TOTAL OTHER ASSETS	676.5	764.0
TOTAL ASSETS	3,393.2	3,529.6
CURRENT LIABILITIES
Accounts payable	188.1	186.8
Accrued employment costs	58.4	74.0
Accrued interest	31.3	38.4
Partnership distribution payable	44.1	43.5
Other current liabilities	115.5	125.5
TOTAL CURRENT LIABILITIES	437.4	468.2
PENSION AND POSTEMPLOYMENT BENEFIT LIABILITIES	239.3	248.7
ENVIRONMENTAL AND MINE CLOSURE OBLIGATIONS	176.7	172.0
LONG-TERM DEBT	2,104.5	2,092.9
OTHER LIABILITIES	149.7	123.6
TOTAL LIABILITIES	3,107.6	3,105.4
COMMITMENTS AND CONTINGENCIES (REFER TO NOTE 20)
SHAREHOLDERS' EQUITY
Common Shares - par value $0.125 per share, Authorized - 600,000,000 shares (2018 - 600,000,000 shares); Issued - 301,886,794 shares (2018 - 301,886,794 shares); Outstanding - 270,042,018 shares (2018 - 292,611,569 shares)	37.7	37.7
Capital in excess of par value of shares	3,863.6	3,916.7
Retained deficit	(2,952.6)	(3,060.2)
Cost of 31,844,776 common shares in treasury (2018 - 9,275,225 shares)	(391.3)	(186.1)
Accumulated other comprehensive loss	(271.8)	(283.9)
TOTAL EQUITY	285.6	424.2
TOTAL LIABILITIES AND EQUITY	$ 3,393.2	$ 3,529.6

Statements Of Condensed Consolidated Financial Position (Parenthetical) - $ / shares	Jun. 30, 2019	Dec. 31, 2018
Class of Stock [Line Items]
Preferred stock, par value	$ 0	$ 0
Common Stock, Par or Stated Value Per Share	$ 0.125	$ 0.125
Common shares, authorized (in shares)	600,000,000	600,000,000
Common shares, issued (in shares)	301,886,794	301,886,794
Common shares, outstanding	298,007,453	292,611,569
Common shares in treasury	3,879,341	9,275,225
Preferred Class A [Member]
Class of Stock [Line Items]
Preferred stock, shares authorized (in shares)	3,000,000	3,000,000
Preferred Class B [Member]
Class of Stock [Line Items]
Preferred stock, shares authorized (in shares)	4,000,000	4,000,000

Statements Of Unaudited Condensed Consolidated Operations - USD ($) shares in Thousands, $ in Millions	3 Months Ended				6 Months Ended
	Jun. 30, 2019	Mar. 31, 2019	Jun. 30, 2018	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018
REVENUES FROM PRODUCT SALES AND SERVICES
Product Revenue	$ 697.4		$ 672.0		$ 842.8	$ 841.2
Freight Revenue	45.8		42.3		57.4	53.1
TOTAL REVENUES	743.2		714.3		900.2	894.3
COST OF GOODS SOLD	(480.2)		(429.8)		(606.3)	(548.3)
SALES MARGIN	263.0		284.5		293.9	346.0
OTHER OPERATING EXPENSE
Selling, general and administrative expenses	(30.6)		(26.2)		(58.7)	(51.3)
Miscellaneous - net	(5.6)		(4.1)		(9.2)	(10.2)
Other operating expense	36.2		30.3		67.9	61.5
OPERATING INCOME	226.8		254.2		226.0	284.5
OTHER INCOME (EXPENSE)
Interest expense, net	(26.1)		(31.2)		(51.2)	(63.6)
Gain (loss) on extinguishment of debt	(17.9)		0.2		(18.2)	0.2
Other non-operating income	0.6		4.4		1.0	8.8
TOTAL OTHER INCOME (EXPENSE)	(43.4)		(26.6)		(68.4)	(54.6)
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES	183.4		227.6		157.6	229.9
INCOME TAX BENEFIT (EXPENSE)	(22.0)		1.8		(18.3)	(13.9)
INCOME FROM CONTINUING OPERATIONS	161.4		229.4		139.3	216.0
LOSS FROM DISCONTINUED OPERATIONS, NET OF TAX	(0.6)		(64.3)		(0.6)	(135.2)
NET INCOME	$ 160.8	$ (22.1)	$ 165.1	$ (84.3)	$ 138.7	$ 80.8
EARNINGS (LOSS) PER COMMON SHARE – BASIC
Continuing operations (in dollars per share)	$ 0.59		$ 0.77		$ 0.49	$ 0.73
Discontinued operations (in dollars per share)	0		(0.22)		0	(0.46)
Earnings (Loss) per Common Share - Basic (in dollars per share)	0.59		0.55		0.49	0.27
EARNINGS (LOSS) PER COMMON SHARE – DILUTED
Continuing operations (in dollars per share)	0.57		0.76		0.47	0.72
Discontinued operations (in dollars per share)	0		(0.21)		0	(0.45)
Earnings (Loss) per Common Share - Diluted (in dollars per share)	$ 0.57		$ 0.55		$ 0.47	$ 0.27
AVERAGE NUMBER OF SHARES (IN THOUSANDS)
Basic	275,769		297,618		282,647	297,442
Diluted	285,479		301,275		293,580	301,143

Statements Of Unaudited Condensed Consolidated Comprehensive Income - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Statement of Comprehensive Income [Abstract]
NET INCOME	$ 160.8	$ 165.1	$ 138.7	$ 80.8
OTHER COMPREHENSIVE INCOME
Changes in pension and other post-retirement benefits, net of tax	5.8	6.7	11.5	13.4
Changes in foreign currency translation	0.0	2.2	0.0	2.9
Changes in derivative financial instruments, net of tax	(2.1)	0.2	0.6	0.5
OTHER COMPREHENSIVE INCOME	3.7	9.1	12.1	16.8
TOTAL COMPREHENSIVE INCOME	$ 164.5	$ 174.2	$ 150.8	$ 97.6

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Statements Of Unaudited Condensed Consolidated Cash Flows - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018
OPERATING ACTIVITIES
NET INCOME	$ 138.7	$ 80.8
Adjustments to reconcile net income to net cash provided (used) by operating activities:
Depreciation, depletion and amortization	40.9	49.4
Loss (gain) on extinguishment of debt	(18.2)	0.2
Gain on derivatives	(27.2)	(123.5)
Other	46.6	12.6
Changes in operating assets and liabilities:
Receivables and other assets	127.8	61.8
Inventories	(131.1)	(125.6)
Payables, accrued expenses and other liabilities	(62.8)	(4.6)
Net cash provided (used) by operating activities	151.1	(49.3)
INVESTING ACTIVITIES
Purchase of property, plant and equipment	(294.4)	(42.1)
Deposits for property, plant and equipment	6.5	72.3
Proceeds on sales of assets	0.0	14.6
Other investing activities	8.5	0.0
Net cash used by investing activities	(292.4)	(99.8)
FINANCING ACTIVITIES
Repurchase of common shares	(252.9)	0.0
Dividends paid	(28.9)	0.0
Proceeds from issuance of debt	720.9	0.0
Debt issuance costs	6.8	1.5
Repurchase of debt	729.3	15.3
Other financing activities	(10.9)	(8.9)
Net cash used by financing activities	(307.9)	(25.7)
EFFECT OF EXCHANGE RATE CHANGES ON CASH	0.0	(1.0)
DECREASE IN CASH AND CASH EQUIVALENTS, INCLUDING CASH CLASSIFIED WITHIN OTHER CURRENT ASSETS RELATED TO DISCONTINUED OPERATIONS	(449.2)	(175.8)
DECREASE IN CASH AND CASH EQUIVALENTS FROM DISCONTINUED OPERATIONS, CLASSIFIED WITHIN OTHER CURRENT ASSETS	3.2	0.0
NET DECREASE IN CASH AND CASH EQUIVALENTS	(446.0)	(175.8)
CASH AND CASH EQUIVALENTS AT START OF PERIOD	823.2	978.3
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$ 377.2	$ 802.5

Statements of Unaudited Condensed Consolidated Changes in Equity Statement - USD ($) $ in Millions	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Treasury Stock [Member]	AOCI Attributable to Parent [Member]	Noncontrolling Interest [Member]
Balance, beginning of period (in shares) at Dec. 31, 2017		297,400,000
Balance, beginning of period PY at Dec. 31, 2017	$ (444.1)	$ 37.7	$ 3,933.9	$ (4,207.3)	$ (169.6)	$ (39.0)	$ 0.2
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Adoption of accounting standard	34.0			34.0
NET INCOME (LOSS)	(84.3)			(84.3)
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent						7.7
Other Comprehensive Income (Loss), Net of Tax	7.7
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	(76.6)
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures		300,000
Stock Issued During Period, Value, Share-based Compensation, Net of Forfeitures	1.9		(15.8)		17.7
Balance, end of period (in shares) at Mar. 31, 2018		297,700,000
Balance, end of period PY at Mar. 31, 2018	(484.8)	$ 37.7	3,918.1	(4,257.6)	(151.9)	(31.3)	0.2
Balance, beginning of period (in shares) at Dec. 31, 2017		297,400,000
Balance, beginning of period PY at Dec. 31, 2017	(444.1)	$ 37.7	3,933.9	(4,207.3)	(169.6)	(39.0)	0.2
Increase (Decrease) in Stockholders' Equity [Roll Forward]
NET INCOME (LOSS)	80.8
Other Comprehensive Income (Loss), Net of Tax	16.8
Balance, end of period (in shares) at Jun. 30, 2018		297,800,000
Balance, end of period PY at Jun. 30, 2018	(306.3)	$ 37.7	3,918.3	(4,092.5)	(147.6)	(22.2)	0.0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
TOTAL COMPREHENSIVE LOSS	97.6
Balance, beginning of period (in shares) at Mar. 31, 2018		297,700,000
Balance, beginning of period PY at Mar. 31, 2018	(484.8)	$ 37.7	3,918.1	(4,257.6)	(151.9)	(31.3)	0.2
Increase (Decrease) in Stockholders' Equity [Roll Forward]
NET INCOME (LOSS)	165.1			165.1
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent						9.1
Other Comprehensive Income (Loss), Net of Tax	9.1
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	174.2
Distributions to noncontrolling interest	(0.2)						(0.2)
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures		100,000
Stock Issued During Period, Value, Share-based Compensation, Net of Forfeitures	4.5		0.2		4.3
Balance, end of period (in shares) at Jun. 30, 2018		297,800,000
Balance, end of period PY at Jun. 30, 2018	(306.3)	$ 37.7	3,918.3	(4,092.5)	(147.6)	(22.2)	$ 0.0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
TOTAL COMPREHENSIVE LOSS	174.2
Balance, beginning of period at Dec. 31, 2018	$ 424.2	$ 37.7	3,916.7	(3,060.2)	(186.1)	(283.9)
Balance, beginning of period (in shares) at Dec. 31, 2018	292,611,569	292,600,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
NET INCOME (LOSS)	$ (22.1)			(22.1)
Other Comprehensive Income (Loss), Net of Tax	8.4					8.4
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures		1,700,000
Stock Issued During Period, Value, Share-based Compensation, Net of Forfeitures	(10.0)		(56.5)		46.5
Stock Repurchased During Period, Shares		(11,500,000)
Common Share Repurchases, Value	(124.3)				(124.3)
Dividends, Common Stock	(14.5)			(14.5)
Balance, end of period at Mar. 31, 2019	261.7	$ 37.7	3,860.2	(3,096.8)	(263.9)	(275.5)
Balance, end of period (in shares) at Mar. 31, 2019		282,800,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
TOTAL COMPREHENSIVE LOSS	(13.7)
Balance, beginning of period at Dec. 31, 2018	$ 424.2	$ 37.7	3,916.7	(3,060.2)	(186.1)	(283.9)
Balance, beginning of period (in shares) at Dec. 31, 2018	292,611,569	292,600,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
NET INCOME (LOSS)	$ 138.7
Other Comprehensive Income (Loss), Net of Tax	$ 12.1
Stock Repurchased During Period, Shares	(24,400,000)
Common Share Repurchases, Value	$ (252.9)
Balance, end of period at Jun. 30, 2019	$ 285.6	$ 37.7	3,863.6	(2,952.6)	(391.3)	(271.8)
Balance, end of period (in shares) at Jun. 30, 2019	298,007,453	270,000,000.0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
TOTAL COMPREHENSIVE LOSS	$ 150.8
Balance, beginning of period at Mar. 31, 2019	261.7	$ 37.7	3,860.2	(3,096.8)	(263.9)	(275.5)
Balance, beginning of period (in shares) at Mar. 31, 2019		282,800,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
NET INCOME (LOSS)	160.8			160.8
Other Comprehensive Income (Loss), Net of Tax	3.7					3.7
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures		100,000
Stock Issued During Period, Value, Share-based Compensation, Net of Forfeitures	$ 4.6		3.4		1.2
Stock Repurchased During Period, Shares	(12,900,000)	12,900,000
Common Share Repurchases, Value	$ (128.6)				128.6
Dividends, Common Stock	(16.6)			16.6
Balance, end of period at Jun. 30, 2019	$ 285.6	$ 37.7	$ 3,863.6	$ (2,952.6)	$ (391.3)	$ (271.8)
Balance, end of period (in shares) at Jun. 30, 2019	298,007,453	270,000,000.0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
TOTAL COMPREHENSIVE LOSS	$ 164.5

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

NOTE 1 - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with SEC rules and regulations and, in the opinion of management, include all adjustments (consisting of normal recurring adjustments) necessary to present fairly the financial position, results of operations, comprehensive income, cash flows and changes in equity for the periods presented. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Management bases its estimates on various assumptions and historical experience, which are believed to be reasonable; however, due to the inherent nature of estimates, actual results may differ significantly due to changed conditions or assumptions. The results of operations for the three and six months ended June 30, 2019 are not necessarily indicative of results to be expected for the year ending December 31, 2019 or any other future period. These unaudited condensed consolidated financial statements should be read in conjunction with the financial statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2018.

We have two reportable segments - the Mining and Pelletizing segment and the Metallics segment. Unless otherwise noted, discussion of our business and results of operations in this Quarterly Report on Form 10-Q refers to our continuing operations.

As more fully described in the Form 10-K for the year ended December 31, 2018, in 2018 we committed to a course of action leading to the permanent closure of the Asia Pacific Iron Ore mining operations and, as planned, completed our final shipment in June 2018. Factors considered in this decision included increasingly discounted prices for lower-iron-content ore and the quality of the remaining iron ore reserves. During 2018, we sold all of the assets of our Asia Pacific Iron Ore business through a series of sales to third parties. As a result of our planned exit, management determined that our Asia Pacific Iron Ore operating segment met the criteria to be classified as held for sale and a discontinued operation under ASC Topic 205, Presentation of Financial Statements. As such, all Asia Pacific Iron Ore operating segment results are classified within discontinued operations. Refer to NOTE 14 - DISCONTINUED OPERATIONS for further information.

Basis of Consolidation

The unaudited condensed consolidated financial statements include our accounts and the accounts of our wholly-owned subsidiaries, including the following operations as of June 30, 2019:



Name	Location	Business Segment	Status of Operations
Northshore	Minnesota	Mining and Pelletizing	Active
United Taconite	Minnesota	Mining and Pelletizing	Active
Tilden	Michigan	Mining and Pelletizing	Active
Empire	Michigan	Mining and Pelletizing	Indefinitely Idled
Toledo HBI	Ohio	Metallics	Construction Stage

Intercompany transactions and balances are eliminated upon consolidation.

Equity Method Investments

Our 23% ownership interest in Hibbing is recorded as an equity method investment. As of June 30, 2019 and December 31, 2018, our investment in Hibbing was $12.9 million and $15.4 million, respectively, classified as Other liabilities in the Statements of Unaudited Condensed Consolidated Financial Position.

Significant Accounting Policies

A detailed description of our significant accounting policies can be found in the audited financial statements for the fiscal year ended December 31, 2018 included in our Annual Report on Form 10-K filed with the SEC. There have been no material changes in our significant accounting policies and estimates from those disclosed therein.

NEW ACCOUNTING STANDARDS	6 Months Ended
NEW ACCOUNTING STANDARDS	Jun. 30, 2019
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]
NEW ACCOUNTING STANDARDS	NOTE 2 - NEW ACCOUNTING STANDARDS Issued and Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). The new standard requires lessees to recognize a right-of-use asset and a lease liability on the balance sheet for all leases except for short-term leases. For lessees, leases are classified as either operating or finance leases. We adopted this standard on its effective date of January 1, 2019 using the optional alternative approach, which requires application of the new guidance at the beginning of the standard's effective date. Adoption of the updated standard did not have a material effect on our consolidated financial statements. Issued and Not Effective In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments–Credit Losses (Topic 326), which introduces a new accounting model, CECL. CECL requires earlier recognition of credit losses, while also providing additional transparency about credit risk. CECL utilizes a lifetime expected credit loss measurement objective for the recognition of credit losses at the time the financial asset is originated or acquired. The expected credit losses are adjusted each period for changes in expected lifetime credit losses. We plan to adopt this standard on its effective date of January 1, 2020, and do not expect the standard to have a material effect on our consolidated financial statements.

SEGMENT REPORTING

6 Months Ended

Jun. 30, 2019

Segment Reporting [Abstract]

Segment Reporting Disclosure

NOTE 3 - SEGMENT REPORTING

In alignment with our strategic goals, our Company’s continuing operations are organized and managed in two operating segments according to our differentiated products. Our Mining and Pelletizing segment is a major supplier of iron ore pellets to the North American steel industry from our mines and pellet plants located in Michigan and Minnesota. In our Metallics segment, we are currently constructing an HBI production plant in Toledo, Ohio. We expect to complete construction and begin production in 2020. In the second quarter of 2019, Northshore mine began supplying DR-grade pellets to our Metallics segment, which will be used as feedstock for the HBI production plant.

We evaluate performance based on sales margin, defined as revenues less cost of goods sold identifiable to each segment. Additionally, we evaluate performance on a segment basis, as well as a consolidated basis, based on EBITDA and Adjusted EBITDA. These measures are used by management, investors, lenders and other external users of our financial statements to assess our operating performance and to compare operating performance to other companies in the iron ore industry. In addition, management believes EBITDA and Adjusted EBITDA are useful measures to assess the earnings power of the business without the impact of capital structure and can be used to assess our ability to service debt and fund future capital expenditures in the business.

The following tables present a summary of our reportable segments including a reconciliation of segment revenues to total revenues, segment sales margin to total sales margin and a reconciliation of Net income to EBITDA and Adjusted EBITDA:



	(In Millions)
	Three Months Ended June 30, 2019								Six Months Ended June 30, 2019
	Mining and Pelletizing			Metallics		Total			Mining and Pelletizing			Metallics		Total
Operating segment revenues from product sales and services	$	747.2		$	—	$	747.2		$	904.2		$	—	$	904.2
Elimination of intersegment revenues	(4.0		)	—		(4.0		)	(4.0		)	—		(4.0		)
Total revenue	$	743.2		$	—	$	743.2		$	900.2		$	—	$	900.2

Operating segment sales margin	$	264.6		$	—	$	264.6		$	295.5		$	—	$	295.5
Elimination of intersegment sales margin	(1.6		)	—		(1.6		)	(1.6		)	—		(1.6		)
Total sales margin	$	263.0		$	—	$	263.0		$	293.9		$	—	$	293.9

Revenues from product sales and services of $714.3 million and $894.3 million, respectively, and sales margin of $284.5 million and $346.0 million, respectively, related to our Mining and Pelletizing segment accounted for all of our consolidated revenues and sales margin for the three and six months ended June 30, 2018.



	(In Millions)
	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Net income	$	160.8		$	165.1		$	138.7		$	80.8
Less:
Interest expense, net	(26.3		)	(32.3		)	(51.4		)	(65.8		)
Income tax benefit (expense)	(22.0		)	1.8			(18.3		)	(13.9		)
Depreciation, depletion and amortization	(21.0		)	(25.5		)	(40.9		)	(49.4		)
EBITDA	$	230.1		$	221.1		$	249.3		$	209.9
Less:
Foreign exchange remeasurement	$	(0.1	)	$	(0.1	)	$	—		$	(0.5	)
Impact of discontinued operations	(0.4		)	(54.7		)	(0.4		)	(117.8		)
Gain (loss) on extinguishment of debt	(17.9		)	0.2			(18.2		)	0.2
Severance costs	—			—			(1.7		)	—
Adjusted EBITDA	$	248.5		$	275.7		$	269.6		$	328.0

EBITDA:
Mining and Pelletizing	$	274.6		$	296.0		$	317.4		$	368.5
Metallics	(1.1		)	(1.2		)	(1.9		)	(1.5		)
Corporate and Other (including discontinued operations)	(43.4		)	(73.7		)	(66.2		)	(157.1		)
Total EBITDA	$	230.1		$	221.1		$	249.3		$	209.9

Adjusted EBITDA:
Mining and Pelletizing	$	280.5		$	301.3		$	328.0		$	378.4
Metallics	(1.1		)	(1.2		)	(1.9		)	(1.5		)
Corporate	(30.9		)	(24.4		)	(56.5		)	(48.9		)
Total Adjusted EBITDA	$	248.5		$	275.7		$	269.6		$	328.0

The following table summarizes our depreciation, depletion and amortization expense and capital additions:



	(In Millions)
	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2018		2019		2018
Depreciation, depletion and amortization:
Mining and Pelletizing	$	19.6	$	15.6	$	38.1	$	31.4
Corporate	1.4		1.4		2.8		2.8
Total depreciation, depletion and amortization	$	21.0	$	17.0	$	40.9	$	34.2

Capital additions¹:
Mining and Pelletizing	$	35.6	$	26.7	$	82.4	$	45.4
Metallics	155.1		43.0		237.5		103.0
Corporate	0.9		0.7		1.0		0.9
Total capital additions	$	191.6	$	70.4	$	320.9	$	149.3

¹Refer to NOTE 17 - CASH FLOW INFORMATION for additional information.

A summary of assets by segment is as follows:



	(In Millions)
	June 30, 2019		December 31, 2018
Assets:
Mining and Pelletizing	$	1,893.9	$	1,694.1
Metallics	514.7		265.9
Total segment assets	2,408.6		1,960.0
Corporate and Other (including discontinued operations)	984.6		1,569.6
Total assets	$	3,393.2	$	3,529.6

REVENUE

6 Months Ended

Jun. 30, 2019

Revenue from Contract with Customer [Abstract]

Revenue from Contract with Customer

NOTE 4 - REVENUE

We sell primarily a single product, iron ore pellets, in the North American market. Revenue is recognized generally when iron ore is delivered to our customers. Revenue is measured at the point that control transfers and represents the amount of consideration we expect to receive in exchange for transferring goods. We offer standard payment terms to our customers, generally requiring settlement within 30 days.

We enter into supply contracts of varying lengths to provide customers iron ore pellets to use in their blast furnaces. Blast furnaces run continuously with a constant feed of iron ore and, once shut down, cannot easily be restarted. As a result, we ship iron ore in large quantities for storage and use by customers at a later date. Customers do not simultaneously receive and consume the iron ore. Based on our assessment of the factors that indicate the pattern of satisfaction, we transfer control of the iron ore at a point in time upon shipment or delivery of the product. The customer is able to direct the use of, and obtain substantially all of the benefits from, the product at the time the product is delivered.

Most of our customer supply agreements specify a provisional price, which is used for initial billing and cash collection. Revenue recorded in accordance with Topic 606 is calculated using the expected revenue rate at the point when control transfers. The final settlement includes market inputs for a specified period of time, which may vary by customer, but typically include one or more of the following published rates: Platts 62% Price, Atlantic Basin pellet premiums, Platts international indexed freight rates and changes in specified PPI, including industrial commodities, fuel and steel. Changes in the expected revenue rate from the date control transfers through final settlement of contract terms is recorded in accordance with Topic 815. Refer to NOTE 13 - DERIVATIVE INSTRUMENTS for further information on how our estimated and final revenue rates are determined.

A supply agreement with one customer provides for supplemental revenue or refunds based on the average annual daily market price for hot-rolled coil steel in the year the iron ore is consumed in the customer’s blast furnaces. As control transfers prior to consumption, the supplemental revenue is recorded in accordance with ASC Topic 815. Refer to NOTE 13 - DERIVATIVE INSTRUMENTS for further information on supplemental revenue or refunds.

Included within Revenues from product sales and services is derivative revenue related to Topic 815 of $74.8 million and $80.3 million for the three and six months ended June 30, 2019, respectively, and $154.7 million and $198.5 million for the three and six months ended June 30, 2018, respectively.

Deferred Revenue

The table below summarizes our deferred revenue balances:



	(In Millions)
	Deferred Revenue (Current)						Deferred Revenue (Long-Term)
	2019			2018			2019			2018
Opening balance as of January 1	$	21.0		$	23.8		$	38.5		$	51.4
Closing balance as of June 30	15.5			20.0			34.3			47.1
Decrease	$	(5.5	)	$	(3.8	)	$	(4.2	)	$	(4.3	)

The terms of one of our pellet supply agreements required supplemental payments to be paid by the customer during the period 2009 through 2012. Installment amounts received under this arrangement in excess of sales were classified as Other current liabilities and Other liabilities in the Statements of Unaudited Condensed Consolidated Financial Position upon receipt of payment. Revenue is recognized over the life of the supply agreement, which extends until 2022, in equal annual installments. As of June 30, 2019 and December 31, 2018, installment amounts received in excess of sales totaled $47.1 million and $51.3 million, respectively, related to this agreement. As of June 30, 2019 and December 31, 2018, deferred revenue of $12.8 million was recorded in Other current liabilities and $34.3 million and $38.5 million, respectively, was recorded as long-term in Other liabilities in the Statements of Unaudited Condensed Consolidated Financial Position, related to this agreement.

Due to the payment terms and the timing of cash receipts near a period end, cash receipts can exceed shipments for certain customers. Revenue recognized on these transactions totaling $2.7 million and $8.2 million was deferred and included in Other current liabilities in the Statements of Unaudited Condensed Consolidated Financial Position as of June 30, 2019 and December 31, 2018, respectively.

INVENTORIES

6 Months Ended

Jun. 30, 2019

Inventory Disclosure [Abstract]

Inventories

NOTE 5 - INVENTORIES

The following table presents the detail of our Inventories in the Statements of Unaudited Condensed Consolidated Financial Position:



	(In Millions)
	June 30, 2019								December 31, 2018
Segment	Finished Goods		Work-in-Process			Total Inventory			Finished Goods		Work-in-Process		Total Inventory
Mining and Pelletizing	$	186.2	$	30.4		$	216.6		$	77.8	$	10.1	$	87.9
Metallics	—		4.0			4.0			—		—		—
Intersegment elimination	—		(1.6		)	(1.6		)	—		—		—
Total	$	186.2	$	32.8		$	219.0		$	77.8	$	10.1	$	87.9

PROPERTY, PLANT AND EQUIPMENT

6 Months Ended

Jun. 30, 2019

Property, Plant and Equipment [Abstract]

PROPERTY, PLANT AND EQUIPMENT

NOTE 6 - PROPERTY, PLANT AND EQUIPMENT

The following table indicates the carrying value of each of the major classes of our depreciable assets:



	(In Millions)
	June 30, 2019			December 31, 2018
Land rights and mineral rights	$	549.6		$	549.6
Office and information technology	70.6			70.0
Buildings	95.4			87.2
Mining equipment	575.8			548.5
Processing equipment	740.3			645.8
Electric power facilities	58.7			58.7
Land improvements	23.8			23.8
Asset retirement obligation	14.9			14.8
Other	27.6			25.2
Construction-in-progress	501.3			284.8
	2,658.0			2,308.4
Allowance for depreciation and depletion	(1,060.7		)	(1,022.4		)
	$	1,597.3		$	1,286.0

We recorded capitalized interest into property, plant and equipment of $5.9 million and $9.9 million for the three and six months ended June 30, 2019, respectively, and $1.1 million and $2.1 million during the three and six months ended June 30, 2018, respectively.

DEBT AND CREDIT FACILITIES

6 Months Ended

Jun. 30, 2019

Debt Disclosure [Abstract]

DEBT AND CREDIT FACILITIES

NOTE 7 - DEBT AND CREDIT FACILITIES

The following represents a summary of our long-term debt:



(In Millions)
June 30, 2019
Debt Instrument	Annual Effective Interest Rate	Total Principal Amount		Debt Issuance Costs			Unamortized Discounts			Total Debt
Secured Notes:
$400 Million 4.875% 2024 Senior Notes	5.00%	$	400.0	$	(5.2	)	$	(2.0	)	$	392.8
Unsecured Notes:
$316.25 Million 1.50% 2025 Convertible Senior Notes	6.26%	316.3		(5.1		)	(70.3		)	240.9
$1.075 Billion 5.75% 2025 Senior Notes	6.01%	473.3		(4.0		)	(6.0		)	463.3
$750 Million 5.875% 2027 Senior Notes	6.49%	750.0		(6.7		)	(28.7		)	714.6
$800 Million 6.25% 2040 Senior Notes	6.34%	298.4		(2.2		)	(3.3		)	292.9
ABL Facility	N/A	450.0		N/A			N/A			—
Long-term debt										$	2,104.5



(In Millions)
December 31, 2018
Debt Instrument	Annual Effective Interest Rate	Total Principal Amount		Debt Issuance Costs			Unamortized Discounts			Total Debt
Secured Notes:
$400 Million 4.875% 2024 Senior Notes	5.00%	$	400.0	$	(5.7	)	$	(2.2	)	$	392.1
Unsecured Notes:
$700 Million 4.875% 2021 Senior Notes	4.89%	124.0		(0.2		)	—			123.8
$316.25 Million 1.50% 2025 Convertible Senior Notes	6.26%	316.3		(5.5		)	(75.6		)	235.2
$1.075 Billion 5.75% 2025 Senior Notes	6.01%	1,073.3		(9.9		)	(14.6		)	1,048.8
$800 Million 6.25% 2040 Senior Notes	6.34%	298.4		(2.3		)	(3.3		)	292.8
ABL Facility	N/A	450.0		N/A			N/A			—
Fair Value Adjustment to Interest Rate Hedge										0.2
Long-term debt										$	2,092.9

$750 Million 5.875% Senior Notes due 2027 Offering

On May 13, 2019, we entered into an indenture among the Company, the guarantors party thereto and U.S. Bank National Association, as trustee, relating to the issuance of $750 million aggregate principal amount of 5.875% 2027 Senior Notes. The 5.875% 2027 Senior Notes were issued at 96.125% of face value. The 5.875% 2027 Senior Notes were issued in a private transaction exempt from the registration requirements of the Securities Act of 1933. Pursuant to the registration rights agreement executed as part of this offering, we agreed to file a registration statement with the SEC with respect to a registered offer to exchange the 5.875% 2027 Senior Notes for publicly registered notes within 365 days of the closing date, with all significant terms and conditions remaining the same.

The 5.875% 2027 Senior Notes bear interest at a rate of 5.875% per annum, payable semi-annually in arrears on June 1 and December 1 of each year, commencing on December 1, 2019. The 5.875% 2027 Senior Notes mature on June 1, 2027.

The 5.875% 2027 Senior Notes are unsecured obligations and rank equally in right of payment with all of our existing and future unsecured and unsubordinated indebtedness. The 5.875% 2027 Senior Notes are guaranteed on a senior unsecured basis by our material direct and indirect wholly-owned domestic subsidiaries and, therefore, are structurally senior to any of our existing and future indebtedness that is not guaranteed by such guarantors and are structurally subordinated to all existing and future indebtedness and other liabilities of our subsidiaries that do not guarantee the 5.875% 2027 Senior Notes.

The 5.875% 2027 Senior Notes may be redeemed, in whole or in part, at any time at our option not less than 30 days nor more than 60 days after prior notice is sent to the holders of the 5.875% 2027 Senior Notes. The following is a summary of redemption prices for our 5.875% 2027 Senior Notes:



Redemption Period	Redemption Price¹		Restricted Amount
Prior to June 1, 2022 - using proceeds of equity issuance	105.875	%	Up to 35% of original aggregate principal
Prior to June 1, 2022²	100.000
Beginning on June 1, 2022	102.938
Beginning on June 1, 2023	101.958
Beginning on June 1, 2024	100.979
Beginning on June 1, 2025 and thereafter	100.000

¹ Plus accrued and unpaid interest, if any, up to but excluding the redemption date.
² Plus a "make-whole" premium.

In addition, if a change in control triggering event, as defined in the indenture, occurs with respect to the 5.875% 2027 Senior Notes, we will be required to offer to purchase the notes at a purchase price equal to 101% of the aggregate principal amount, plus accrued and unpaid interest, if any, to, but not including, the date of purchase.

The terms of the 5.875% 2027 Senior Notes contain certain customary covenants; however, there are no financial covenants.

Debt issuance costs of $6.8 million were incurred related to the offering of the 5.875% 2027 Senior Notes and included in Long-term debt in the Statements of Unaudited Condensed Consolidated Financial Position.

Debt Extinguishments - 2019

The net proceeds from the issuance of $750 million aggregate principal amount of 5.875% 2027 Senior Notes, along with cash on hand, were used to redeem in full all of our outstanding 4.875% 2021 Senior Notes and to fund the repurchase of $600 million aggregate principal amount of our outstanding 5.75% 2025 Senior Notes in a tender offer. The following is a summary of the debt extinguished and the respective loss on extinguishment:



	(In Millions)
	Three Months Ended June 30, 2019				Six Months Ended June 30, 2019
Debt Instrument	Debt Extinguished		Loss on Extinguishment		Debt Extinguished		Loss on Extinguishment
$700 Million 4.875% 2021 Senior Notes	$	114.0	$	5.0	$	124.0	$	5.3
$1.075 Billion 5.75% 2025 Senior Notes	600.0		12.9		600.0		12.9
	$	714.0	$	17.9	$	724.0	$	18.2

Debt Extinguishments - 2018

The following is a summary of the debt extinguished with cash and the respective gain on extinguishment:



	(In Millions)
	Three and Six Months Ended June 30, 2018
Debt Instrument	Debt Extinguished		Gain on Extinguishment
$400 Million 5.90% 2020 Senior Notes	$	0.5	$	—
$500 Million 4.80% 2020 Senior Notes	0.1		—
$700 Million 4.875% 2021 Senior Notes	13.2		0.1
$1.075 Billion 5.75% 2025 Senior Notes	1.7		0.1
	$	15.5	$	0.2

Debt Maturities

The following represents a summary of our maturities of debt instruments based on the principal amounts outstanding at June 30, 2019:



	(In Millions)
	Maturities of Debt
2019	$	—
2020	—
2021	—
2022	—
2023	—
2024	400.0
2025 and thereafter	1,838.0
Total maturities of debt	$	2,238.0

ABL Facility

The following represents a summary of our borrowing capacity under the ABL Facility:



	(In Millions)
	June 30, 2019			December 31, 2018
Available borrowing base on ABL Facility¹	$	450.0		$	323.7
Letter of credit obligations²	(61.1		)	(55.0		)
Borrowing capacity available³	$	388.9		$	268.7

¹The ABL Facility has a maximum borrowing base of $450 million. The available borrowing base is determined by applying customary advance rates to eligible accounts receivable, inventory and certain mobile equipment.
²We issued standby letters of credit with certain financial institutions in order to support business obligations including, but not limited to, workers compensation, environmental obligations and certain Metallics' contracts.
³ As of June 30, 2019 and December 31, 2018, we had no loans drawn under the ABL Facility.

FAIR VALUE MEASUREMENTS

6 Months Ended

Jun. 30, 2019

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

NOTE 8 - FAIR VALUE MEASUREMENTS

The following represents the assets and liabilities measured at fair value:



	(In Millions)
	June 30, 2019
	Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Cash equivalents	$	—	$	302.3	$	—	$	302.3
Derivative assets	—		0.2		118.1		118.3
Total	$	—	$	302.5	$	118.1	$	420.6
Liabilities:
Derivative liabilities	$	—	$	2.6	$	—	$	2.6
Total	$	—	$	2.6	$	—	$	2.6



	(In Millions)
	December 31, 2018
	Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Cash equivalents	$	0.8	$	542.6	$	—	$	543.4
Derivative assets	—		0.1		91.4		91.5
Total	$	0.8	$	542.7	$	91.4	$	634.9
Liabilities:
Derivative liabilities	$	—	$	3.7	$	—	$	3.7
Total	$	—	$	3.7	$	—	$	3.7

Financial assets classified in Level 1 included money market funds. The valuation of these instruments is based upon unadjusted quoted prices for identical assets in active markets.

The valuation of financial assets and liabilities classified in Level 2 is determined using a market approach based upon quoted prices for similar assets and liabilities in active markets, or other inputs that are observable. Level 2 assets include commercial paper, certificates of deposit and commodity hedge contracts. Level 2 liabilities include commodity hedge contracts.

The Level 3 assets consist of a freestanding derivative instrument related to a certain supply agreement and derivative assets related to certain provisional pricing arrangements with our customers.

The supply agreement included in our Level 3 assets contains provisions for supplemental revenue or refunds based on the average annual daily market price for hot-rolled coil steel in the year the iron ore product is consumed in the customer’s blast furnaces. We account for these provisions as a derivative instrument at the time of sale and adjust the derivative instrument to fair value through Product revenues each reporting period until the product is consumed and the amounts are settled. We had assets of $102.4 million and $89.3 million at June 30, 2019 and December 31, 2018, respectively, related to this supply agreement.

The provisional pricing arrangements included in our Level 3 assets specify provisional price calculations, where the pricing mechanisms generally are based on market pricing, with the final revenue rate based on market inputs at

a specified point in time in the future, per the terms of the supply agreements. The difference between the estimated final revenue rate at the date of sale and the estimated final revenue rate at the measurement date is characterized as a derivative instrument and is required to be accounted for separately once the revenue has been recognized. The derivative instruments are adjusted to fair value through Product revenues each reporting period based upon current market data and forward-looking estimates provided by management until the final revenue rates are determined. We had assets of $15.7 million and $2.1 million, respectively, related to provisional pricing arrangements at June 30, 2019 and December 31, 2018.

The following table illustrates information about qualitative and quantitative inputs and assumptions for the assets and liabilities categorized in Level 3 of the fair value hierarchy:

Qualitative/Quantitative Information About Level 3 Fair Value Measurements

(In Millions)

Fair Value at June 30, 2019

Balance Sheet

Location

Valuation Technique

Unobservable Input

Range or Point Estimate

(Weighted Average)

Customer supply agreement

$

102.4

Derivative assets

Market Approach

Management's Estimate of Market Hot-Rolled Coil Steel per net ton

$667

Provisional pricing arrangements

$

15.7

Derivative assets

Market Approach

PPI Estimates

179 - 221
(203)

Management's Estimate of Platts 62% Price per dry metric ton for respective contract period

$87 - $100
$(96)

The significant unobservable input used in the fair value measurement of our customer supply agreement is a forward-looking estimate of the average annual daily market price for hot-rolled coil steel determined by management.

The significant unobservable inputs used in the fair value measurement of our provisional pricing arrangements include estimates for PPI data and management’s estimate of Platts 62% Price based upon current market data and index pricing, which include forward-looking estimates determined by management.

The following tables reconcile the changes in fair value of financial instruments measured at fair value on a recurring basis using significant unobservable inputs (Level 3):



	(In Millions)
	Level 3 Assets
	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Beginning balance	$	106.7		$	93.5		$	91.4		$	49.5
Total gains included in earnings	74.3			158.6			89.6			202.8
Settlements	(62.9		)	(77.5		)	(62.9		)	(77.7		)
Ending balance - June 30	$	118.1		$	174.6		$	118.1		$	174.6
Total gains for the period included in earnings attributable to the change in unrealized gains on assets still held at the reporting date	$	73.0		$	80.6		$	88.3		$	125.1



	(In Millions)
	Level 3 Liabilities
	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Beginning balance	$	(9.8	)	$	—		$	—		$	(1.7	)
Total gains (losses) included in earnings	4.5			(3.7		)	(5.3		)	(4.3		)
Settlements	5.3			0.7			5.3			3.0
Ending balance - June 30	$	—		$	(3.0	)	$	—		$	(3.0	)
Total losses for the period included in earnings attributable to the change in unrealized losses on liabilities still held at the reporting date	$	—		$	(3.0	)	$	—		$	(3.0	)

The carrying values of certain financial instruments (e.g., Accounts receivable, net, Accounts payable and Other current liabilities) approximates fair value and, therefore, have been excluded from the table below. A summary of the carrying value and fair value of other financial instruments were as follows:



		(In Millions)
		June 30, 2019				December 31, 2018
	Classification	Carrying Value		Fair Value		Carrying Value		Fair Value
Long-term debt:
Secured Notes
$400 Million 4.875% 2024 Senior Notes	Level 1	$	392.8	$	406.0	$	392.1	$	370.2
Unsecured Notes
$700 Million 4.875% 2021 Senior Notes	Level 1	—		—		123.8		122.3
$316.25 Million 1.50% 2025 Convertible Senior Notes	Level 1	240.9		454.2		235.2		352.4
$1.075 Billion 5.75% 2025 Senior Notes	Level 1	463.3		472.1		1,048.8		962.0
$750 Million 5.875% 2027 Senior Notes	Level 1	714.6		730.8		—		—
$800 Million 6.25% 2040 Senior Notes	Level 1	292.9		263.2		292.8		232.8
ABL Facility	Level 2	—		—		—		—
Fair value adjustment to interest rate hedge	Level 2	—		—		0.2		0.2
Total long-term debt		$	2,104.5	$	2,326.3	$	2,092.9	$	2,039.9

The fair value of long-term debt was determined using quoted market prices.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

PENSIONS AND OTHER POSTRETIREMENT BENEFITS

6 Months Ended

Jun. 30, 2019

Postemployment Benefits [Abstract]

PENSIONS AND OTHER POSTRETIREMENT BENEFITS

NOTE 9 - PENSIONS AND OTHER POSTRETIREMENT BENEFITS

We offer defined benefit pension plans, defined contribution pension plans and OPEB plans, primarily consisting of retiree healthcare benefits, to most employees as part of a total compensation and benefits program. The defined benefit pension plans are noncontributory and benefits generally are based on a minimum formula or employees’ years of service and average earnings for a defined period prior to retirement.

The following are the components of defined benefit pension and OPEB costs:

Defined Benefit Pension Costs



(In Millions)
Three Months Ended June 30,		Six Months Ended June 30,
2019	2018