CLEVELAND-CLIFFS INC., 10-Q filed on 4/28/2021
Quarterly Report
v3.21.1
Document and Entity Information - shares
 3 Months Ended
Mar. 31, 2021
Apr. 26, 2021
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Mar. 31, 2021  
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 $0.125 per share  
Trading Symbol CLF  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   499,402,288
Entity Central Index Key 0000764065  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2021  
Document Fiscal Period Focus Q1  
Amendment Flag false  
v3.21.1
Statements Of Unaudited Condensed Consolidated Financial Position - USD ($)
$ in Millions
Mar. 31, 2021
Dec. 31, 2020
Current assets:    
Cash and cash equivalents $ 110 $ 112
Accounts receivable, net 1,659 1,169
Inventories 3,932 3,828
Other current assets 160 189
Total current assets 5,861 5,298
Non-current assets:    
Property, plant and equipment, net 9,014 8,743
Goodwill 994 1,406
Deferred income taxes 562 537
Other non-current assets 784 787
TOTAL ASSETS 17,215 16,771
Current liabilities:    
Accounts payable 1,743 1,575
Accrued employment costs 465 460
Pension and OPEB liabilities, current 151 151
Other current liabilities 574 743
Total current liabilities 2,933 2,929
Non-current liabilities:    
Long-term debt 5,734 5,390
Pension and OPEB liabilities, non-current 3,916 4,113
Other non-current liabilities 1,175 1,260
TOTAL LIABILITIES 13,758 13,692
Commitments and contingencies (See Note 18)
Series B Participating Redeemable Preferred Stock - no par value 738 738
SHAREHOLDERS' EQUITY    
Common shares - par value $0.125 per share, Authorized - 600,000,000 shares (2020 - 600,000,000 shares); Issued - 506,832,537 shares (2020 -506,832,537 shares); Outstanding - 499,214,434 shares (2020 - 477,517,372 shares) 63 63
Capital in excess of par value of shares 5,487 5,431
Retained deficit (2,948) (2,989)
Cost of 7,618,103 common shares in treasury (2020 - 29,315,165 shares) (93) (354)
Accumulated other comprehensive loss (120) (133)
Total Cliffs shareholders' equity 2,389 2,018
Noncontrolling interest 330 323
TOTAL EQUITY 2,719 2,341
TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY $ 17,215 $ 16,771
Series B Participating Redeemable Preferred Stock, issued (in shares) 583,273 583,273
Series B Participating Redeemable Preferred Stock, authorized (in shares) 583,273 583,273
Series B Participating Redeemable Preferred Stock, outstanding (in shares) 583,273 583,273
v3.21.1
Statements Of Condensed Consolidated Financial Position (Parenthetical) - $ / shares
Mar. 31, 2021
Dec. 31, 2020
Statement of Financial Position [Abstract]    
Series B Participating Redeemable Preferred Stock, par value (in dollars per share) $ 0  
Series B Participating Redeemable Preferred Stock, authorized (in shares) 583,273 583,273
Series B Participating Redeemable Preferred Stock, issued (in shares) 583,273 583,273
Series B Participating Redeemable Preferred Stock, outstanding (in shares) 583,273 583,273
Common shares, par value (in dollars per share) $ 0.125  
Common shares, authorized (in shares) 600,000,000 600,000,000
Common shares, issued (in shares) 506,832,537 506,832,537
Common shares, outstanding (in shares) 499,214,434 477,517,372
Common shares in treasury (in shares) 7,618,103 29,315,165
v3.21.1
Statements Of Unaudited Condensed Consolidated Operations - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Income Statement [Abstract]    
Revenues $ 4,049.0 $ 359.0
Operating costs:    
Cost of goods sold (3,761.0) (356.0)
Selling, general and administrative expenses (95.0) (28.0)
Acquisition-related costs (13.0) (42.0)
Miscellaneous – net (3.0) (12.0)
Total operating costs (3,872.0) (438.0)
Operating income (loss) 177.0 (79.0)
Other income (expense):    
Interest expense, net (92.0) (31.0)
Gain (loss) on extinguishment of debt (66.0) 3.0
Net periodic benefit credits other than service cost component 47.0 6.0
Total other expense (111.0) (22.0)
Income (loss) from continuing operations before income taxes 66.0 (101.0)
Income tax benefit (expense) (9.0) 51.0
Income (loss) from continuing operations 57.0 (50.0)
Income from discontinued operations, net of tax 0.0 1.0
Net income (loss) 57.0 (49.0)
Income attributable to noncontrolling interest (16.0) (3.0)
Net income (loss) attributable to Cliffs shareholders $ 41.0 $ (52.0)
Earnings (loss) per common share attributable to Cliffs shareholders - basic    
Continuing operations (in dollars per share) $ 0.08 $ (0.18)
Discontinued operations (in dollars per share) 0 0
Earnings (Loss) per Common Share - Basic (in dollars per share) 0.08 (0.18)
Earnings (loss) per common share attributable to Cliffs shareholders - diluted    
Continuing operations (in dollars per share) 0.07 (0.18)
Discontinued operations (in dollars per share) 0 0
Earnings (Loss) per Common Share - Diluted (in dollars per share) $ 0.07 $ (0.18)
v3.21.1
Statements Of Unaudited Condensed Consolidated Comprehensive Income (Loss) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Statement of Comprehensive Income [Abstract]    
Net income (loss) $ 57 $ (49)
Other comprehensive income (loss):    
Changes in pension and OPEB, net of tax 7 6
Changes in foreign currency translation (1) (1)
Changes in derivative financial instruments, net of tax 7 (3)
Total other comprehensive income 13 2
Comprehensive income (loss) 70 (47)
Comprehensive income attributable to noncontrolling interests (16) (3)
Comprehensive income (loss) attributable to Cliffs shareholders $ 54 $ (50)
v3.21.1
Statements Of Unaudited Condensed Consolidated Cash Flows - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
OPERATING ACTIVITIES    
Net income (loss) $ 57.0 $ (49.0)
Adjustments to reconcile net income (loss) to net cash used by operating activities:    
Depreciation, depletion and amortization 217.0 35.0
Amortization of inventory step-up 81.0 23.0
Changes in deferred revenue (3.0) (48.0)
Deferred income taxes 10.0 (48.0)
Loss (gain) on extinguishment of debt 66.0 (3.0)
Other (2.0) 51.0
Changes in operating assets and liabilities, net of business combination:    
Receivables and other assets (480.0) 254.0
Inventories (172.0) (267.0)
Pension and OPEB payments and contributions (175.0) (13.0)
Payables, accrued expenses and other liabilities 22.0 (99.0)
Net cash used by operating activities (379.0) (164.0)
INVESTING ACTIVITIES    
Purchase of property, plant and equipment (136.0) (138.0)
Acquisition of AK Steel, net of cash acquired 0.0 (869.0)
Other investing activities 1.0 0.0
Net cash used by investing activities (135.0) (1,007.0)
FINANCING ACTIVITIES    
Proceeds from issuance of common shares 322.0 0.0
Proceeds from issuance of debt 1,000.0 716.0
Debt issuance costs (16.0) (44.0)
Repayments of debt (902.0) (430.0)
Borrowings under credit facilities 1,158.0 800.0
Repayments under credit facilities (1,010.0) 0.0
Other financing activities (40.0) (37.0)
Net cash provided by financing activities 512.0 1,005.0
Net decrease in cash and cash equivalents (2.0) (166.0)
Cash and cash equivalents at beginning of period 112.0 353.0
Cash and cash equivalents at end of period $ 110.0 $ 187.0
v3.21.1
Statements of Unaudited Condensed Consolidated Changes in Equity Statement - USD ($)
$ in Millions
Total
Common Stock
Capital in Excess of Par Value of Shares
Retained Deficit
Common Shares in Treasury
AOCI
Non-controlling Interests
Balance, beginning of period (in shares) at Dec. 31, 2019   271,000,000          
Balance, beginning of period at Dec. 31, 2019 $ 358 $ 37 $ 3,873 $ (2,842) $ (391) $ (319) $ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Comprehensive income (loss) (47)     (52)   2 3
Stock and other incentive plans (in shares)   1,000,000          
APIC, Share-based Payment Arrangement, Increase for Cost Recognition     (24)        
Stock and other incentive plans 2       26    
Stock issued during period, shares, acquisitions (in shares)   127,000,000          
Acquisition of AK Steel 948 $ 16 602       330
Net distributions to noncontrolling interests (6)           (6)
Common stock dividends (24)     (24)      
Balance, end of period (in shares) at Mar. 31, 2020   399,000,000          
Balance, end of period at Mar. 31, 2020 $ 1,231 $ 53 4,451 (2,918) (365) (317) 327
Balance, beginning of period (in shares) at Dec. 31, 2020 477,517,372 478,000,000          
Balance, beginning of period at Dec. 31, 2020 $ 2,341 $ 63 5,431 (2,989) (354) (133) 323
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Comprehensive income (loss) 70     41   13 16
Issuance of common stock (in shares)   20,000,000          
Issuance of common stock 322 $ 0 78   244    
Stock and other incentive plans (in shares)   1,000,000          
APIC, Share-based Payment Arrangement, Increase for Cost Recognition     (22)        
Stock and other incentive plans (5)       17    
Acquisition of ArcelorMittal USA - Measurement period adjustments (1)           (1)
Net distributions to noncontrolling interests $ (8)           (8)
Balance, end of period (in shares) at Mar. 31, 2021 499,214,434 499,000,000          
Balance, end of period at Mar. 31, 2021 $ 2,719 $ 63 $ 5,487 $ (2,948) $ (93) $ (120) $ 330
v3.21.1
Statements of Unaudited Condensed Consolidated Changes in Equity - Parenthetical
 3 Months Ended
Sep. 30, 2019
$ / shares
Statement of Stockholders' Equity [Abstract]  
Common stock dividends (in dollars per share) $ 0.06
v3.21.1
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
 3 Months Ended
Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Presentation and Significant Accounting Policies
NOTE 1 - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
Business, Consolidation and Presentation
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 (loss), 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 months ended March 31, 2021 are not necessarily indicative of results to be expected for the year ending December 31, 2021 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, 2020.
Business Operations
We are vertically integrated from the mining of iron ore and coal; to production of metallics and coke; through iron making, steelmaking, rolling and finishing; and to downstream tubular components, stamping and tooling. We have the unique advantage as a steel producer of being fully or partially self-sufficient with our production of raw materials for steel manufacturing, which includes iron ore pellets, HBI and coking coal.
We are organized into four operating segments based on differentiated products, Steelmaking, Tubular, Tooling and Stamping, and European Operations. We primarily operate through one reportable segment – the Steelmaking segment.
    Basis of Consolidation
The unaudited condensed consolidated financial statements consolidate our accounts and the accounts of our wholly owned subsidiaries, all subsidiaries in which we have a controlling interest and VIEs for which we are the primary beneficiary. All intercompany transactions and balances are eliminated upon consolidation.
    Investments in Affiliates
We have investments in several businesses accounted for using the equity method of accounting. We review an investment for impairment when circumstances indicate that a loss in value below its carrying amount is other than temporary.
As of March 31, 2021 and December 31, 2020, our investment in affiliates of $116 million and $105 million, respectively, was classified in Other non-current assets.
Significant Accounting Policies
A detailed description of our significant accounting policies can be found in the audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC. There have been no material changes in our significant accounting policies and estimates from those disclosed therein.
Recent Accounting Pronouncements
Issued and Not Effective
In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40). This update requires certain convertible instruments to be accounted for as a single liability measured at its amortized cost. Additionally, the update requires the use of the "if-converted" method, removing the treasury stock method, when calculating diluted shares. The two methods of adoption are the full and modified retrospective approaches. We expect to utilize the modified retrospective approach. Using this approach, the guidance shall be applied to transactions outstanding as of the beginning of the fiscal year in which the amendment is adopted. The final rule is effective for fiscal years beginning after December 15, 2021. Early adoption is permitted for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. We expect the adoption of this update to decrease our diluted EPS unless the additional shares under the if-converted method are anti-dilutive. We expect to adopt the update at the required adoption date of January 1, 2022.
v3.21.1
SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION
 3 Months Ended
Mar. 31, 2021
Disclosure Text Block [Abstract]  
Supplementary Financial Statement Information
NOTE 2 - SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION
Allowance for Credit Losses
The following is a roll forward of our allowance for credit losses associated with Accounts receivable, net:
(In Millions)
20212020
Allowance for credit losses as of January 1$(5)$— 
Increase in allowance(1)(1)
Allowance for credit losses as of March 31$(6)$(1)
Inventories
The following table presents the detail of our Inventories in the Statements of Unaudited Condensed Consolidated Financial Position:
(In Millions)
March 31,
2021		December 31,
2020
Product inventories
Finished and semi-finished goods$2,296 $2,125 
Raw materials1,372 1,431 
Total product inventories3,668 3,556 
Manufacturing supplies and critical spares264 272 
Inventories$3,932 $3,828 
Cash Flow Information
A reconciliation of capital additions to cash paid for capital expenditures is as follows:
(In Millions)
Three Months Ended
March 31,
20212020
Capital additions$162 $158 
Less:
Non-cash accruals23 (10)
Right-of-use assets - finance leases3 30 
Cash paid for capital expenditures including deposits$136 $138 
Cash payments (receipts) for income taxes and interest are as follows:
(In Millions)
Three Months Ended
March 31,
20212020
Taxes paid on income$3 $— 
Income tax refunds(14)(60)
Interest paid on debt obligations net of capitalized interest1
75 30 
1 Capitalized interest was $1 million and $10 million for the three months ended March 31, 2021 and 2020, respectively.
v3.21.1
ACQUISITIONS
 3 Months Ended
Mar. 31, 2021
Business Combinations [Abstract]  
Acquisitions
NOTE 3 - ACQUISITIONS
In 2020, we acquired two major steelmakers, AK Steel and ArcelorMittal USA, vertically integrating our legacy iron ore business with steel production. Our fully-integrated portfolio includes custom-made pellets and HBI; flat-rolled carbon steel, stainless, electrical, plate, tinplate and long steel products; and carbon and stainless steel tubing, hot and cold stamping and tooling. The AK Steel Merger combined Cliffs, a producer of iron ore pellets, with AK Steel, a producer of flat-rolled carbon, stainless and electrical steel products, to create a vertically integrated producer of value-added iron ore and steel products. The AM USA Transaction transformed us into a fully-integrated steel enterprise with the size and scale to expand product offerings and improve through-the cycle margins.
We now have a presence across the entire steel manufacturing process, from mining to pelletizing to the development and production of finished high value steel products. The combination is expected to create significant opportunities to generate additional value from market trends across the entire steel value chain and enable more consistent, predictable performance through normal market cycles.
Acquisition of ArcelorMittal USA
Overview
On December 9, 2020, pursuant to the terms of the AM USA Transaction Agreement, we purchased ArcelorMittal USA from ArcelorMittal. In connection with the closing of the AM USA Transaction, as contemplated by the terms of the AM USA Transaction Agreement, ArcelorMittal’s former joint venture partner in Kote and Tek exercised its put right pursuant to the terms of the Kote and Tek joint venture agreements. As a result, we purchased all of such joint venture partner’s interests in Kote and Tek. Following the closing of the AM USA Transaction, we own 100% of the interests in Kote and Tek.
We incurred acquisition-related costs excluding severance costs of $2 million for the three months ended March 31, 2021, which were recorded in Acquisition-related costs on the Statements of Unaudited Condensed Consolidated Operations.
The AM USA Transaction was accounted for under the acquisition method of accounting for business combinations.
The fair value of the total purchase consideration was determined as follows:
(In Millions)
Fair value of Cliffs common shares issued$990 
Fair value of Series B Participating Redeemable Preferred Stock issued738 
Fair value of settlement of a pre-existing relationship237 
Cash consideration (subject to customary working capital adjustments)635 
Total purchase consideration$2,600 
The fair value of Cliffs common shares issued is calculated as follows:
Number of Cliffs common shares issued78,186,671
Closing price of Cliffs common share as of December 9, 2020$12.66 
Fair value of Cliffs common shares issued (in millions)$990 
The fair value of Cliffs Series B Participating Redeemable Preferred Stock issued is calculated as follows:
Number of Cliffs Series B Participating Redeemable Preferred Stock issued583,273 
Redemption price per share as of December 9, 2020$1,266 
Fair value of Cliffs Series B Participating Redeemable Preferred Stock issued (in millions)$738 
The fair value of the estimated cash consideration is comprised of the following:
(In Millions)
Cash consideration pursuant to the AM USA Transaction Agreement$505 
Cash consideration for purchase of the remaining JV partner's interest of Kote and Tek182 
Estimated total cash consideration receivable(52)
Total estimated cash consideration$635 
The cash portion of the purchase price is subject to customary working capital adjustments.
The fair value of the settlement of a pre-existing relationship is comprised of the following:
(In Millions)
Accounts receivable$97 
Freestanding derivative asset from customer supply agreement140 
Total fair value of settlement of a pre-existing relationship$237 
Valuation Assumption and Preliminary Purchase Price Allocation
We estimated fair values at December 9, 2020 for the preliminary allocation of consideration to the net tangible and intangible assets acquired and liabilities assumed in connection with the AM USA Transaction. During the measurement period, we will continue to obtain information to assist in finalizing the fair value of assets acquired and liabilities assumed, which may differ materially from these preliminary estimates. If we determine any measurement period adjustments are material, we will apply those adjustments, including any related impacts to net income, in the reporting period in which the adjustments are determined. We are in the process of conducting a valuation of the assets acquired and liabilities assumed related to the AM USA Transaction, most notably, inventories, personal and real property, mineral reserves, leases, investments, deferred taxes, asset retirement obligations and the final allocation will be made when completed, including the result of any identified goodwill. Accordingly, the provisional measurements noted below are preliminary and subject to modification in the future.
The preliminary purchase price allocation to assets acquired and liabilities assumed in the AM USA Transaction was:
(In Millions)
Initial Allocation of ConsiderationMeasurement Period AdjustmentsUpdated Allocation
Cash and cash equivalents$35 $— $35 
Accounts receivable, net349 — 349 
Inventories2,115 14 2,129 
Other current assets34 (5)29 
Property, plant and equipment4,017 366 4,383 
Other non-current assets158 8 166 
Accounts payable(758)2 (756)
Accrued employment costs(271)(3)(274)
Pension and OPEB liabilities, current(109)— (109)
Other current liabilities(398)(2)(400)
Pension and OPEB liabilities, non-current(3,195)— (3,195)
Other non-current liabilities(598)35 (563)
Noncontrolling interest(13)1 (12)
Net identifiable assets acquired1,366 416 1,782 
Goodwill1,230 (412)818 
Total net assets acquired$2,596 $4 $2,600 
During the period subsequent to the AM USA Transaction, we made certain measurement period adjustments to the acquired assets and liabilities assumed due to clarification of information utilized to determine fair value during the measurement period.
The goodwill resulting from the acquisition of ArcelorMittal USA primarily represents the growth opportunities in the automotive, construction, appliances, infrastructure and machinery and equipment markets, as well as any synergistic benefits to be realized from the AM USA Transaction, and was assigned to our flat steel operations within our Steelmaking segment. Goodwill from the AM USA Transaction is expected to be deductible for U.S. federal income tax purposes.
Acquisition of AK Steel
Overview
On March 13, 2020, pursuant to the AK Steel Merger Agreement, we completed the acquisition of AK Steel, in which we were the acquirer. As a result of the AK Steel Merger, each share of AK Steel common stock issued and outstanding immediately prior to the effective time of the AK Steel Merger (other than excluded shares) was converted into the right to receive 0.400 Cliffs common shares and, if applicable, cash in lieu of any fractional Cliffs common shares.
The AK Steel Merger was accounted for under the acquisition method of accounting for business combinations. The acquisition date fair value of the consideration transferred totaled $1,535 million. The following tables summarize the consideration paid for AK Steel and the estimated fair values of the assets acquired and liabilities assumed at the acquisition date.
The fair value of the total purchase consideration was determined as follows:
(In Millions)
Fair value of AK Steel debt$914 
Fair value of Cliffs common shares issued for AK Steel outstanding common stock1
618 
Other1
3 
Total purchase consideration$1,535 
1 Included as non-cash investing activities in Statements of Unaudited Condensed Consolidated Cash Flows for the three months ended March 31, 2020.
The fair value of Cliffs common shares issued for outstanding shares of AK Steel common stock and with respect to Cliffs common shares underlying converted AK Steel equity awards that vested upon completion of the AK Steel Merger is calculated as follows:
(In Millions, Except Per Share Amounts)
Number of shares of AK Steel common stock issued and outstanding317 
Exchange ratio0.400 
Number of Cliffs common shares issued to AK Steel stockholders127 
Price per share of Cliffs common shares$4.87 
Fair value of Cliffs common shares issued for AK Steel outstanding common stock$618 
The fair value of AK Steel's debt included in the consideration is calculated as follows:
(In Millions)
Credit Facility$590 
7.50% Senior Secured Notes due July 2023324 
Fair value of debt included in consideration$914 
Valuation Assumption and Purchase Price Allocation
The allocation of consideration to the net tangible and intangible assets acquired and liabilities assumed in connection with the AK Steel Merger is based on estimated fair values at March 13, 2020, and was finalized during the quarter ended March 31, 2021. The following is a summary of the purchase price allocation to assets acquired and liabilities assumed in the AK Steel Merger:
(In Millions)
Initial Allocation of ConsiderationMeasurement Period AdjustmentsFinal Allocation of Consideration as of March 31, 2021
Cash and cash equivalents$38 $1 $39 
Accounts receivable, net666 (2)664 
Inventories1,563 (243)1,320 
Other current assets68 (16)52 
Property, plant and equipment2,184 90 2,274 
Deferred income taxes— 69 69 
Other non-current assets475 (4)471 
Accounts payable(636)(8)(644)
Accrued employment costs(94)1 (93)
Pension and OPEB liabilities, current(75)(3)(78)
Other current liabilities(236)9 (227)
Long-term debt(1,179)— (1,179)
Pension and OPEB liabilities, non-current(873)2 (871)
Other non-current liabilities(507)72 (435)
Noncontrolling interest— (1)(1)
Net identifiable assets acquired1,394 (33)1,361 
Goodwill141 33 174 
Total net assets acquired$1,535 $— $1,535 
During the period subsequent to the AK Steel Merger, we made certain measurement period adjustments to the acquired assets and liabilities assumed due to clarification of information utilized to determine fair value during the measurement period.
The goodwill resulting from the acquisition of AK Steel was assigned to our downstream Tubular and Tooling and Stamping operating segments. Goodwill is calculated as the excess of the purchase price over the net identifiable assets recognized and primarily represents the growth opportunities in light weighting solutions to automotive customers, as well as any synergistic benefits to be realized. Goodwill from the AK Steel Merger is not expected be deductible for income tax purposes.
The purchase price allocated to identifiable intangible assets and liabilities acquired was:
(In Millions)Weighted Average Life (In Years)
Intangible assets:
Customer relationships$77 18
Developed technology60 17
Trade names and trademarks11 10
Total identifiable intangible assets$148 17
Intangible liabilities:
Above-market supply contracts$(71)12
The above-market supply contracts relate to the long-term coke and energy supply agreements with SunCoke Energy, which includes SunCoke Middletown, a consolidated VIE. Refer to NOTE 16 - VARIABLE INTEREST ENTITIES for further information.
Pro Forma Results
The following table provides unaudited pro forma financial information, prepared in accordance with Topic 805, for the three months ended March 31, 2020, as if AK Steel had been acquired as of January 1, 2019:
(In Millions)
Three Months Ended
March 31,
2020
Revenues$1,526 
Net loss attributable to Cliffs shareholders(17)
The unaudited pro forma financial information has been calculated after applying our accounting policies and adjusting the historical results with pro forma adjustments, net of tax, that assume the AK Steel Merger occurred on January 1, 2019. Significant pro forma adjustments include the following:
1.The elimination of intercompany revenues between Cliffs and AK Steel of $68 million for the three months ended March 31, 2020.
2.The 2020 pro forma net income was adjusted to exclude $23 million of non-recurring inventory acquisition accounting adjustments incurred during the three months ended March 31, 2020.
3.The elimination of nonrecurring transaction costs incurred by Cliffs and AK Steel in connection with the AK Steel Merger of $27 million for the three months ended March 31, 2020.
4.Total other pro forma adjustments included income of $13 million for the three months ended March 31, 2020, primarily due to reduced interest and amortization expense, offset partially by additional depreciation expense.
5.The income tax impact of pro forma transaction adjustments that affect Net loss attributable to Cliffs shareholders at a statutory rate of 24.3% resulted in an income tax expense of $12 million for the three months ended March 31, 2020.
The unaudited pro forma financial information does not reflect the potential realization of synergies or cost savings, nor does it reflect other costs relating to the integration of AK Steel. This unaudited pro forma financial information should not be considered indicative of the results that would have actually occurred if the AK Steel Merger had been consummated on January 1, 2019, nor are they indicative of future results.
v3.21.1
REVENUES
 3 Months Ended
Mar. 31, 2021
Revenue from Contract with Customer [Abstract]  
Revenues
NOTE 4 - REVENUES
We generate our revenue through product sales, in which shipping terms generally indicate when we have fulfilled our performance obligations and transferred control of products to our customer. Our revenue transactions consist of a single performance obligation to transfer promised goods. Our contracts with customers usually define the mechanism for determining the sales price, which is generally fixed upon transfer of control, but the contracts generally do not impose a specific quantity on either party. Quantities to be delivered to the customer are generally determined at a point near the date of delivery through purchase orders or other written instructions we receive from the customer. Spot market sales are made through purchase orders or other written instructions. We consider our performance obligation to be complete and recognize revenue when control transfers in accordance with shipping terms.
Revenue is measured as the amount of consideration we expect to receive in exchange for transferring product. We reduce the amount of revenue recognized for estimated returns and other customer credits, such as discounts and volume rebates, based on the expected value to be realized. Payment terms are consistent with terms standard to the markets we serve. Sales taxes collected from customers are excluded from revenues.
Prior to the AM USA Transaction, we had a supply agreement with ArcelorMittal USA, which included supplemental revenue or refunds based on the HRC price in the year the iron ore was consumed in ArcelorMittal USA's blast furnaces. As control transferred prior to consumption, the supplemental revenue was recorded in
accordance with Topic 815. All sales occurring subsequent to the AM USA Transaction are intercompany and eliminated in consolidation. For the three months ended March 31, 2020, we had a derivative loss of $26 million included within Revenues related to Topic 815 for the supplemental revenue portion of the supply agreement.
The following table represents our Revenues by market:
(In Millions)
Three Months Ended
March 31,
20212020
Steelmaking:
Automotive$1,287 $102 
Infrastructure and manufacturing954 39 
Distributors and converters1,248 52 
Steel producers
430144 
Total Steelmaking3,919 337 
Other Businesses:
Automotive105 16 
Infrastructure and manufacturing10 4 
Distributors and converters15 2 
Total Other Businesses130 22 
Total revenues$4,049 $359 
The following table represents our Revenues by product line:
(Dollars In Millions, Sales Volumes in Thousands)
Three Months Ended
March 31,
20212020
Revenue
Volume1
Revenue
Volume1
Steelmaking:
Hot-rolled steel$895 1,182 $19 31 
Cold-rolled steel632 748 28 40 
Coated steel1,308 1,369 90 99 
Stainless and electrical steel363 167 56 27 
Plate steel244 275 — — 
Other steel products289 403 — — 
Iron products70 600 142 1,351 
Other118 N/A2 N/A
Total steelmaking3,919 337 
Other Businesses:
Other130 N/A22 N/A
Total revenues$4,049 $359 
1 All steel product volumes are stated in net tons. Iron product volumes are stated in long tons.
v3.21.1
SEGMENT REPORTING
 3 Months Ended
Mar. 31, 2021
Segment Reporting [Abstract]  
Segment Reporting
NOTE 5 - SEGMENT REPORTING
We are vertically integrated from the mining of iron ore and coal; to production of metallics and coke; through iron making, steelmaking, rolling, finishing; and to downstream tubing, stamping and tooling. We are organized into four operating segments based on our differentiated products - Steelmaking, Tubular, Tooling and Stamping, and European Operations. Our previous Mining and Pelletizing segment is included within the Steelmaking operating segment as iron ore pellets are a primary raw material for our steel products. We have one reportable segment - Steelmaking. The operating segment results of our Tubular, Tooling and Stamping, and European Operations that do not constitute reportable segments are combined and disclosed in the Other Businesses category. Our Steelmaking segment is the largest flat-rolled steel producer supported by being the largest iron ore pellet producer in North America, primarily serving the automotive, infrastructure and manufacturing, and distributors and converters markets. Our Other Businesses primarily include the operating segments that provide customer solutions with carbon and stainless steel tubing products, advanced-engineered solutions, tool design and build, hot- and cold-stamped steel components, and complex assemblies. All intersegment transactions were eliminated in consolidation.
We evaluate performance on an operating segment basis, as well as a consolidated basis, based on Adjusted EBITDA, which is a non-GAAP measure. This measure is 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 steel industry. In addition, management believes Adjusted EBITDA is a useful measure 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.
Our results by segment are as follows:
(In Millions)
Three Months Ended
March 31,
20212020
Revenues:
Steelmaking$3,919 $337 
Other Businesses130 22 
Total revenues$4,049 $359 
Adjusted EBITDA:
Steelmaking$537 $44 
Other Businesses11 2 
Corporate and eliminations(35)(23)
Total Adjusted EBITDA$513 $23 
The following table provides a reconciliation of our consolidated Net income (loss) to total Adjusted EBITDA:
(In Millions)
Three Months Ended
March 31,
20212020
Net income (loss)$57 $(49)
Less:
Interest expense, net(92)(31)
Income tax benefit (expense)(9)51 
Depreciation, depletion and amortization(217)(35)
375 (34)
Less:
EBITDA of noncontrolling interests1
22 4 
Gain (loss) on extinguishment of debt(66)3 
Severance costs(11)(19)
Acquisition-related costs excluding severance costs(2)(23)
Amortization of inventory step-up(81)(23)
Impact of discontinued operations— 1 
Total Adjusted EBITDA$513 $23 
1 EBITDA of noncontrolling interests includes $16 million and $3 million for income and $6 million and $1 million for depreciation, depletion and amortization for the three months ended March 31, 2021 and 2020, respectively.
The following summarizes our assets by segment:
(In Millions)
March 31,
2021		December 31,
2020
Assets:
Steelmaking$16,271 $15,849 
Other Businesses295 239 
Total segment assets16,566 16,088 
Corporate649 683 
Total assets$17,215 $16,771 
The following table summarizes our capital additions by segment:
(In Millions)
Three Months Ended
March 31,
20212020
Capital additions1:
Steelmaking$133 $154 
Other Businesses11 3 
Corporate18 1 
Total capital additions$162 $158 
1 Refer to NOTE 2 - SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION for additional information.
v3.21.1
PROPERTY, PLANT AND EQUIPMENT
 3 Months Ended
Mar. 31, 2021
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)
March 31,
2021		December 31,
2020
Land, land improvements and mineral rights$1,241 $1,213 
Buildings1,004 703 
Equipment7,877 6,786 
Other173 151 
Construction in progress407 1,364 
Total property, plant and equipment1
10,702 10,217 
Allowance for depreciation and depletion(1,688)(1,474)
Property, plant and equipment, net$9,014 $8,743 
1 Includes right-of-use assets related to finance leases of $365 million and $361 million as of March 31, 2021 and December 31, 2020, respectively.
We recorded depreciation and depletion expense of $215 million and $36 million for the three months ended March 31, 2021 and 2020, respectively
v3.21.1
GOODWILL AND INTANGIBLE ASSETS AND LIABILITIES
 3 Months Ended
Mar. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets And Liabilities
NOTE 7 - GOODWILL AND INTANGIBLE ASSETS AND LIABILITIES
Goodwill
The following is a summary of Goodwill by segment:
(In Millions)
March 31,
2021		December 31,
2020
Steelmaking$820 $1,232 
Other Businesses174 174 
Total goodwill$994 $1,406 
The decrease of $412 million in the balance of Goodwill in our Steelmaking segment as of March 31, 2021, compared to December 31, 2020, is due to the change in estimated identified goodwill as a result of measurement period adjustments to the preliminary purchase price allocation for the acquisition of ArcelorMittal USA. Refer to NOTE 3 - ACQUISITIONS for further details.
Intangible Assets and Liabilities    
The following is a summary of our intangible assets and liabilities:
(In Millions)
March 31, 2021
December 31, 2020
Gross AmountAccumulated AmortizationNet AmountGross AmountAccumulated AmortizationNet Amount
Intangible assets1:
Customer relationships$77 $(5)$72 $77 $(3)$74 
Developed technology60 (4)56 60 (3)57 
Trade names and trademarks11 (1)10 11 (1)10 
Mining permits72 (25)47 72 (25)47 
Total intangible assets$220 $(35)$185 $220 $(32)$188 
Intangible liabilities2:
Above-market supply contracts$(71)$8 $(63)$(71)$7 $(64)
1 Intangible assets are classified as Other non-current assets. Amortization related to mining permits is recognized in Cost of goods sold. Amortization of all other intangible assets is recognized in Selling, general and administrative expenses.
2 Intangible liabilities are classified as Other non-current liabilities. Amortization of all intangible liabilities is recognized in Cost of goods sold.
Amortization expense related to intangible assets was $3 million and $1 million for the three months ended March 31, 2021 and 2020, respectively. Estimated future amortization expense is $7 million for the remainder of 2021 and $10 million annually for the years 2022 through 2026.
Income from amortization related to the intangible liabilities was $1 million and $2 million for the three months ended March 31, 2021 and 2020, respectively. Estimated future income from amortization is $6 million for the remainder of 2021 and $5 million annually for the years 2022 through 2026.
v3.21.1
DEBT AND CREDIT FACILITIES
 3 Months Ended
Mar. 31, 2021
Debt Disclosure [Abstract]  
DEBT AND CREDIT FACILITIES
The following represents a summary of our long-term debt:
(In Millions)
March 31, 2021
Debt Instrument
Issuer1
Annual Effective
Interest Rate
Total Principal AmountUnamortized
Debt Issuance Costs		Unamortized Premiums (Discounts)Total Debt
Senior Secured Notes:
9.875% 2025 Senior Secured Notes
Cliffs10.57%$633 $(5)$(16)$612 
6.75% 2026 Senior Secured Notes
Cliffs6.99%845 (19)(8)818 
Senior Unsecured Notes:
1.50% 2025 Convertible Senior Notes
Cliffs6.26%296 (3)(47)246 
5.75% 2025 Senior Notes
Cliffs6.01%396 (2)(4)390 
7.00% 2027 Senior Notes
Cliffs9.24%73 — (7)66 
7.00% 2027 AK Senior Notes
AK Steel9.24%56 — (6)50 
5.875% 2027 Senior Notes
Cliffs6.49%556 (4)(17)535 
4.625% 2029 Senior Notes
Cliffs4.63%500 (9)— 491 
4.875% 2031 Senior Notes
Cliffs4.88%500 (9)— 491 
6.25% 2040 Senior Notes
Cliffs6.34%263 (2)(3)258 
IRBs due 2024 to 2028AK SteelVarious92 — 2 94 
EDC Revolving Facilities3
*Various80 — — 53 
ABL Facility3
Cliffs2
2.14%3,500 — — 1,630 
Total long-term debt$5,734 
* Our subsidiaries, Fleetwood Metal Industries Inc. and The Electromac Group Inc., are the borrowers under the EDC Revolving Facilities.
1 Unless otherwise noted, references in this column and throughout this NOTE 8 - DEBT AND CREDIT FACILITIES to "Cliffs" are to Cleveland-Cliffs Inc., and references to "AK Steel" are to AK Steel Corporation (n/k/a Cleveland-Cliffs Steel Corporation).
2 Refers to Cleveland-Cliffs Inc. as borrower under our ABL Facility.
3 The total principal amounts for the indicated credit facilities are stated at their respective maximum borrowing capacities.
(In Millions)
December 31, 2020
Debt Instrument
Issuer1
Annual Effective
Interest Rate
Total Principal AmountUnamortized
Debt Issuance Costs		Unamortized
Premiums
(Discounts)		Total Debt
Senior Secured Notes:
4.875% 2024 Senior Notes
Cliffs5.00%$395 $(3)$(1)$391 
9.875% 2025 Senior Secured Notes
Cliffs10.57%955 (8)(25)922 
6.75% 2026 Senior Secured Notes
Cliffs6.99%845 (20)(9)816 
Senior Unsecured Notes:
7.625% 2021 AK Senior Notes
AK Steel7.33%34 — — 34 
7.50% 2023 AK Senior Notes
AK Steel6.17%13 — — 13 
6.375% 2025 Senior Notes
Cliffs8.11%64 — (4)60 
6.375% 2025 AK Senior Notes
AK Steel8.11%29 — (2)27 
1.50% 2025 Convertible Senior Notes
Cliffs6.26%296 (4)(49)243 
5.75% 2025 Senior Notes
Cliffs6.01%396 (3)(4)389 
7.00% 2027 Senior Notes
Cliffs9.24%73 — (8)65 
7.00% 2027 AK Senior Notes
AK Steel9.24%56 — (6)50 
5.875% 2027 Senior Notes
Cliffs6.49%556 (4)(18)534 
6.25% 2040 Senior Notes
Cliffs6.34%263 (2)(3)258 
IRBs due 2024 to 2028AK SteelVarious92 — 2 94 
EDC Revolving Facility3
*3.25%40 — — 18 
ABL Facility3
Cliffs2
2.15%3,500 — — 1,510 
Total debt5,424 
Less: current debt34 
Total long-term debt$5,390 
* Our subsidiaries, Fleetwood Metal Industries Inc. and The Electromac Group Inc., are the borrowers under the EDC Revolving Facility.
1 Unless otherwise noted, references in this column and throughout this NOTE 8 - DEBT AND CREDIT FACILITIES to "Cliffs" are to Cleveland-Cliffs Inc., and references to "AK Steel" are to AK Steel Corporation (n/k/a Cleveland-Cliffs Steel Corporation).
2 Refers to Cleveland-Cliffs Inc. as borrower under our ABL Facility.
3 The total principal amounts for the indicated credit facilities are stated at their respective maximum borrowing capacities.
4.625% 2029 Senior Notes
On February 17, 2021, we entered into an indenture among Cliffs, the guarantors party thereto and U.S. Bank National Association, as trustee, relating to the issuance by Cliffs of $500 million aggregate principal amount of 4.625% 2029 Senior Notes issued at par value.
The 4.625% 2029 Senior Notes were issued in private placement transactions exempt from the registration requirements of the Securities Act. The 4.625% 2029 Senior Notes bear interest at a rate of 4.625% per annum, payable semi-annually in arrears on March 1 and September 1 of each year, commencing on September 1, 2021. The 4.625% 2029 Senior Notes will mature on March 1, 2029.
The 4.625% 2029 Senior Notes are unsecured senior obligations and rank equally in right of payment with all of our existing and future unsecured and unsubordinated indebtedness. The 4.625% 2029 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 4.625% 2029 Senior Notes.
The 4.625% 2029 Senior Notes may be redeemed, in whole or in part, on not less than 10 nor more than 60 days’ prior notice sent to the holders of the notes. The following is a summary of redemption prices for our 4.625% 2029 Senior Notes:
Redemption Period
Redemption Price1
Restricted Amount
Prior to March 1, 2024 - using the proceeds of equity issuance104.625 %Up to 35% of original aggregate principal
Prior to March 1, 20242
100.000 
Beginning March 1, 2024102.313 
Beginning March 1, 2025101.156 
Beginning on March 1, 2026 and thereafter100.000 
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 4.625% 2029 Senior Notes, we will be required to offer to repurchase the notes at a purchase price equal to 101% of their principal amount, plus accrued and unpaid interest, if any, to, but not including, the date of repurchase.
The terms of the 4.625% 2029 Senior Notes contain certain customary covenants; however, there are no financial covenants.
4.875% 2031 Senior Notes
On February 17, 2021, we entered into an indenture among Cliffs, the guarantors party thereto and U.S. Bank National Association, as trustee, relating to the issuance by Cliffs of $500 million aggregate principal amount of 4.875% 2031 Senior Notes issued at par value.
The 4.875% 2031 Senior Notes were issued in private placement transactions exempt from the registration requirements of the Securities Act. The 4.875% 2031 Senior Notes bear interest at a rate of 4.875% per annum, payable semi-annually in arrears on March 1 and September 1 of each year, commencing on September 1, 2021. The 4.875% 2031 Senior Notes will mature on March 1, 2031.
The 4.875% 2031 Senior Notes are unsecured senior obligations and rank equally in right of payment with all of our existing and future unsecured and unsubordinated indebtedness. The 4.875% 2031 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 4.875% 2031 Senior Notes.
The 4.875% 2031 Senior Notes may be redeemed, in whole or in part, on not less than 10 nor more than 60 days’ prior notice sent to the holders of the notes. The following is a summary of redemption prices for our 4.875% 2031 Senior Notes:
Redemption Period
Redemption Price1
Restricted Amount
Prior to March 1, 2026 - using the proceeds of equity issuance104.875 %Up to 35% of original aggregate principal
Prior to March 1, 2026 2
100.000 
Beginning March 1, 2026102.438 
Beginning March 1, 2027101.625 
Beginning March 1, 2028100.813 
Beginning on March 1, 2029 and thereafter100.000 
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 4.875% 2031 Senior Notes, we will be required to offer to repurchase the notes at a purchase price equal to 101% of their principal amount, plus accrued and unpaid interest, if any, to, but not including, the date of repurchase.
The terms of the 4.875% 2031 Senior Notes contain certain customary covenants; however, there are no financial covenants.
Debt Extinguishments - 2021
On March 11, 2021, we purchased an aggregate principal amount of $322 million of the 9.875% 2025 Senior Secured Notes using the net proceeds from the February 11, 2021 issuance of 20 million common shares and cash on hand. On March 12, 2021, we fully redeemed the 4.875% 2024 Senior Secured Notes, 7.625% 2021 AK Senior Notes, 7.50% 2023 AK Senior Notes, 6.375% 2025 Senior Notes and 6.375% 2025 AK Senior Notes, which totaled an aggregate principal amount of $535 million.
The following is a summary of the debt extinguished and the respective impact on extinguishment:
(In Millions)
Three Months Ended
March 31, 2021
Debt InstrumentDebt Extinguished(Loss) on Extinguishment
9.875% 2025 Senior Secured Notes$322 $(42)
4.875% 2024 Senior Secured Notes395 (14)
7.625% 2021 AK Senior Notes34 — 
7.50% 2023 AK Senior Notes13 — 
6.375% 2025 Senior Notes64 (7)
6.375% 2025 AK Senior Notes29 (3)
$857 $(66)
Debt Extinguishments - 2020
On March 13, 2020, in connection with the AK Steel Merger, we purchased $364 million aggregate principal amount of 7.625% 2021 AK Senior Notes and $311 million aggregate principal amount of 7.50% 2023 AK Senior Notes upon early settlement of tender offers made by Cliffs. The net proceeds from the offering of 6.75% 2026 Senior Secured Notes, along with a portion of the ABL Facility borrowings, were used to fund such purchases. As the 7.625% 2021 AK Senior Notes and 7.50% 2023 AK Senior Notes were recorded at fair value just prior to being purchased, there was no gain or loss on extinguishment. Additionally, in connection with the final settlement of the tender offers, we purchased $9 million aggregate principal amount of the 7.625% 2021 AK Senior Notes and $56 million aggregate principal amount of the 7.50% 2023 AK Senior Notes with cash on hand.
The following is a summary of the debt extinguished and the respective impact on extinguishment:
(In Millions)
Three Months Ended
March 31, 2020
Debt InstrumentDebt ExtinguishedGain on Extinguishment
7.625% 2021 AK Senior Notes$373 $— 
7.50% 2023 AK Senior Notes367 3 
$740 $3 
ABL Facility
As of March 31, 2021, we were in compliance with the ABL Facility liquidity requirements and, therefore, the springing financial covenant requiring a minimum fixed charge coverage ratio of 1.0 to 1.0 was not applicable.
The following represents a summary of our borrowing capacity under the ABL Facility:
(In Millions)
March 31,
2021
Available borrowing base on ABL Facility1
$3,500 
Borrowings(1,630)
Letter of credit obligations2
(272)
Borrowing capacity available$1,598 
1 As of March 31, 2021, the ABL Facility has a maximum borrowing base of $3.5 billion. The available borrowing base is determined by applying customary advance rates to eligible accounts receivable, inventory and certain mobile equipment.
2 We issued standby letters of credit with certain financial institutions in order to support business obligations including, but not limited to, workers' compensation, employee severance, insurance, operating agreements, IRBs and environmental obligations.
Debt Maturities
The following represents a summary of our maturities of debt instruments based on the principal amounts outstanding at March 31, 2021:
(In Millions)
Maturities of Debt
2021 (remaining period of year)$— 
2022— 
202353 
202462 
20252,955 
Thereafter2,823 
Total maturities of debt$5,893 
v3.21.1
FAIR VALUE MEASUREMENTS
 3 Months Ended
Mar. 31, 2021
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENTS
The carrying values of certain financial instruments (e.g., Accounts receivable, net, Accounts payable and Other current liabilities) approximate 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)
March 31, 2021December 31, 2020
Classification
Carrying
Value
Fair Value
Carrying
Value
Fair Value
Senior NotesLevel 1$3,957 $4,674 $3,802 $4,446 
IRBs due 2024 to 2028Level 194 94 94 91 
EDC Revolving Facilities - outstanding balanceLevel 253 53 18 18 
ABL Facility - outstanding balanceLevel 21,630 1,630 1,510 1,510 
Total long-term debt$5,734 $6,451 $5,424 $6,065 
The fair value of long-term debt was determined using quoted market prices.
v3.21.1
PENSIONS AND OTHER POSTRETIREMENT BENEFITS
 3 Months Ended
Mar. 31, 2021
Postemployment Benefits [Abstract]  
PENSIONS AND OTHER POSTRETIREMENT BENEFITS
We offer defined benefit pension plans, defined contribution pension plans and OPEB plans to a significant portion of our employees and retirees. Benefits are also provided through multiemployer plans for certain union members.
The following are the components of defined benefit pension and OPEB costs (credits):
Defined Benefit Pension Costs (Credits)
(In Millions)
Three Months Ended
March 31,
20212020
Service cost$14 $5 
Interest cost26 8 
Expected return on plan assets(90)(18)
Amortization:
Net actuarial loss8 7 
Net periodic benefit cost (credit)$(42)$2 
OPEB Costs (Credits)
(In Millions)
Three Months Ended
March 31,
20212020
Service cost$13 $1 
Interest cost18 2 
Expected return on plan assets(10)(5)
Amortization:
Prior service credits— (1)
Net actuarial loss1 1 
Net periodic benefit cost (credit)$22 $(2)
Based on funding requirements, we made defined benefit pension contributions of $146 million and $4 million for the three months ended March 31, 2021 and 2020, respectively. As a result of the CARES Act enacted on March 27, 2020, we deferred $118 million of 2020 pension contributions, which were paid on January 4, 2021. Based on funding requirements, no contributions for our voluntary employee benefit association trust plans were required or made for the three months ended March 31, 2021 and 2020.
v3.21.1
INCOME TAXES
 3 Months Ended
Mar. 31, 2021
Income Tax Disclosure [Abstract]  
Income Taxes
NOTE 11 - INCOME TAXES
Our 2021 estimated annual effective tax rate before discrete items as of March 31, 2021 is 19%. The estimated annual effective tax rate differs from the U.S. statutory rate of 21% primarily due to the deduction for percentage depletion in excess of cost depletion. The 2020 estimated annual effective tax rate before discrete items as of March 31, 2020 was 47%. The decrease in the estimated annual effective tax rate before discrete items is driven by the change in the mix of income.
v3.21.1
ASSET RETIREMENT OBLIGATIONS (Notes)
 3 Months Ended
Mar. 31, 2021
Asset Retirement Obligation [Abstract]  
ASSET RETIREMENT OBLIGATIONS
NOTE 12 - ASSET RETIREMENT OBLIGATIONS
The following is a summary of our asset retirement obligations:
(In Millions)
March 31,
2021		December 31,
2020
Asset retirement obligations1
$310 $342 
Less: current portion12 7 
Long-term asset retirement obligations$298 $335 
1 Includes $158 million and $190 million related to our active operations as of March 31, 2021 and December 31, 2020, respectively.
The accrued closure obligation provides for contractual and legal obligations related to our indefinitely idled and closed operations and for the eventual closure of our active operations. The closure date for each of our active mine sites was determined based on the exhaustion date of the remaining mineral reserves and the amortization of the related asset and accretion of the liability is recognized over the estimated mine lives. The closure date and expected timing of the capital requirements to meet our obligations for our indefinitely idled or closed mines is determined based on the unique circumstances of each property. For indefinitely idled or closed mines, the accretion of the liability is recognized over the anticipated timing of remediation. As the majority of our asset retirement obligations at our steelmaking operations have indeterminate settlement dates, asset retirement obligations have been recorded at present values using estimated ranges of the economic lives of the underlying assets.
The following is a roll forward of our asset retirement obligation liability:
(In Millions)
20212020
Asset retirement obligation as of January 1$342 $165 
Increase (decrease) from Acquisitions(34)14 
Accretion expense3 2 
Remediation payments(1)— 
Asset retirement obligation as of March 31$310 $181 
The decrease from Acquisitions for the three months ended March 31, 2021, relates to measurement period adjustments as a result of the preliminary purchase price allocation of the AM USA Transaction.
v3.21.1
CAPITAL STOCK
 3 Months Ended
Mar. 31, 2021
Stockholders' Equity Note [Abstract]  
CAPITAL STOCK
NOTE 13 - CAPITAL STOCK
Underwritten Public Offering
On February 11, 2021, we sold 20 million of our common shares and 40 million common shares were sold by an affiliate of ArcelorMittal, in an underwritten public offering. In each case, shares were sold at a price per share of $16.12. Prior to this sale, ArcelorMittal held approximately 78 million common shares, which were issued as a part of the consideration in connection with the AM USA Transaction. We did not receive any proceeds from the sale of the 40 million common shares sold on behalf of ArcelorMittal. We used the net proceeds from the offering, plus cash on hand, to redeem $322 million aggregate principal amount of our outstanding 9.875% 2025 Senior Secured Notes.
Acquisition of AK Steel
As more fully described in NOTE 3 - ACQUISITIONS, we acquired AK Steel on March 13, 2020. At the effective time of the AK Steel Merger, each share of AK Steel common stock issued and outstanding prior to the effective time of the AK Steel Merger was converted into, and became exchangeable for, 0.400 Cliffs common shares, par value $0.125 per share. We issued a total of 127 million common shares in connection with the AK Steel Merger at a fair value of $618 million. Following the closing of the AK Steel Merger, AK Steel's common stock was de-listed from the New York Stock Exchange.
Acquisition of ArcelorMittal USA
As more fully described in NOTE 3 - ACQUISITIONS, we acquired ArcelorMittal USA on December 9, 2020. Pursuant to the terms of the AM USA Transaction Agreement, we issued 78,186,671 common shares and 583,273 shares of a new series of our Serial Preferred Stock, Class B, without par value, designated as the “Series B Participating Redeemable Preferred Stock,” in each case to an indirect, wholly owned subsidiary of ArcelorMittal as part of the consideration paid by us in connection with the closing of the AM USA Transaction.
Preferred Stock
We have 3,000,000 shares of Serial Preferred Stock, Class A, without par value, of which, none are issued or outstanding. We also have 4,000,000 shares of Serial Preferred Stock, Class B, without par value, authorized, of which, 583,273 shares are issued and outstanding as described above.
Dividends
The below table summarizes our dividend activity during 2020:
Declaration DateRecord DatePayment DateDividend Declared per Common Share
2/18/20204/3/20204/15/2020$0.06 
12/2/20191/3/20201/15/20200.06 
Subsequent to the dividend paid on April 15, 2020, our Board suspended future dividends.
v3.21.1
ACCUMULATED OTHER COMPREHENSIVE LOSS
 3 Months Ended
Mar. 31, 2021
Equity [Abstract]  
Accumulated Comprehensive Loss
NOTE 14 - ACCUMULATED OTHER COMPREHENSIVE LOSS
The following tables reflect the changes in Accumulated other comprehensive loss related to Cliffs shareholders’ equity:
(In Millions)
Postretirement Benefit Liability,
net of tax
Foreign Currency TranslationDerivative Financial Instruments, net of taxAccumulated Other Comprehensive Loss
December 31, 2020$(135)$3 $(1)$(133)
Other comprehensive income (loss) before reclassifications— (1)8 7 
Net (gain) loss reclassified from accumulated other comprehensive loss7 — (1)6 
March 31, 2021$(128)$2 $6 $(120)
(In Millions)
Postretirement Benefit Liability, net of taxForeign
Currency Translation
Derivative Financial Instruments,
net of tax
Accumulated Other Comprehensive Loss
December 31, 2019$(316)$— $(3)$(319)
Other comprehensive loss before reclassifications— (1)(5)(6)
Net loss reclassified from accumulated other comprehensive loss6 — 2 8 
March 31, 2020$(310)$(1)$(6)$(317)
The following table reflects the details about Accumulated other comprehensive loss components reclassified from Cliffs shareholders’ equity:
(In Millions)
Details about Accumulated Other Comprehensive Loss ComponentsAmount of (Gain)/Loss Reclassified into Income, Net of TaxAffected Line Item in the Statement of Unaudited Condensed Consolidated Operations
Three Months Ended
March 31,
20212020
Amortization of pension and OPEB liability:
Net actuarial loss$9 $7 Other non-operating income
Income tax benefit(2)(1)Income tax benefit (expense)
Net of taxes$7 $6 
Changes in derivative financial instruments:
Commodity contracts$(1)$3 Cost of goods sold
Income tax benefit— (1)Income tax benefit (expense)
Net of taxes$(1)$2 
Total reclassifications for the period, net of tax$6 $8 
v3.21.1
RELATED PARTIES
 3 Months Ended
Mar. 31, 2021
Related Party Transactions [Abstract]  
RELATED PARTIES
NOTE 15 - RELATED PARTIES
We have certain co-owned joint ventures with companies from the steel and mining industries, including integrated steel companies, their subsidiaries and other downstream users of steel and iron ore products.
Hibbing is a co-owned joint venture in which we own 85.3% and U.S. Steel owns 14.7% as of March 31, 2021. As a result of the AM USA Transaction, we acquired an additional 62.3% ownership stake in the Hibbing mine and became the majority owner and mine manager. Prior to the AM USA Transaction, ArcelorMittal was a related party due to its ownership interest in Hibbing. As such, for the three months ended March 31, 2020, certain long-term contracts with ArcelorMittal resulted in Revenues from related parties. As of March 31, 2020, we owned 23% of Hibbing.
Revenues from related parties were as follows:
(In Millions)
Three Months Ended
March 31,
20212020
Revenue from related parties$77 $11 
Revenues$4,049 $359 
Related party revenues as a percent of Revenues2 %3 %
Purchases from related parties$27 $3 
The following table presents the classification of related party assets and liabilities in the Statements of Unaudited Condensed Consolidated Financial Position:
(In Millions)
Balance Sheet Location of Assets (Liabilities)March 31,
2021		December 31,
2020
Accounts receivable, net$30 $2 
Accounts payable(9)(6)
v3.21.1
VARIABLE INTEREST ENTITIES
 3 Months Ended
Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Variable Interest Entities
NOTE 16 - VARIABLE INTEREST ENTITIES
SunCoke Middletown
We purchase all the coke and electrical power generated from SunCoke Middletown’s plant under long-term supply agreements and have committed to purchase all the expected production from the facility through 2032. We consolidate SunCoke Middletown as a VIE because we are the primary beneficiary despite having no ownership interest in SunCoke Middletown. SunCoke Middletown had income before income taxes of $17 million and $4 million for the three months ended March 31, 2021 and 2020, respectively, that was included in our consolidated income before income taxes.
The assets of the consolidated VIE can only be used to settle the obligations of the consolidated VIE and not obligations of the Company. The creditors of SunCoke Middletown do not have recourse to the assets or general credit of the Company to satisfy liabilities of the VIE. The Statements of Unaudited Condensed Consolidated Financial Position includes the following amounts for SunCoke Middletown:
(In Millions)
March 31,
2021		December 31,
2020
Cash and cash equivalents$4 $5 
Inventories22 21 
Property, plant and equipment, net304 308 
Accounts payable(12)(15)
Other assets (liabilities), net1 (10)
Noncontrolling interests(319)(309)
v3.21.1
EARNINGS PER SHARE
 3 Months Ended
Mar. 31, 2021
Earnings Per Share [Abstract]  
EARNINGS PER SHARE
NOTE 17 - EARNINGS PER SHARE
The following table summarizes the computation of basic and diluted earnings per share:
(In Millions, Except Per Share Amounts)
Three Months Ended
March 31,
20212020
Income (loss) from continuing operations $57 $(50)
Income from continuing operations attributable to noncontrolling interest(16)(3)
Net income (loss) from continuing operations attributable to Cliffs shareholders41 (53)
Income from discontinued operations, net of tax— 1 
Net income (loss) attributable to Cliffs shareholders$41 $(52)
Weighted average number of shares:
Basic490298
Redeemable preferred shares58—
Convertible senior notes19—
Employee stock plans4—
Diluted571298
Earnings (loss) per common share attributable to Cliffs shareholders - basic1:
Continuing operations$0.08 $(0.18)
Discontinued operations— — 
$0.08 $(0.18)
Earnings (loss) per common share attributable to Cliffs shareholders - diluted:
Continuing operations$0.07 $(0.18)
Discontinued operations— — 
$0.07 $(0.18)
1 For the three months ended March 31, 2021, basic earnings per share is calculated by dividing Net income (loss) attributable to Cliffs shareholders, less $4 million of earnings attributed to Series B Participating Redeemable Preferred Stock, by the weighted average number of basic common shares outstanding during the period presented.
For the three months ended March 31, 2020, we had 2 million shares related to employee stock plans that were excluded from the diluted EPS calculation as they were anti-dilutive. There was no dilution during the three months ended March 31, 2020 related to the common share equivalents for the convertible senior notes as our common shares average price did not rise above the conversion price.
v3.21.1
COMMITMENTS AND CONTINGENCIES
 3 Months Ended
Mar. 31, 2021
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES
Purchase Commitments
We purchase portions of the principal raw materials required for our steel manufacturing operations under annual and multi-year agreements, some of which have minimum quantity requirements. We also use large volumes of natural gas, electricity and industrial gases in our steel manufacturing operations. We negotiate most of our purchases of chrome, industrial gases and a portion of our electricity under multi-year agreements. Our purchases of coke are made under annual or multi-year agreements with periodic price adjustments. We typically purchase coal under annual fixed-price agreements. We also purchase certain transportation services under multi-year contracts with minimum quantity requirements.
Contingencies
We are currently the subject of, or party to, various claims and legal proceedings incidental to our current and historical operations. These claims and legal proceedings are subject to inherent uncertainties and unfavorable rulings could occur. An unfavorable ruling could include monetary damages, additional funding requirements or an injunction. If an unfavorable ruling were to occur, there exists the possibility of a material adverse effect on the financial position and results of operations for the period in which the ruling occurs or future periods. However, based on currently available information we do not believe that any pending claims or legal proceedings will result in a material adverse effect in relation to our consolidated financial statements.
Environmental Contingencies
Although we believe our operating practices have been consistent with prevailing industry standards, hazardous materials may have been released at operating sites or third-party sites in the past, including operating sites that we no longer own. If we reasonably can, we estimate potential remediation expenditures for those sites where future remediation efforts are probable based on identified conditions, regulatory requirements or contractual obligations arising from the sale of a business or facility. For sites involving government required investigations, we typically make an estimate of potential remediation expenditures only after the investigation is complete and when we better understand the nature and scope of the remediation. In general, the material factors in these estimates include the costs associated with investigations, delineations, risk assessments, remedial work, governmental response and oversight, site monitoring, and preparation of reports to the appropriate environmental agencies.
The following is a summary of our environmental obligations:
(In Millions)
March 31,
2021		December 31,
2020
Environmental obligations$134 $135 
Less: current portion20 18 
Long-term environmental obligations$114 $117 
We cannot predict the ultimate costs for each site with certainty because of the evolving nature of the investigation and remediation process. Rather, to estimate the probable costs, we must make certain assumptions. The most significant of these assumptions is for the nature and scope of the work that will be necessary to investigate and remediate a particular site and the cost of that work. Other significant assumptions include the cleanup technology that will be used, whether and to what extent any other parties will participate in paying the investigation and remediation costs, reimbursement of past response costs and future oversight costs by governmental agencies, and the reaction of the governing environmental agencies to the proposed work plans. Costs for future investigation and remediation are not discounted to their present value, unless the amount and timing of the cash disbursements are readily known. To the extent that we have been able to reasonably estimate future liabilities, we do not believe that there is a reasonable possibility that we will incur a loss or losses that exceed the amounts we accrued for the environmental matters discussed below that would, either individually or in the aggregate, have a material adverse effect on our consolidated financial condition, results of operations or cash flows. However, since we recognize amounts in the consolidated financial statements in accordance with GAAP that exclude potential losses that are not probable or that may not be currently estimable, the ultimate costs of these environmental matters may be higher than the liabilities we currently have recorded in our consolidated financial statements.
Pursuant to RCRA, which governs the treatment, handling and disposal of hazardous waste, the EPA and authorized state environmental agencies may conduct inspections of RCRA-regulated facilities to identify areas where there have been releases of hazardous waste or hazardous constituents into the environment and may order the facilities to take corrective action to remediate such releases. Likewise, the EPA or the states may require closure or post-closure care of residual, industrial and hazardous waste management units, including, but not limited to, landfills and deep injection wells. Environmental regulators have the authority to inspect all of our facilities. While we cannot predict the future actions of these regulators, it is possible that they may identify conditions in future inspections of these facilities that they believe require corrective action.
Pursuant to CERCLA, the EPA and state environmental authorities have conducted site investigations at some of our facilities and other third-party facilities, portions of which previously may have been used for disposal of materials that are currently regulated. The results of these investigations are still pending, and we could be directed to spend funds for remedial activities at the former disposal areas. Because of the uncertain status of these
investigations, however, we cannot reasonably predict whether or when such spending might be required or its magnitude.
On April 29, 2002, AK Steel entered a mutually agreed-upon administrative order with the consent of the EPA pursuant to Section 122 of CERCLA to perform a RI/FS of the Hamilton plant site located in New Miami, Ohio. The plant ceased operations in 1990 and all of its former structures have been demolished. AK Steel submitted the investigation portion of the RI/FS and completed supplemental studies. Until the RI/FS is complete, we cannot reasonably estimate the additional costs, if any, we may incur for potentially required remediation of the site or when we may incur them.
EPA Administrative Order In Re: Ashland Coke
On September 26, 2012, the EPA issued an order under Section 3013 of RCRA requiring a plan to be developed for investigation of four areas at the Ashland Works coke plant. The Ashland Works coke plant ceased operations in 2011 and all of its former structures have been demolished and removed. In 1981, AK Steel acquired the plant from Honeywell International Corporation (as successor to Allied Corporation), who had managed the coking operations there for approximately 60 years. In connection with the sale of the coke plant, Honeywell agreed to indemnify AK Steel against certain claims and obligations that could arise from the investigation, and we intend to pursue such indemnification from Honeywell, if necessary. We cannot reasonably estimate how long it will take to complete the site investigation. On March 10, 2016, the EPA invited AK Steel to participate in settlement discussions regarding an enforcement action. Settlement discussions between the parties are ongoing, though whether the parties will reach agreement and any such agreement’s terms are uncertain. Until the site investigation is complete, we cannot reasonably estimate the costs, if any, we may incur for potential additional required remediation of the site or when we may incur them.
Burns Harbor Water Issues
In August 2019, ArcelorMittal Burns Harbor LLC (n/k/a Cleveland-Cliffs Burns Harbor LLC) suffered a loss of the blast furnace cooling water recycle system, which led to the discharge of cyanide and ammonia in excess of the Burns Harbor plant's NPDES permit limits. Since that time, the facility has taken numerous steps to prevent recurrence and maintain compliance with its NPDES permit. Since the August 2019 event, we have been engaged in settlement discussions with the U.S. Department of Justice, the EPA and the State of Indiana to resolve any alleged violations of environmental laws or regulations. Also, ArcelorMittal Burns Harbor LLC was served with a subpoena on December 5, 2019, from the United States District Court for the Northern District of Indiana relating to the August 2019 event and has responded to the subpoena requests. In addition, the plaintiffs in Environmental Law & Policy Center et al. v. ArcelorMittal Burns Harbor LLC et al. (U.S. District Court, N.D. Indiana Case No. 19-cv-473), which was filed on December 20, 2019, have alleged violations resulting from the August 2019 event and other Clean Water Act claims. Although we cannot accurately estimate the amount of civil penalty, the cost of any injunctive relief requirements, or the costs to resolve third-party claims, including potential natural resource damages claims, they are likely to exceed the reporting threshold in total.
In addition to the foregoing matters, we are or may be involved in proceedings with various regulatory authorities that may require us to pay fines, comply with more rigorous standards or other requirements or incur capital and operating expenses for environmental compliance. We believe that the ultimate disposition of any such proceedings will not have, individually or in the aggregate, a material adverse effect on our consolidated financial condition, results of operations or cash flows.
Tax Matters
The calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax regulations. We recognize liabilities for anticipated tax audit issues based on our estimate of whether, and the extent to which, additional taxes will be due. If we ultimately determine that payment of these amounts is unnecessary, we reverse the liability and recognize a tax benefit during the period in which we determine that the liability is no longer necessary. We also recognize tax benefits to the extent that it is more likely than not that our positions will be sustained when challenged by the taxing authorities. To the extent we prevail in matters for which liabilities have been established, or are required to pay amounts in excess of our liabilities, our effective tax rate in a given period could be materially affected. An unfavorable tax settlement would require use of our cash and result in an increase in our effective tax rate in the year of resolution. A favorable tax settlement would be recognized as a reduction in our effective tax rate in the year of resolution. Refer to NOTE 11 - INCOME TAXES for further information.
Other Contingencies
In addition to the matters discussed above, there are various pending and potential claims against us and our subsidiaries involving product liability, commercial, employee benefits and other matters arising in the ordinary course of business. Because of the considerable uncertainties that exist for any claim, it is difficult to reliably or accurately estimate what the amount of a loss would be if a claimant prevails. If material assumptions or factual understandings we rely on to evaluate exposure for these contingencies prove to be inaccurate or otherwise change, we may be required to record a liability for an adverse outcome. If, however, we have reasonably evaluated potential future liabilities for all of these contingencies, including those described more specifically above, it is our opinion, unless we otherwise noted, that the ultimate liability from these contingencies, individually or in the aggregate, should not have a material adverse effect on our consolidated financial position, results of operations or cash flows.
v3.21.1
SUBSEQUENT EVENTS
 3 Months Ended
Mar. 31, 2021
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS
NOTE 19 - SUBSEQUENT EVENTS
We have evaluated subsequent events through the date of financial statement issuance.
v3.21.1
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies)
 3 Months Ended
Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of consolidation Basis of ConsolidationThe unaudited condensed consolidated financial statements consolidate our accounts and the accounts of our wholly owned subsidiaries, all subsidiaries in which we have a controlling interest and VIEs for which we are the primary beneficiary. All intercompany transactions and balances are eliminated upon consolidation.
Investment in Affiliates Investments in Affiliates
We have investments in several businesses accounted for using the equity method of accounting. We review an investment for impairment when circumstances indicate that a loss in value below its carrying amount is other than temporary.
As of March 31, 2021 and December 31, 2020, our investment in affiliates of $116 million and $105 million, respectively, was classified in Other non-current assets.
Recent Accounting Pronouncements
Recent Accounting Pronouncements
Issued and Not Effective
In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40). This update requires certain convertible instruments to be accounted for as a single liability measured at its amortized cost. Additionally, the update requires the use of the "if-converted" method, removing the treasury stock method, when calculating diluted shares. The two methods of adoption are the full and modified retrospective approaches. We expect to utilize the modified retrospective approach. Using this approach, the guidance shall be applied to transactions outstanding as of the beginning of the fiscal year in which the amendment is adopted. The final rule is effective for fiscal years beginning after December 15, 2021. Early adoption is permitted for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. We expect the adoption of this update to decrease our diluted EPS unless the additional shares under the if-converted method are anti-dilutive. We expect to adopt the update at the required adoption date of January 1, 2022.
v3.21.1
SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION (Tables)
 3 Months Ended
Mar. 31, 2021
Disclosure Text Block [Abstract]  
Schedule of Accounts, Notes, Loans and Financing Receivable
The following is a roll forward of our allowance for credit losses associated with Accounts receivable, net:
(In Millions)
20212020
Allowance for credit losses as of January 1$(5)$— 
Increase in allowance(1)(1)
Allowance for credit losses as of March 31$(6)$(1)
Schedule of Inventory, Current
The following table presents the detail of our Inventories in the Statements of Unaudited Condensed Consolidated Financial Position:
(In Millions)
March 31,
2021		December 31,
2020
Product inventories
Finished and semi-finished goods$2,296 $2,125 
Raw materials1,372 1,431 
Total product inventories3,668 3,556 
Manufacturing supplies and critical spares264 272 
Inventories$3,932 $3,828 
Schedule of Cash Flow, Supplemental Disclosures
A reconciliation of capital additions to cash paid for capital expenditures is as follows:
(In Millions)
Three Months Ended
March 31,
20212020
Capital additions$162 $158 
Less:
Non-cash accruals23 (10)
Right-of-use assets - finance leases3 30 
Cash paid for capital expenditures including deposits$136 $138 
Cash payments (receipts) for income taxes and interest are as follows:
(In Millions)
Three Months Ended
March 31,
20212020
Taxes paid on income$3 $— 
Income tax refunds(14)(60)
Interest paid on debt obligations net of capitalized interest1
75 30 
1 Capitalized interest was $1 million and $10 million for the three months ended March 31, 2021 and 2020, respectively.
v3.21.1
ACQUISITIONS (Tables)
 3 Months Ended
Mar. 31, 2021
Business Combinations [Abstract]  
Schedule of Business Acquisitions by Acquisition, by Acquisition
The fair value of the total purchase consideration was determined as follows:
(In Millions)
Fair value of Cliffs common shares issued$990 
Fair value of Series B Participating Redeemable Preferred Stock issued738 
Fair value of settlement of a pre-existing relationship237 
Cash consideration (subject to customary working capital adjustments)635 
Total purchase consideration$2,600 
The fair value of Cliffs common shares issued is calculated as follows:
Number of Cliffs common shares issued78,186,671
Closing price of Cliffs common share as of December 9, 2020$12.66 
Fair value of Cliffs common shares issued (in millions)$990 
The fair value of Cliffs Series B Participating Redeemable Preferred Stock issued is calculated as follows:
Number of Cliffs Series B Participating Redeemable Preferred Stock issued583,273 
Redemption price per share as of December 9, 2020$1,266 
Fair value of Cliffs Series B Participating Redeemable Preferred Stock issued (in millions)$738 
The fair value of the estimated cash consideration is comprised of the following:
(In Millions)
Cash consideration pursuant to the AM USA Transaction Agreement$505 
Cash consideration for purchase of the remaining JV partner's interest of Kote and Tek182 
Estimated total cash consideration receivable(52)
Total estimated cash consideration$635 
The cash portion of the purchase price is subject to customary working capital adjustments.
The fair value of the settlement of a pre-existing relationship is comprised of the following:
(In Millions)
Accounts receivable$97 
Freestanding derivative asset from customer supply agreement140 
Total fair value of settlement of a pre-existing relationship$237 
The fair value of the total purchase consideration was determined as follows:
(In Millions)
Fair value of AK Steel debt$914 
Fair value of Cliffs common shares issued for AK Steel outstanding common stock1
618 
Other1
3 
Total purchase consideration$1,535 
1 Included as non-cash investing activities in Statements of Unaudited Condensed Consolidated Cash Flows for the three months ended March 31, 2020.
The fair value of AK Steel's debt included in the consideration is calculated as follows:
(In Millions)
Credit Facility$590 
7.50% Senior Secured Notes due July 2023324 
Fair value of debt included in consideration$914 
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed
The preliminary purchase price allocation to assets acquired and liabilities assumed in the AM USA Transaction was:
(In Millions)
Initial Allocation of ConsiderationMeasurement Period AdjustmentsUpdated Allocation
Cash and cash equivalents$35 $— $35 
Accounts receivable, net349 — 349 
Inventories2,115 14 2,129 
Other current assets34 (5)29 
Property, plant and equipment4,017 366 4,383 
Other non-current assets158 8 166 
Accounts payable(758)2 (756)
Accrued employment costs(271)(3)(274)
Pension and OPEB liabilities, current(109)— (109)
Other current liabilities(398)(2)(400)
Pension and OPEB liabilities, non-current(3,195)— (3,195)
Other non-current liabilities(598)35 (563)
Noncontrolling interest(13)1 (12)
Net identifiable assets acquired1,366 416 1,782 
Goodwill1,230 (412)818 
Total net assets acquired$2,596 $4 $2,600 
The following is a summary of the purchase price allocation to assets acquired and liabilities assumed in the AK Steel Merger:
(In Millions)
Initial Allocation of ConsiderationMeasurement Period AdjustmentsFinal Allocation of Consideration as of March 31, 2021
Cash and cash equivalents$38 $1 $39 
Accounts receivable, net666 (2)664 
Inventories1,563 (243)1,320 
Other current assets68 (16)52 
Property, plant and equipment2,184 90 2,274 
Deferred income taxes— 69 69 
Other non-current assets475 (4)471 
Accounts payable(636)(8)(644)
Accrued employment costs(94)1 (93)
Pension and OPEB liabilities, current(75)(3)(78)
Other current liabilities(236)9 (227)
Long-term debt(1,179)— (1,179)
Pension and OPEB liabilities, non-current(873)2 (871)
Other non-current liabilities(507)72 (435)
Noncontrolling interest— (1)(1)
Net identifiable assets acquired1,394 (33)1,361 
Goodwill141 33 174 
Total net assets acquired$1,535 $— $1,535 
Schedule of Business Acquisitions by Acquisition, Equity Interest Issued or Issuable
The fair value of Cliffs common shares issued for outstanding shares of AK Steel common stock and with respect to Cliffs common shares underlying converted AK Steel equity awards that vested upon completion of the AK Steel Merger is calculated as follows:
(In Millions, Except Per Share Amounts)
Number of shares of AK Steel common stock issued and outstanding317 
Exchange ratio0.400 
Number of Cliffs common shares issued to AK Steel stockholders127 
Price per share of Cliffs common shares$4.87 
Fair value of Cliffs common shares issued for AK Steel outstanding common stock$618 
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination
The purchase price allocated to identifiable intangible assets and liabilities acquired was:
(In Millions)Weighted Average Life (In Years)
Intangible assets:
Customer relationships$77 18
Developed technology60 17
Trade names and trademarks11 10
Total identifiable intangible assets$148 17
Intangible liabilities:
Above-market supply contracts$(71)12
Business Acquisition, Pro Forma Information
The following table provides unaudited pro forma financial information, prepared in accordance with Topic 805, for the three months ended March 31, 2020, as if AK Steel had been acquired as of January 1, 2019:
(In Millions)
Three Months Ended
March 31,
2020
Revenues$1,526 
Net loss attributable to Cliffs shareholders(17)
v3.21.1
REVENUES (Tables)
 3 Months Ended
Mar. 31, 2021
Revenue from Contract with Customer [Abstract]  
Revenues from Product Sales and Services
The following table represents our Revenues by market:
(In Millions)
Three Months Ended
March 31,
20212020
Steelmaking:
Automotive$1,287 $102 
Infrastructure and manufacturing954 39 
Distributors and converters1,248 52 
Steel producers
430144 
Total Steelmaking3,919 337 
Other Businesses:
Automotive105 16 
Infrastructure and manufacturing10 4 
Distributors and converters15 2 
Total Other Businesses130 22 
Total revenues$4,049 $359 
The following table represents our Revenues by product line:
(Dollars In Millions, Sales Volumes in Thousands)
Three Months Ended
March 31,
20212020
Revenue
Volume1
Revenue
Volume1
Steelmaking:
Hot-rolled steel$895 1,182 $19 31 
Cold-rolled steel632 748 28 40 
Coated steel1,308 1,369 90 99 
Stainless and electrical steel363 167 56 27 
Plate steel244 275 — — 
Other steel products289 403 — — 
Iron products70 600 142 1,351 
Other118 N/A2 N/A
Total steelmaking3,919 337 
Other Businesses:
Other130 N/A22 N/A
Total revenues$4,049 $359 
1 All steel product volumes are stated in net tons. Iron product volumes are stated in long tons.
v3.21.1
SEGMENT REPORTING (Tables)
 3 Months Ended
Mar. 31, 2021
Segment Reporting [Abstract]  
Schedule Of Segment Reporting Information, By Segment
Our results by segment are as follows:
(In Millions)
Three Months Ended
March 31,
20212020
Revenues:
Steelmaking$3,919 $337 
Other Businesses130 22 
Total revenues$4,049 $359 
Adjusted EBITDA:
Steelmaking$537 $44 
Other Businesses11 2 
Corporate and eliminations(35)(23)
Total Adjusted EBITDA$513 $23 
The following table provides a reconciliation of our consolidated Net income (loss) to total Adjusted EBITDA:
(In Millions)
Three Months Ended
March 31,
20212020
Net income (loss)$57 $(49)
Less:
Interest expense, net(92)(31)
Income tax benefit (expense)(9)51 
Depreciation, depletion and amortization(217)(35)
375 (34)
Less:
EBITDA of noncontrolling interests1
22 4 
Gain (loss) on extinguishment of debt(66)3 
Severance costs(11)(19)
Acquisition-related costs excluding severance costs(2)(23)
Amortization of inventory step-up(81)(23)
Impact of discontinued operations— 1 
Total Adjusted EBITDA$513 $23 
1 EBITDA of noncontrolling interests includes $16 million and $3 million for income and $6 million and $1 million for depreciation, depletion and amortization for the three months ended March 31, 2021 and 2020, respectively.
The following table summarizes our capital additions by segment:
(In Millions)
Three Months Ended
March 31,
20212020
Capital additions1:
Steelmaking$133 $154 
Other Businesses11 3 
Corporate18 1 
Total capital additions$162 $158 
1 Refer to NOTE 2 - SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION for additional information.
Reconciliation of Assets from Segment to Consolidated
The following summarizes our assets by segment:
(In Millions)
March 31,
2021		December 31,
2020
Assets:
Steelmaking$16,271 $15,849 
Other Businesses295 239 
Total segment assets16,566 16,088 
Corporate649 683 
Total assets$17,215 $16,771 
v3.21.1
PROPERTY, PLANT AND EQUIPMENT (Tables)
 3 Months Ended
Mar. 31, 2021
Property, Plant and Equipment [Abstract]  
Value Of Each Of The Major Classes Of Consolidated Depreciable Assets
The following table indicates the carrying value of each of the major classes of our depreciable assets:
(In Millions)
March 31,
2021		December 31,
2020
Land, land improvements and mineral rights$1,241 $1,213 
Buildings1,004 703 
Equipment7,877 6,786 
Other173 151 
Construction in progress407 1,364 
Total property, plant and equipment1
10,702 10,217 
Allowance for depreciation and depletion(1,688)(1,474)
Property, plant and equipment, net$9,014 $8,743 
1 Includes right-of-use assets related to finance leases of $365 million and $361 million as of March 31, 2021 and December 31, 2020, respectively.
v3.21.1
GOODWILL AND INTANGIBLE ASSETS AND LIABILITIES (Tables)
 3 Months Ended
Mar. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill
The following is a summary of Goodwill by segment:
(In Millions)
March 31,
2021		December 31,
2020
Steelmaking$820 $1,232 
Other Businesses174 174 
Total goodwill$994 $1,406 
The decrease of $412 million in the balance of Goodwill in our Steelmaking segment as of March 31, 2021, compared to December 31, 2020, is due to the change in estimated identified goodwill as a result of measurement period adjustments to the preliminary purchase price allocation for the acquisition of ArcelorMittal USA. Refer to NOTE 3 - ACQUISITIONS for further details.
Schedule of Intangible Assets and Goodwill
The following is a summary of our intangible assets and liabilities:
(In Millions)
March 31, 2021
December 31, 2020
Gross AmountAccumulated AmortizationNet AmountGross AmountAccumulated AmortizationNet Amount
Intangible assets1:
Customer relationships$77 $(5)$72 $77 $(3)$74 
Developed technology60 (4)56 60 (3)57 
Trade names and trademarks11 (1)10 11 (1)10 
Mining permits72 (25)47 72 (25)47 
Total intangible assets$220 $(35)$185 $220 $(32)$188 
Intangible liabilities2:
Above-market supply contracts$(71)$8 $(63)$(71)$7 $(64)
1 Intangible assets are classified as Other non-current assets. Amortization related to mining permits is recognized in Cost of goods sold. Amortization of all other intangible assets is recognized in Selling, general and administrative expenses.
2 Intangible liabilities are classified as Other non-current liabilities. Amortization of all intangible liabilities is recognized in Cost of goods sold.
v3.21.1
DEBT AND CREDIT FACILITIES (Tables)
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Debt Disclosure [Abstract]    
Schedule Of Long-Term Debt
The following represents a summary of our long-term debt:
(In Millions)
March 31, 2021
Debt Instrument
Issuer1
Annual Effective
Interest Rate
Total Principal AmountUnamortized
Debt Issuance Costs		Unamortized Premiums (Discounts)Total Debt
Senior Secured Notes:
9.875% 2025 Senior Secured Notes
Cliffs10.57%$633 $(5)$(16)$612 
6.75% 2026 Senior Secured Notes
Cliffs6.99%845 (19)(8)818 
Senior Unsecured Notes:
1.50% 2025 Convertible Senior Notes
Cliffs6.26%296 (3)(47)246 
5.75% 2025 Senior Notes
Cliffs6.01%396 (2)(4)390 
7.00% 2027 Senior Notes
Cliffs9.24%73 — (7)66 
7.00% 2027 AK Senior Notes
AK Steel9.24%56 — (6)50 
5.875% 2027 Senior Notes
Cliffs6.49%556 (4)(17)535 
4.625% 2029 Senior Notes
Cliffs4.63%500 (9)— 491 
4.875% 2031 Senior Notes
Cliffs4.88%500 (9)— 491 
6.25% 2040 Senior Notes
Cliffs6.34%263 (2)(3)258 
IRBs due 2024 to 2028AK SteelVarious92 — 2 94 
EDC Revolving Facilities3
*Various80 — — 53 
ABL Facility3
Cliffs2
2.14%3,500 — — 1,630 
Total long-term debt$5,734 
* Our subsidiaries, Fleetwood Metal Industries Inc. and The Electromac Group Inc., are the borrowers under the EDC Revolving Facilities.
1 Unless otherwise noted, references in this column and throughout this NOTE 8 - DEBT AND CREDIT FACILITIES to "Cliffs" are to Cleveland-Cliffs Inc., and references to "AK Steel" are to AK Steel Corporation (n/k/a Cleveland-Cliffs Steel Corporation).
2 Refers to Cleveland-Cliffs Inc. as borrower under our ABL Facility.
3 The total principal amounts for the indicated credit facilities are stated at their respective maximum borrowing capacities.
(In Millions)
December 31, 2020
Debt Instrument
Issuer1
Annual Effective
Interest Rate
Total Principal AmountUnamortized
Debt Issuance Costs		Unamortized
Premiums
(Discounts)		Total Debt
Senior Secured Notes:
4.875% 2024 Senior Notes
Cliffs5.00%$395 $(3)$(1)$391 
9.875% 2025 Senior Secured Notes
Cliffs10.57%955 (8)(25)922 
6.75% 2026 Senior Secured Notes
Cliffs6.99%845 (20)(9)816 
Senior Unsecured Notes:
7.625% 2021 AK Senior Notes
AK Steel7.33%34 — — 34 
7.50% 2023 AK Senior Notes
AK Steel6.17%13 — — 13 
6.375% 2025 Senior Notes
Cliffs8.11%64 — (4)60 
6.375% 2025 AK Senior Notes
AK Steel8.11%29 — (2)27 
1.50% 2025 Convertible Senior Notes
Cliffs6.26%296 (4)(49)243 
5.75% 2025 Senior Notes
Cliffs6.01%396 (3)(4)389 
7.00% 2027 Senior Notes
Cliffs9.24%73 — (8)65 
7.00% 2027 AK Senior Notes
AK Steel9.24%56 — (6)50 
5.875% 2027 Senior Notes
Cliffs6.49%556 (4)(18)534 
6.25% 2040 Senior Notes
Cliffs6.34%263 (2)(3)258 
IRBs due 2024 to 2028AK SteelVarious92 — 2 94 
EDC Revolving Facility3
*3.25%40 — — 18 
ABL Facility3
Cliffs2
2.15%3,500 — — 1,510 
Total debt5,424 
Less: current debt34 
Total long-term debt$5,390 
* Our subsidiaries, Fleetwood Metal Industries Inc. and The Electromac Group Inc., are the borrowers under the EDC Revolving Facility.
1 Unless otherwise noted, references in this column and throughout this NOTE 8 - DEBT AND CREDIT FACILITIES to "Cliffs" are to Cleveland-Cliffs Inc., and references to "AK Steel" are to AK Steel Corporation (n/k/a Cleveland-Cliffs Steel Corporation).
2 Refers to Cleveland-Cliffs Inc. as borrower under our ABL Facility.
3 The total principal amounts for the indicated credit facilities are stated at their respective maximum borrowing capacities.
  
Debt Instrument Redemption The following is a summary of redemption prices for our 4.625% 2029 Senior Notes:
Redemption Period
Redemption Price1
Restricted Amount
Prior to March 1, 2024 - using the proceeds of equity issuance104.625 %Up to 35% of original aggregate principal
Prior to March 1, 20242
100.000 
Beginning March 1, 2024102.313 
Beginning March 1, 2025101.156 
Beginning on March 1, 2026 and thereafter100.000 
1 Plus accrued and unpaid interest, if any, up to, but excluding, the redemption date.
2 Plus a "make-whole" premium.
The following is a summary of redemption prices for our 4.875% 2031 Senior Notes:
Redemption Period
Redemption Price1
Restricted Amount
Prior to March 1, 2026 - using the proceeds of equity issuance104.875 %Up to 35% of original aggregate principal
Prior to March 1, 2026 2
100.000 
Beginning March 1, 2026102.438 
Beginning March 1, 2027101.625 
Beginning March 1, 2028100.813 
Beginning on March 1, 2029 and thereafter100.000 
1 Plus accrued and unpaid interest, if any, up to, but excluding, the redemption date.
2 Plus a "make-whole" premium.
  
Schedule of Extinguishment of Debt
The following is a summary of the debt extinguished and the respective impact on extinguishment:
(In Millions)
Three Months Ended
March 31, 2021
Debt InstrumentDebt Extinguished(Loss) on Extinguishment
9.875% 2025 Senior Secured Notes$322 $(42)
4.875% 2024 Senior Secured Notes395 (14)
7.625% 2021 AK Senior Notes34 — 
7.50% 2023 AK Senior Notes13 — 
6.375% 2025 Senior Notes64 (7)
6.375% 2025 AK Senior Notes29 (3)
$857 $(66)
The following is a summary of the debt extinguished and the respective impact on extinguishment:
(In Millions)
Three Months Ended
March 31, 2020
Debt InstrumentDebt ExtinguishedGain on Extinguishment
7.625% 2021 AK Senior Notes$373 $— 
7.50% 2023 AK Senior Notes367 3 
$740 $3 
Schedule of Line of Credit Facilities
The following represents a summary of our borrowing capacity under the ABL Facility:
(In Millions)
March 31,
2021
Available borrowing base on ABL Facility1
$3,500 
Borrowings(1,630)
Letter of credit obligations2
(272)
Borrowing capacity available$1,598 
1 As of March 31, 2021, the ABL Facility has a maximum borrowing base of $3.5 billion. The available borrowing base is determined by applying customary advance rates to eligible accounts receivable, inventory and certain mobile equipment.
2 We issued standby letters of credit with certain financial institutions in order to support business obligations including, but not limited to, workers' compensation, employee severance, insurance, operating agreements, IRBs and environmental obligations.
  
Schedule of Maturities of Long-term Debt
The following represents a summary of our maturities of debt instruments based on the principal amounts outstanding at March 31, 2021:
(In Millions)
Maturities of Debt
2021 (remaining period of year)$— 
2022— 
202353 
202462 
20252,955 
Thereafter2,823 
Total maturities of debt$5,893 
  
v3.21.1
FAIR VALUE MEASUREMENTS (Tables)
 3 Months Ended
Mar. 31, 2021
Fair Value Disclosures [Abstract]  
Schedule Of Carrying Value And Fair Value Of Financial Instruments A summary of the carrying value and fair value of other financial instruments were as follows:
(In Millions)
March 31, 2021December 31, 2020
Classification
Carrying
Value
Fair Value
Carrying
Value
Fair Value
Senior NotesLevel 1$3,957 $4,674 $3,802 $4,446 
IRBs due 2024 to 2028Level 194 94 94 91 
EDC Revolving Facilities - outstanding balanceLevel 253 53 18 18 
ABL Facility - outstanding balanceLevel 21,630 1,630 1,510 1,510 
Total long-term debt$5,734 $6,451 $5,424 $6,065 
v3.21.1
PENSIONS AND OTHER POSTRETIREMENT BENEFITS (Tables)
 3 Months Ended
Mar. 31, 2021
Postemployment Benefits [Abstract]  
Schedule of Net Benefit Costs
The following are the components of defined benefit pension and OPEB costs (credits):
Defined Benefit Pension Costs (Credits)
(In Millions)
Three Months Ended
March 31,
20212020
Service cost$14 $5 
Interest cost26 8 
Expected return on plan assets(90)(18)
Amortization:
Net actuarial loss8 7 
Net periodic benefit cost (credit)$(42)$2 
OPEB Costs (Credits)
(In Millions)
Three Months Ended
March 31,
20212020
Service cost$13 $1 
Interest cost18 2 
Expected return on plan assets(10)(5)
Amortization:
Prior service credits— (1)
Net actuarial loss1 1 
Net periodic benefit cost (credit)$22 $(2)
v3.21.1
ASSET RETIREMENT OBLIGATIONS (Tables)
 3 Months Ended
Mar. 31, 2021
Asset Retirement Obligation [Abstract]  
Summary Of Asset Retirement Obligations
The following is a summary of our asset retirement obligations:
(In Millions)
March 31,
2021		December 31,
2020
Asset retirement obligations1
$310 $342 
Less: current portion12 7 
Long-term asset retirement obligations$298 $335 
1 Includes $158 million and $190 million related to our active operations as of March 31, 2021 and December 31, 2020, respectively.
Schedule of Change in Asset Retirement Obligation
The following is a roll forward of our asset retirement obligation liability:
(In Millions)
20212020
Asset retirement obligation as of January 1$342 $165 
Increase (decrease) from Acquisitions(34)14 
Accretion expense3 2 
Remediation payments(1)— 
Asset retirement obligation as of March 31$310 $181 
v3.21.1
CAPITAL STOCK (Tables)
 3 Months Ended
Mar. 31, 2021
Stockholders' Equity Note [Abstract]  
Dividends Declared
The below table summarizes our dividend activity during 2020:
Declaration DateRecord DatePayment DateDividend Declared per Common Share
2/18/20204/3/20204/15/2020$0.06 
12/2/20191/3/20201/15/20200.06 
v3.21.1
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables)
 3 Months Ended
Mar. 31, 2021
Equity [Abstract]  
Schedule of Accumulated Other Comprehensive Income (Loss)
The following tables reflect the changes in Accumulated other comprehensive loss related to Cliffs shareholders’ equity:
(In Millions)
Postretirement Benefit Liability,
net of tax
Foreign Currency TranslationDerivative Financial Instruments, net of taxAccumulated Other Comprehensive Loss
December 31, 2020$(135)$3 $(1)$(133)
Other comprehensive income (loss) before reclassifications— (1)8 7 
Net (gain) loss reclassified from accumulated other comprehensive loss7 — (1)6 
March 31, 2021$(128)$2 $6 $(120)
(In Millions)
Postretirement Benefit Liability, net of taxForeign
Currency Translation
Derivative Financial Instruments,
net of tax
Accumulated Other Comprehensive Loss
December 31, 2019$(316)$— $(3)$(319)
Other comprehensive loss before reclassifications— (1)(5)(6)
Net loss reclassified from accumulated other comprehensive loss6 — 2 8 
March 31, 2020$(310)$(1)$(6)$(317)
Details of Accumulated Other Comprehensive Income (Loss) Components
The following table reflects the details about Accumulated other comprehensive loss components reclassified from Cliffs shareholders’ equity:
(In Millions)
Details about Accumulated Other Comprehensive Loss ComponentsAmount of (Gain)/Loss Reclassified into Income, Net of TaxAffected Line Item in the Statement of Unaudited Condensed Consolidated Operations
Three Months Ended
March 31,
20212020
Amortization of pension and OPEB liability:
Net actuarial loss$9 $7 Other non-operating income
Income tax benefit(2)(1)Income tax benefit (expense)
Net of taxes$7 $6 
Changes in derivative financial instruments:
Commodity contracts$(1)$3 Cost of goods sold
Income tax benefit— (1)Income tax benefit (expense)
Net of taxes$(1)$2 
Total reclassifications for the period, net of tax$6 $8 
v3.21.1
RELATED PARTIES (Tables)
 3 Months Ended
Mar. 31, 2021
Related Party Transactions [Abstract]  
Summary Of Related Party Transactions Table Disclosure
Revenues from related parties were as follows:
(In Millions)
Three Months Ended
March 31,
20212020
Revenue from related parties$77 $11 
Revenues$4,049 $359 
Related party revenues as a percent of Revenues2 %3 %
Purchases from related parties$27 $3 
The following table presents the classification of related party assets and liabilities in the Statements of Unaudited Condensed Consolidated Financial Position:
(In Millions)
Balance Sheet Location of Assets (Liabilities)March 31,
2021		December 31,
2020
Accounts receivable, net$30 $2 
Accounts payable(9)(6)
v3.21.1
VARIABLE INTEREST ENTITIES (Tables)
 3 Months Ended
Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Schedule of Variable Interest Entities The Statements of Unaudited Condensed Consolidated Financial Position includes the following amounts for SunCoke Middletown:
(In Millions)
March 31,
2021		December 31,
2020
Cash and cash equivalents$4 $5 
Inventories22 21 
Property, plant and equipment, net304 308 
Accounts payable(12)(15)
Other assets (liabilities), net1 (10)
Noncontrolling interests(319)(309)
v3.21.1
EARNINGS PER SHARE (Tables)
 3 Months Ended
Mar. 31, 2021
Earnings Per Share [Abstract]  
Earnings Per Share Computation
The following table summarizes the computation of basic and diluted earnings per share:
(In Millions, Except Per Share Amounts)
Three Months Ended
March 31,
20212020
Income (loss) from continuing operations $57 $(50)
Income from continuing operations attributable to noncontrolling interest(16)(3)
Net income (loss) from continuing operations attributable to Cliffs shareholders41 (53)
Income from discontinued operations, net of tax— 1 
Net income (loss) attributable to Cliffs shareholders$41 $(52)
Weighted average number of shares:
Basic490298
Redeemable preferred shares58—
Convertible senior notes19—
Employee stock plans4—
Diluted571298
Earnings (loss) per common share attributable to Cliffs shareholders - basic1:
Continuing operations$0.08 $(0.18)
Discontinued operations— — 
$0.08 $(0.18)
Earnings (loss) per common share attributable to Cliffs shareholders - diluted:
Continuing operations$0.07 $(0.18)
Discontinued operations— — 
$0.07 $(0.18)
1 For the three months ended March 31, 2021, basic earnings per share is calculated by dividing Net income (loss) attributable to Cliffs shareholders, less $4 million of earnings attributed to Series B Participating Redeemable Preferred Stock, by the weighted average number of basic common shares outstanding during the period presented.
v3.21.1
COMMITMENTS AND CONTINGENCIES (Tables)
 3 Months Ended
Mar. 31, 2021
Commitments and Contingencies Disclosure [Abstract]  
Schedule of Environmental Obligations
The following is a summary of our environmental obligations:
(In Millions)
March 31,
2021		December 31,
2020
Environmental obligations$134 $135 
Less: current portion20 18 
Long-term environmental obligations$114 $117 
v3.21.1
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) - USD ($)
$ in Millions
Mar. 31, 2021
Dec. 31, 2020
Other Noncurrent Assets    
Schedule of Equity Method Investments [Line Items]    
Investment in affiliates $ 116 $ 105
v3.21.1
SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION - Allowance for Credit Losses (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Accounts Receivable, Allowance for Credit Loss [Roll Forward]    
Allowance for credit losses as of beginning of period $ 5 $ 0
Increase in allowance (1) (1)
Allowance for credit losses as of end of period $ 6 $ 1
v3.21.1
SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION - Inventories (Details) - USD ($)
$ in Millions
Mar. 31, 2021
Dec. 31, 2020
Inventory Disclosure [Abstract]    
Finished and semi-finished goods $ 2,296 $ 2,125
Raw materials 1,372 1,431
Total product inventories 3,668 3,556
Manufacturing supplies and critical spares 264 272
Inventories $ 3,932 $ 3,828
v3.21.1
SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION - Cash Flow Information (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Supplemental Cash Flow Information [Abstract]    
Capital additions $ 162 $ 158
Non-cash accruals 23 (10)
Right-of-use assets - finance leases 3 30
Cash paid for capital expenditures including deposits 136 138
Taxes paid on income 3 0
Income tax refunds (14) (60)
Interest paid on debt obligations net of capitalized interest 75 30
Capitalized Interest $ 1 $ 10
v3.21.1
ACQUISITIONS - Narrative (Details)
$ in Millions
 3 Months Ended
Dec. 09, 2020
USD ($)
Mar. 13, 2020
USD ($)
Mar. 31, 2021
USD ($)
Mar. 31, 2020
USD ($)
Business Acquisition [Line Items]        
Acquisition-related costs     $ 13 $ 42
ArcelorMittal USA        
Business Acquisition [Line Items]        
Acquisition-related costs     $ 2  
Consideration transferred $ 2,600      
AK Steel        
Business Acquisition [Line Items]        
Exchange ratio   0.400    
Consideration transferred   $ 1,535    
v3.21.1
ACQUISITIONS - ArcelorMittal USA Consideration (Details) - ArcelorMittal USA - USD ($)
$ / shares in Units, $ in Millions
 3 Months Ended
Dec. 09, 2020
Mar. 31, 2021
Business Acquisition [Line Items]    
Fair value of settlement of a pre-existing relationship $ 237  
Cash consideration 635  
Consideration transferred 2,600  
Cash consideration pursuant to the AM USA Transaction Agreement 505  
Cash consideration for purchase of the remaining JV partner's interest of Kote and Tek 182  
Estimated total cash consideration receivable (52)  
Accounts receivable 97  
Freestanding derivative asset from customer supply agreement 140  
Common Stock    
Business Acquisition [Line Items]    
Fair value of shares issued $ 990  
Stock issued during period, shares, acquisitions (in shares) 78,186,671  
Price per share of Cliffs common shares (in dollars per share) $ 12.66  
Series B Preferred Stock    
Business Acquisition [Line Items]    
Fair value of shares issued $ 738  
Stock issued during period, shares, acquisitions (in shares) 583,273 583,273
Price per share of Cliffs common shares (in dollars per share) $ 1,266  
v3.21.1
ACQUISITIONS - ArcelorMittal USA Allocation of Consideration (Details) - USD ($)
$ in Millions
 4 Months Ended
Mar. 31, 2021
Dec. 31, 2020
Dec. 09, 2020
Purchase Price Allocation to Net Assets      
Goodwill $ 994 $ 1,406  
ArcelorMittal USA      
Purchase Price Allocation to Net Assets      
Cash and cash equivalents 35   $ 35
Measurement Period Adjustments, Cash and cash equivalents 0    
Accounts receivable, net 349   349
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Accounts Receivable 0    
Inventories 2,129   2,115
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Inventory 14    
Other current assets 29   34
Measurement Period Adjustments, Other current assets (5)    
Property, plant and equipment 4,383   4,017
Measurement Period Adjustments, Property, plant, and equipment 366    
Other non-current assets 166   158
Measurement Period Adjustments, Other non-current assets 8    
Accounts payable (756)   (758)
Measurement Period Adjustments, Accounts payable 2    
Accrued employment costs (274)   (271)
Measurement Period Adjustments, Accrued employment costs (3)    
Pension and OPEB liabilities, current (109)   (109)
Measurement Period Adjustments, Pension and OPEB liabilities, current 0    
Other current liabilities (400)   (398)
Measurement Period Adjustments, Other current liabilities (2)    
Pension and OPEB liabilities, non-current (3,195)   (3,195)
Measurement Period Adjustments, Pension and OPEB liabilities, noncurrent 0    
Other non-current liabilities (563)   (598)
Measurement Period Adjustments, Other non-current liabilities 35    
Noncontrolling interest (12)   (13)
Measurement Period Adjustments, Noncontrolling interest 1    
Net identifiable assets acquired 1,782   1,366
Measurement Period Adjustments, Net identifiable assets acquired 416    
Goodwill 818   1,230
Measurement Period Adjustments, Goodwill (412)    
Total net assets acquired 2,600   $ 2,596
Measurement Period Adjustments, Total net assets acquired $ 4    
v3.21.1
ACQUISITIONS - AK Steel Consideration (Details)
$ / shares in Units, $ in Millions
 3 Months Ended
Mar. 13, 2020
USD ($)
$ / shares
shares
Mar. 31, 2021
shares
Dec. 31, 2020
shares
Mar. 31, 2020
shares
Dec. 31, 2019
shares
Business Acquisition [Line Items]          
Common shares, outstanding (in shares) | shares   499,214,434 477,517,372    
AK Steel          
Business Acquisition [Line Items]          
Fair value of debt included in consideration $ 914        
Fair value of Cliffs common shares issued for AK Steel outstanding common stock 618        
Other 3        
Consideration transferred $ 1,535        
Common shares, outstanding (in shares) | shares 317,000,000        
Exchange ratio 0.400        
Shares of Cliffs common shares issued to AK Steel stockholders (in shares) | shares 127,000,000        
Price per share of Cliffs common shares (in dollars per share) | $ / shares $ 4.87        
ABC Facility | AK Steel          
Business Acquisition [Line Items]          
Fair value of debt included in consideration $ 590        
7.50% Senior Secured Notes due July 2023 | AK Steel          
Business Acquisition [Line Items]          
Fair value of debt included in consideration 324        
Common Stock          
Business Acquisition [Line Items]          
Common shares, outstanding (in shares) | shares   499,000,000 478,000,000 399,000,000 271,000,000
Common Stock | AK Steel          
Business Acquisition [Line Items]          
Fair value of Cliffs common shares issued for AK Steel outstanding common stock $ 618        
Common Stock | AK Steel          
Business Acquisition [Line Items]          
Exchange ratio   0.400      
v3.21.1
ACQUISITIONS - AK Steel Allocation of Consideration (Details) - USD ($)
$ in Millions
 13 Months Ended
Mar. 31, 2021
Dec. 31, 2020
Mar. 13, 2020
Business Acquisition [Line Items]      
Goodwill $ 994 $ 1,406  
AK Steel      
Business Acquisition [Line Items]      
Cash and cash equivalents 39   $ 38
Measurement Period Adjustments, Cash and cash equivalents 1    
Accounts receivable, net 664   666
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Accounts Receivable (2)    
Inventories 1,320   1,563
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Inventory (243)    
Other current assets 52   68
Measurement Period Adjustments, Other current assets (16)    
Property, plant and equipment 2,274   2,184
Measurement Period Adjustments, Property, plant, and equipment 90    
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Income Taxes 69   0
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Deferred Income Taxes 69    
Other non-current assets 471   475
Measurement Period Adjustments, Other non-current assets (4)    
Accounts payable (644)   (636)
Measurement Period Adjustments, Accounts payable (8)    
Accrued employment costs (93)   (94)
Measurement Period Adjustments, Accrued employment costs 1    
Pension and OPEB liabilities, current (78)   (75)
Measurement Period Adjustments, Pension and OPEB liabilities, current (3)    
Other current liabilities (227)   (236)
Measurement Period Adjustments, Other current liabilities 9    
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt (1,179)   (1,179)
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Long-term Debt 0    
Pension and OPEB liabilities, non-current (871)   (873)
Measurement Period Adjustments, Pension and OPEB liabilities, noncurrent 2    
Other non-current liabilities (435)   (507)
Measurement Period Adjustments, Other non-current liabilities 72    
Noncontrolling interest (1)   0
Measurement Period Adjustments, Noncontrolling interest (1)    
Net identifiable assets acquired 1,361   1,394
Measurement Period Adjustments, Net identifiable assets acquired (33)    
Goodwill 174   141
Measurement Period Adjustments, Goodwill 33    
Total net assets acquired 1,535   $ 1,535
Measurement Period Adjustments, Total net assets acquired $ 0    
v3.21.1
ACQUISITIONS - AK Steel Intangible Assets and Liabilities (Details) - AK Steel
$ in Millions
 3 Months Ended
Mar. 31, 2021
USD ($)
Acquired Finite-Lived Intangible Assets [Line Items]  
Total identifiable intangible assets $ 148
Weighted Average Life (In Years) 17 years
Above-market supply contracts $ (71)
Above-market supply contract, Weighted Average Useful Life (in years) 12 years
Customer relationships  
Acquired Finite-Lived Intangible Assets [Line Items]  
Total identifiable intangible assets $ 77
Weighted Average Life (In Years) 18 years
Developed technology  
Acquired Finite-Lived Intangible Assets [Line Items]  
Total identifiable intangible assets $ 60
Weighted Average Life (In Years) 17 years
Trade names and trademarks  
Acquired Finite-Lived Intangible Assets [Line Items]  
Total identifiable intangible assets $ 11
Weighted Average Life (In Years) 10 years
v3.21.1
ACQUISITIONS - Pro Forma Information (Details)
$ in Millions
 3 Months Ended
Mar. 31, 2020
USD ($)
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]  
Pro forma adjustments $ 13
Pro forma tax rate 24.30%
Pro forma income tax expense $ 12
AK Steel  
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]  
Pro forma revenue 1,526
Pro forma net income (loss) (17)
Fair Value Adjustment to Inventory  
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]  
Pro forma net income (loss) 23
Acquisition-related Costs  
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]  
Pro forma net income (loss) 27
Intersegment Eliminations  
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]  
Pro forma revenue $ 68
v3.21.1
REVENUES - Narrative (Details)
$ in Millions
 3 Months Ended
Mar. 31, 2020
USD ($)
Customer Supply Agreement | Sales  
Disaggregation of Revenue [Line Items]  
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net $ 26
v3.21.1
REVENUES - Revenues By Market (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Disaggregation of Revenue [Line Items]    
Revenues $ 4,049 $ 359
Steelmaking    
Disaggregation of Revenue [Line Items]    
Revenues 3,919 337
Other Businesses    
Disaggregation of Revenue [Line Items]    
Revenues 130 22
Automotive | Steelmaking    
Disaggregation of Revenue [Line Items]    
Revenues 1,287 102
Automotive | Other Businesses    
Disaggregation of Revenue [Line Items]    
Revenues 105 16
Infrastructure and manufacturing | Steelmaking    
Disaggregation of Revenue [Line Items]    
Revenues 954 39
Infrastructure and manufacturing | Other Businesses    
Disaggregation of Revenue [Line Items]    
Revenues 10 4
Distributors and converters | Steelmaking    
Disaggregation of Revenue [Line Items]    
Revenues 1,248 52
Distributors and converters | Other Businesses    
Disaggregation of Revenue [Line Items]    
Revenues 15 2
Steel producers | Steelmaking    
Disaggregation of Revenue [Line Items]    
Revenues $ 430 $ 144
v3.21.1
REVENUES - Revenues By Product Line (Details)
T in Thousands, $ in Millions
 3 Months Ended
Mar. 31, 2021
USD ($)
T
Mar. 31, 2020
USD ($)
T
Disaggregation of Revenue [Line Items]    
Revenues $ 4,049 $ 359
Steelmaking    
Disaggregation of Revenue [Line Items]    
Revenues 3,919 337
Other Businesses    
Disaggregation of Revenue [Line Items]    
Revenues 130 22
Hot-rolled steel | Steelmaking    
Disaggregation of Revenue [Line Items]    
Revenues $ 895 $ 19
Sales Volume (Net Tons) | T 1,182 31
Cold-rolled steel | Steelmaking    
Disaggregation of Revenue [Line Items]    
Revenues $ 632 $ 28
Sales Volume (Net Tons) | T 748 40
Coated steel | Steelmaking    
Disaggregation of Revenue [Line Items]    
Revenues $ 1,308 $ 90
Sales Volume (Net Tons) | T 1,369 99
Stainless and electrical steel | Steelmaking    
Disaggregation of Revenue [Line Items]    
Revenues $ 363 $ 56
Sales Volume (Net Tons) | T 167 27
Plate steel | Steelmaking    
Disaggregation of Revenue [Line Items]    
Revenues $ 244 $ 0
Sales Volume (Net Tons) | T 275 0
Other steel products | Steelmaking    
Disaggregation of Revenue [Line Items]    
Revenues $ 289 $ 0
Sales Volume (Net Tons) | T 403 0
Iron products | Steelmaking    
Disaggregation of Revenue [Line Items]    
Revenues $ 70 $ 142
Sales Volume (Long Tons) | T 600 1,351
Other | Steelmaking    
Disaggregation of Revenue [Line Items]    
Revenues $ 118 $ 2
Other | Other Businesses    
Disaggregation of Revenue [Line Items]    
Revenues $ 130 $ 22
v3.21.1
SEGMENT REPORTING - Results by Segment (Details)
$ in Millions
 3 Months Ended
Mar. 31, 2021
USD ($)
segments
Mar. 31, 2020
USD ($)
Segment Reporting Information [Line Items]    
Number of Operating Segments | segments 4  
Number of Reportable Segments | segments 1  
Revenues $ 4,049 $ 359
Adjusted EBITDA 513 23
Steelmaking    
Segment Reporting Information [Line Items]    
Revenues 3,919 337
Adjusted EBITDA 537 44
Other Businesses    
Segment Reporting Information [Line Items]    
Revenues 130 22
Adjusted EBITDA 11 2
Corporate and eliminations    
Segment Reporting Information [Line Items]    
Adjusted EBITDA $ (35) $ (23)
v3.21.1
SEGMENT REPORTING - Net Income (Loss) to Total Adjusted EBITDA (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Segment Reporting Information [Line Items]    
Net income (loss) $ 57.0 $ (49.0)
Interest expense, net (92.0) (31.0)
Income tax benefit (expense) (9.0) 51.0
Depreciation, depletion and amortization (217.0) (35.0)
EBITDA 375.0 (34.0)
Gain (loss) on extinguishment of debt (66.0) 3.0
Acquisition-related costs excluding severance costs (13.0) (42.0)
Amortization of inventory step-up (81.0) (23.0)
Impact of discontinued operations 0.0 1.0
Adjusted EBITDA 513.0 23.0
Net Income (Loss) Attributable to Noncontrolling Interest 16.0 3.0
Depreciation, Depletion and Amortization Attributable to Noncontrolling Interests 6.0 1.0
EBITDA Calculation    
Segment Reporting Information [Line Items]    
Interest expense, net (92.0) (31.0)
Income tax benefit (expense) (9.0) 51.0
Depreciation, depletion and amortization (217.0) (35.0)
Adjusted EBITDA Calculation    
Segment Reporting Information [Line Items]    
EBITDA of noncontrolling interests 22.0 4.0
Gain (loss) on extinguishment of debt (66.0) 3.0
Severance costs (11.0) (19.0)
Acquisition-related costs excluding severance costs (2.0) (23.0)
Amortization of inventory step-up (81.0) (23.0)
Impact of discontinued operations $ 0.0 $ 1.0
v3.21.1
SEGMENT REPORTING - Segment Assets (Details) - USD ($)
$ in Millions
Mar. 31, 2021
Dec. 31, 2020
Segment Reporting Information [Line Items]    
Total assets $ 17,215 $ 16,771
Corporate, Non-Segment    
Segment Reporting Information [Line Items]    
Total assets 649 683
Operating Segments    
Segment Reporting Information [Line Items]    
Total assets 16,566 16,088
Operating Segments | Steelmaking    
Segment Reporting Information [Line Items]    
Total assets 16,271 15,849
Operating Segments | Other Businesses    
Segment Reporting Information [Line Items]    
Total assets $ 295 $ 239
v3.21.1
SEGMENT REPORTING - Segment Capital Additions (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Segment Reporting Information [Line Items]    
Capital additions $ 162 $ 158
Corporate, Non-Segment    
Segment Reporting Information [Line Items]    
Capital additions 18 1
Steelmaking    
Segment Reporting Information [Line Items]    
Capital additions 133 154
Other Businesses    
Segment Reporting Information [Line Items]    
Capital additions $ 11 $ 3
v3.21.1
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Dec. 31, 2020
Property, Plant and Equipment [Line Items]      
Total property, plant and equipment $ 10,702   $ 10,217
Allowance for depreciation and depletion (1,688)   (1,474)
Property, plant and equipment, net 9,014   8,743
Finance Lease, Right-of-Use Asset 365   361
Depreciation and depletion expense 215 $ 36  
Land, land improvements and mineral rights      
Property, Plant and Equipment [Line Items]      
Total property, plant and equipment 1,241   1,213
Buildings      
Property, Plant and Equipment [Line Items]      
Total property, plant and equipment 1,004   703
Equipment      
Property, Plant and Equipment [Line Items]      
Total property, plant and equipment 7,877   6,786
Other      
Property, Plant and Equipment [Line Items]      
Total property, plant and equipment 173   151
Construction in progress      
Property, Plant and Equipment [Line Items]      
Total property, plant and equipment $ 407   $ 1,364
v3.21.1
GOODWILL AND INTANGIBLE ASSETS AND LIABILITIES - Goodwill (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2021
Dec. 31, 2020
Goodwill [Line Items]    
Goodwill $ 994 $ 1,406
Steelmaking    
Goodwill [Line Items]    
Goodwill 820 1,232
Goodwill, Period Increase (Decrease) (412)  
Other Businesses    
Goodwill [Line Items]    
Goodwill $ 174 $ 174
v3.21.1
GOODWILL AND INTANGIBLE ASSETS AND LIABILITIES - Intangible Assets and Liabilities (Details) - USD ($)
$ in Millions
Mar. 31, 2021
Dec. 31, 2020
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross $ 220 $ 220
Finite-Lived Intangible Assets, Accumulated Amortization (35) (32)
Finite-Lived Intangible Assets, Net 185 188
Above-market supply contracts, Gross Amount (71) (71)
Above-market supply contracts, Accumulated Amortization 8 7
Above-market supply contracts, Net (63) (64)
Customer relationships    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross 77 77
Finite-Lived Intangible Assets, Accumulated Amortization (5) (3)
Finite-Lived Intangible Assets, Net 72 74
Developed technology    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross 60 60
Finite-Lived Intangible Assets, Accumulated Amortization (4) (3)
Finite-Lived Intangible Assets, Net 56 57
Trade names and trademarks    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross 11 11
Finite-Lived Intangible Assets, Accumulated Amortization (1) (1)
Finite-Lived Intangible Assets, Net 10 10
Mining permits    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross 72 72
Finite-Lived Intangible Assets, Accumulated Amortization (25) (25)
Finite-Lived Intangible Assets, Net $ 47 $ 47
v3.21.1
GOODWILL AND INTANGIBLE ASSETS AND LIABILITIES - Amortization of Intangible Assets (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]    
Amortization of Intangible Assets $ 3 $ 1
Remained of 2021 7  
2022 10  
2023 10  
2024 10  
2025 10  
2026 $ 10  
v3.21.1
GOODWILL AND INTANGIBLE ASSETS AND LIABILITIES - Amortization of Intangible Liability (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]    
Amortization of Intangible Liabilities $ (1.0) $ (2.0)
Remained of 2021 (6.0)  
2022 (5.0)  
2023 (5.0)  
2024 (5.0)  
2025 (5.0)  
2026 $ (5.0)  
v3.21.1
DEBT AND CREDIT FACILITIES - Schedule Of Long-Term Debt (Details) - USD ($)
$ in Millions
Mar. 31, 2021
Feb. 17, 2021
Dec. 31, 2020
Debt Instrument [Line Items]      
Total Principal Amount $ 5,893    
Long-term Debt     $ 5,424
Long-term Debt, Current Maturities     34
Total long-term debt 5,734   $ 5,390
ABC Facility      
Debt Instrument [Line Items]      
Long-term Line of Credit 1,630    
Maximum borrowing capacity 3,500    
Cleveland-Cliffs Inc.      
Debt Instrument [Line Items]      
Annual Effective Interest Rate     3.25%
Cleveland-Cliffs Inc. | EDC Revolving Facilities - outstanding balance      
Debt Instrument [Line Items]      
Long-term Line of Credit 53   $ 18
Maximum borrowing capacity 80   $ 40
Cleveland-Cliffs Inc. | ABC Facility      
Debt Instrument [Line Items]      
Annual Effective Interest Rate     2.15%
Maximum borrowing capacity $ 3,500   $ 3,500
Cleveland-Cliffs Inc. | 9.875% 2025 Senior Secured Notes      
Debt Instrument [Line Items]      
Stated interest rate 9.875%   9.875%
Annual Effective Interest Rate 10.57%   10.57%
Total Principal Amount $ 633   $ 955
Unamortized Debt Issuance Costs (5)   (8)
Unamortized (Discounts) (16)   (25)
Long-term Debt $ 612   $ 922
Cleveland-Cliffs Inc. | 6.75% 2026 Senior Secured Notes      
Debt Instrument [Line Items]      
Stated interest rate 6.75%   6.75%
Annual Effective Interest Rate 6.99%   6.99%
Total Principal Amount $ 845   $ 845
Unamortized Debt Issuance Costs (19)   (20)
Unamortized (Discounts) (8)   (9)
Long-term Debt $ 818   $ 816
Cleveland-Cliffs Inc. | 1.50% 2025 Convertible Senior Notes      
Debt Instrument [Line Items]      
Stated interest rate 1.50%   1.50%
Annual Effective Interest Rate 6.26%   6.26%
Total Principal Amount $ 296   $ 296
Unamortized Debt Issuance Costs (3)   (4)
Unamortized (Discounts) (47)   (49)
Long-term Debt $ 246   $ 243
Cleveland-Cliffs Inc. | 5.75% 2025 Senior Notes      
Debt Instrument [Line Items]      
Stated interest rate 5.75%   5.75%
Annual Effective Interest Rate 6.01%   6.01%
Total Principal Amount $ 396   $ 396
Unamortized Debt Issuance Costs (2)   (3)
Unamortized (Discounts) (4)   (4)
Long-term Debt $ 390   $ 389
Cleveland-Cliffs Inc. | 7.00% 2027 Senior Notes      
Debt Instrument [Line Items]      
Stated interest rate 7.00%   7.00%
Annual Effective Interest Rate 9.24%   9.24%
Total Principal Amount $ 73   $ 73
Unamortized Debt Issuance Costs 0   0
Unamortized (Discounts) (7)   (8)
Long-term Debt $ 66   $ 65
Cleveland-Cliffs Inc. | 5.875% 2027 Senior Notes      
Debt Instrument [Line Items]      
Stated interest rate 5.875%   5.875%
Annual Effective Interest Rate 6.49%   6.49%
Total Principal Amount $ 556   $ 556
Unamortized Debt Issuance Costs (4)   (4)
Unamortized (Discounts) (17)   (18)
Long-term Debt $ 535   $ 534
Cleveland-Cliffs Inc. | 4.625% 2029 Senior Notes      
Debt Instrument [Line Items]      
Stated interest rate 4.625%    
Annual Effective Interest Rate 4.63%    
Total Principal Amount $ 500 $ 500  
Unamortized Debt Issuance Costs (9)    
Unamortized (Discounts) 0    
Long-term Debt $ 491    
Cleveland-Cliffs Inc. | 4.875% 2031 Senior Notes      
Debt Instrument [Line Items]      
Stated interest rate 4.875%    
Annual Effective Interest Rate 4.88%    
Total Principal Amount $ 500 $ 500  
Unamortized Debt Issuance Costs (9)    
Unamortized (Discounts) 0    
Long-term Debt $ 491    
Cleveland-Cliffs Inc. | 6.25% 2040 Senior Notes      
Debt Instrument [Line Items]      
Stated interest rate 6.25%   6.25%
Annual Effective Interest Rate 6.34%   6.34%
Total Principal Amount $ 263   $ 263
Unamortized Debt Issuance Costs (2)   (2)
Unamortized (Discounts) (3)   (3)
Long-term Debt $ 258   258
Cleveland-Cliffs Inc. | ABC Facility      
Debt Instrument [Line Items]      
Annual Effective Interest Rate 2.14%    
Long-term Line of Credit $ 1,630   $ 1,510
Cleveland-Cliffs Inc. | 4.875% 2024 Senior Notes      
Debt Instrument [Line Items]      
Stated interest rate     4.875%
Annual Effective Interest Rate     5.00%
Total Principal Amount     $ 395
Unamortized Debt Issuance Costs     (3)
Unamortized (Discounts)     (1)
Long-term Debt     $ 391
Cleveland-Cliffs Inc. | 6.375% 2025 Senior Notes      
Debt Instrument [Line Items]      
Stated interest rate     6.375%
Annual Effective Interest Rate     8.11%
Total Principal Amount     $ 64
Unamortized Debt Issuance Costs     0
Unamortized (Discounts)     (4)
Long-term Debt     60
AK Steel | Industrial Revenue Bonds      
Debt Instrument [Line Items]      
Total Principal Amount     92
Unamortized Debt Issuance Costs     0
Unamortized Premiums     2
Long-term Debt     $ 94
AK Steel | 7.00% 2027 AK Senior Notes      
Debt Instrument [Line Items]      
Stated interest rate 7.00%   7.00%
Annual Effective Interest Rate 9.24%   9.24%
Total Principal Amount $ 56   $ 56
Unamortized Debt Issuance Costs 0   0
Unamortized (Discounts) (6)   (6)
Long-term Debt 50   $ 50
AK Steel | Industrial Revenue Bonds      
Debt Instrument [Line Items]      
Total Principal Amount 92    
Unamortized Debt Issuance Costs 0    
Unamortized Premiums 2    
Long-term Debt $ 94    
AK Steel | 7.625% 2021 AK Senior Notes      
Debt Instrument [Line Items]      
Stated interest rate     7.625%
Annual Effective Interest Rate     7.33%
Total Principal Amount     $ 34
Unamortized Debt Issuance Costs     0
Unamortized (Discounts)     0
Long-term Debt     $ 34
AK Steel | 7.50% Senior Secured Notes due July 2023      
Debt Instrument [Line Items]      
Stated interest rate     7.50%
Annual Effective Interest Rate     6.17%
Total Principal Amount     $ 13
Unamortized Debt Issuance Costs     0
Unamortized (Discounts)     0
Long-term Debt     $ 13
AK Steel | 6.375% 2025 AK Senior Notes      
Debt Instrument [Line Items]      
Stated interest rate     6.375%
Annual Effective Interest Rate     8.11%
Total Principal Amount     $ 29
Unamortized Debt Issuance Costs     0
Unamortized (Discounts)     (2)
Long-term Debt     $ 27
v3.21.1
DEBT AND CREDIT FACILITIES - Debt Redemption (Details) - Cleveland-Cliffs Inc.
 3 Months Ended
Mar. 31, 2021
4.625% 2029 Senior Notes  
Debt Instrument, Redemption [Line Items]  
Repurchase price if triggering event occurs 101.00%
4.625% 2029 Senior Notes | Debt Instrument, Redemption, Period One, Upon Equity Issuance  
Debt Instrument, Redemption [Line Items]  
Debt Instrument, Redemption Price, Percentage 104.625%
4.625% 2029 Senior Notes | Debt Instrument, Redemption, Period One  
Debt Instrument, Redemption [Line Items]  
Debt Instrument, Redemption Price, Percentage 100.00%
4.625% 2029 Senior Notes | Debt Instrument, Redemption, Period Two  
Debt Instrument, Redemption [Line Items]  
Debt Instrument, Redemption Price, Percentage 102.313%
4.625% 2029 Senior Notes | Debt Instrument, Redemption, Period Three  
Debt Instrument, Redemption [Line Items]  
Debt Instrument, Redemption Price, Percentage 101.156%
4.625% 2029 Senior Notes | Debt Instrument, Redemption, Period Four  
Debt Instrument, Redemption [Line Items]  
Debt Instrument, Redemption Price, Percentage 100.00%
4.875% 2031 Senior Notes  
Debt Instrument, Redemption [Line Items]  
Repurchase price if triggering event occurs 101.00%
4.875% 2031 Senior Notes | Debt Instrument, Redemption, Period One, Upon Equity Issuance  
Debt Instrument, Redemption [Line Items]  
Debt Instrument, Redemption Price, Percentage 104.875%
4.875% 2031 Senior Notes | Debt Instrument, Redemption, Period One  
Debt Instrument, Redemption [Line Items]  
Debt Instrument, Redemption Price, Percentage 100.00%
4.875% 2031 Senior Notes | Debt Instrument, Redemption, Period Two  
Debt Instrument, Redemption [Line Items]  
Debt Instrument, Redemption Price, Percentage 102.438%
4.875% 2031 Senior Notes | Debt Instrument, Redemption, Period Three  
Debt Instrument, Redemption [Line Items]  
Debt Instrument, Redemption Price, Percentage 101.625%
4.875% 2031 Senior Notes | Debt Instrument, Redemption, Period Four  
Debt Instrument, Redemption [Line Items]  
Debt Instrument, Redemption Price, Percentage 100.813%
4.875% 2031 Senior Notes | Debt Instrument, Redemption, Period Five  
Debt Instrument, Redemption [Line Items]  
Debt Instrument, Redemption Price, Percentage 100.00%
v3.21.1
DEBT AND CREDIT FACILITIES - Schedule of Extinguishment of Debt (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 12, 2021
Mar. 11, 2021
Mar. 27, 2020
Mar. 13, 2020
Mar. 31, 2021
Mar. 31, 2020
Feb. 11, 2021
Dec. 31, 2020
Extinguishment of Debt [Line Items]                
Debt Extinguished         $ 857.0 $ 740.0    
Common shares, issued (in shares)         506,832,537   20,000,000 506,832,537
(Loss) on Extinguishment         $ (66.0) 3.0    
9.875% 2025 Senior Secured Notes                
Extinguishment of Debt [Line Items]                
Debt Extinguished   $ 322.0     322.0      
(Loss) on Extinguishment         (42.0)      
4.875% 2024 Senior Notes                
Extinguishment of Debt [Line Items]                
Debt Extinguished         395.0      
(Loss) on Extinguishment         (14.0)      
7.625% 2021 AK Senior Notes                
Extinguishment of Debt [Line Items]                
Debt Extinguished     $ 9.0 $ 364.0 34.0 373.0    
(Loss) on Extinguishment         0.0 0.0    
7.50% Senior Secured Notes due July 2023                
Extinguishment of Debt [Line Items]                
Debt Extinguished     $ 56.0 $ 311.0 13.0 367.0    
(Loss) on Extinguishment         0.0 $ 3.0    
6.375% 2025 Senior Notes                
Extinguishment of Debt [Line Items]                
Debt Extinguished         64.0      
(Loss) on Extinguishment         (7.0)      
6.375% 2025 AK Senior Notes                
Extinguishment of Debt [Line Items]                
Debt Extinguished         29.0      
(Loss) on Extinguishment         $ (3.0)      
Senior Notes                
Extinguishment of Debt [Line Items]                
Debt Extinguished $ 535.0              
v3.21.1
DEBT AND CREDIT FACILITIES - ABL Facility (Details)
$ in Millions
 3 Months Ended
Mar. 31, 2021
USD ($)
ABC Facility  
Line of Credit Facility [Line Items]  
Maximum borrowing capacity $ 3,500
Available borrowing base on ABL Facility 3,500
Long-term Line of Credit (1,630)
Borrowing capacity available $ 1,598
Line of Credit Facility, Covenant Compliance As of March 31, 2021, we were in compliance with the ABL Facility liquidity requirements and, therefore, the springing financial covenant requiring a minimum fixed charge coverage ratio of 1.0 to 1.0 was not applicable.
Letter of Credit  
Line of Credit Facility [Line Items]  
Long-term Line of Credit $ (272)
v3.21.1
DEBT AND CREDIT FACILITIES - Schedule of Debt Maturities (Details)
$ in Millions
Mar. 31, 2021
USD ($)
Debt Disclosure [Abstract]  
2021 (remaining period of year) $ 0
2022 0
2023 53
2024 62
2025 2,955
Thereafter 2,823
Total maturities of debt $ 5,893
v3.21.1
FAIR VALUE MEASUREMENTS - Carrying Value And Fair Value Of Financial Instruments Disclosure (Details) - USD ($)
$ in Millions
Mar. 31, 2021
Dec. 31, 2020
Carrying Value    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total long-term debt $ 5,734 $ 5,424
Fair Value    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total long-term debt 6,451 6,065
Senior Notes | Carrying Value | Level 1    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total long-term debt 3,957 3,802
Senior Notes | Fair Value | Level 1    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total long-term debt 4,674 4,446
Industrial Revenue Bonds | Carrying Value | Level 1    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total long-term debt 94 94
Industrial Revenue Bonds | Fair Value | Level 1    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total long-term debt 94 91
Line of Credit | Carrying Value | Level 2 | ABC Facility    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total long-term debt 1,630 1,510
Line of Credit | Carrying Value | Level 2 | EDC Revolving Facilities - outstanding balance    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total long-term debt 53 18
Line of Credit | Fair Value | Level 2 | ABC Facility    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total long-term debt 1,630 1,510
Line of Credit | Fair Value | Level 2 | EDC Revolving Facilities - outstanding balance    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total long-term debt $ 53 $ 18
v3.21.1
PENSIONS AND OTHER POSTRETIREMENT BENEFITS - Pension and Other Postretirement Benefits (Details) - USD ($)
$ in Millions
 3 Months Ended
Jan. 04, 2021
Mar. 31, 2021
Mar. 31, 2020
Pension Plan      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Service cost   $ 14 $ 5
Interest cost   26 8
Expected return on plan assets   (90) (18)
Net actuarial loss   8 7
Net periodic benefit cost (credit)   (42) 2
Defined Benefit Pension Contributions $ 118 146 4
Other Postretirement Benefit Plans, Defined Benefit      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Service cost   13 1
Interest cost   18 2
Expected return on plan assets   (10) (5)
Prior service credits   0 (1)
Net actuarial loss   1 1
Net periodic benefit cost (credit)   22 (2)
OPEB Contributions   $ 0 $ 0
v3.21.1
INCOME TAXES - Narrative (Details)
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Income Tax Disclosure [Abstract]    
Effective Income Tax Rate Reconciliation, Percent 19.00% 47.00%
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent 21.00%  
v3.21.1
ASSET RETIREMENT OBLIGATIONS - Summary Of Asset Retirement Obligations (Details) - USD ($)
$ in Millions
Mar. 31, 2021
Dec. 31, 2020
Mar. 31, 2020
Dec. 31, 2019
Environmental Exit Cost [Line Items]        
Asset reitrement obligations $ 310 $ 342 $ 181 $ 165
Less: current portion 12 7    
Long-term asset retirement obligations 298 335    
Operating Segments        
Environmental Exit Cost [Line Items]        
Asset reitrement obligations $ 158 $ 190    
v3.21.1
ASSET RETIREMENT OBLIGATIONS - Asset Retirement Obligation Disclosure (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Asset Retirement Obligation [Roll Forward]    
Asset retirement obligation at beginning of period $ 342 $ 165
Increase (decrease) from Acquisitions (34) 14
Accretion expense 3 2
Remediation payments (1) 0
Asset retirement obligation at end of period $ 310 $ 181
v3.21.1
CAPITAL STOCK - Narrative (Details)
$ / shares in Units, $ in Millions
 3 Months Ended
Mar. 11, 2021
USD ($)
Dec. 09, 2020
shares
Mar. 13, 2020
USD ($)
shares
Mar. 31, 2021
USD ($)
$ / shares
shares
Mar. 31, 2020
USD ($)
Feb. 11, 2021
$ / shares
shares
Dec. 31, 2020
shares
Class of Stock [Line Items]              
Common shares, issued (in shares)       506,832,537   20,000,000 506,832,537
Debt Extinguished | $       $ 857 $ 740    
Common shares, par value (in dollars per share) | $ / shares       $ 0.125      
Series B Participating Redeemable Preferred Stock, issued (in shares)       583,273     583,273
Series B Participating Redeemable Preferred Stock, outstanding (in shares)       583,273     583,273
9.875% 2025 Senior Secured Notes              
Class of Stock [Line Items]              
Debt Extinguished | $ $ 322     $ 322      
Arcelor Mittal              
Class of Stock [Line Items]              
Common shares sold (in shares)           40,000,000  
AK Steel              
Class of Stock [Line Items]              
Exchange ratio     0.400        
Fair value of Cliffs common shares issued for AK Steel outstanding common stock | $     $ 618        
Common Stock              
Class of Stock [Line Items]              
Share price (in dollars per share) | $ / shares           $ 16.12  
Common Stock | ArcelorMittal USA              
Class of Stock [Line Items]              
Stock issued during period, shares, acquisitions (in shares)   78,186,671          
Common Stock | AK Steel              
Class of Stock [Line Items]              
Stock issued during period, shares, acquisitions (in shares)     127,000,000        
Exchange ratio       0.400      
Series B Preferred Stock              
Class of Stock [Line Items]              
Preferred stock authorized (in shares)       4,000,000      
Series B Participating Redeemable Preferred Stock, issued (in shares)       583,273      
Series B Participating Redeemable Preferred Stock, outstanding (in shares)       583,273      
Series B Preferred Stock | ArcelorMittal USA              
Class of Stock [Line Items]              
Stock issued during period, shares, acquisitions (in shares)   583,273   583,273      
Series A Preferred Stock              
Class of Stock [Line Items]              
Preferred stock authorized (in shares)       3,000,000      
Preferred stock outstanding (in shares)       3,000,000      
Preferred stock issued (in shares)       3,000,000      
v3.21.1
CAPITAL STOCK - Dividends Declared (Details) - $ / shares
 3 Months Ended
Jun. 30, 2020
Mar. 31, 2020
Dividends, Common Stock [Abstract]    
Dividend Declared per Common Share (in dollars per share) $ 0.06 $ 0.06
v3.21.1
ACCUMULATED OTHER COMPREHENSIVE LOSS - Changes in AOCI (loss) related to shareholders' equity (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]    
Beginning balance $ (133) $ (319)
Other comprehensive income (loss) before reclassifications 7 (6)
Net (gain) loss reclassified from accumulated other comprehensive loss 6 8
Ending balance (120) (317)
Postretirement Benefit Liability, net of tax    
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]    
Beginning balance (135) (316)
Other comprehensive income (loss) before reclassifications 0 0
Net (gain) loss reclassified from accumulated other comprehensive loss 7 6
Ending balance (128) (310)
Foreign Currency Translation    
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]    
Beginning balance 3 0
Other comprehensive income (loss) before reclassifications (1) (1)
Net (gain) loss reclassified from accumulated other comprehensive loss 0 0
Ending balance 2 (1)
Derivative Financial Instruments, net of tax    
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]    
Beginning balance (1) (3)
Other comprehensive income (loss) before reclassifications 8 (5)
Net (gain) loss reclassified from accumulated other comprehensive loss (1) 2
Ending balance $ 6 $ (6)
v3.21.1
ACCUMULATED OTHER COMPREHENSIVE LOSS - Accumulated Other Comprehensive Income (Loss) Components (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]    
Changes in derivative financial instruments, Net of taxes $ 7 $ (3)
Reclassification out of Accumulated Other Comprehensive Income    
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]    
Amortization of pension and OPEB liability, Net actuarial loss 9 7
Amortization of pension and OPED liability, Income tax benefit (2) (1)
Amortization of pension and OPEB liability, Net of taxes 7 6
Changed in derivative finanical instruments, commodity contracts (1) 3
Changes in derivative financial instruments, Income tax benefit 0 (1)
Changes in derivative financial instruments, Net of taxes (1) 2
Total reclassifications for the period, net of tax $ 6 $ 8
v3.21.1
RELATED PARTIES - Narrative (Details) - Hibbing Taconite Company
Mar. 31, 2021
Dec. 09, 2020
Mar. 31, 2020
Related Party Transaction [Line Items]      
Equity Method Investment, Ownership Percentage 85.30%   23.00%
U. S. Steel      
Related Party Transaction [Line Items]      
Equity Method Investment, Ownership Percentage 14.70%    
Arcelor Mittal      
Related Party Transaction [Line Items]      
Equity Method Investment, Ownership Percentage   62.30%  
v3.21.1
RELATED PARTIES - Summary Of Related Party Transactions (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Dec. 31, 2020
Related Party Transaction [Line Items]      
Revenue from related parties $ 77 $ 11  
Revenues $ 4,049 $ 359  
Related party revenues as a percent of Revenues 2.00% 3.00%  
Purchases from related parties $ 27 $ 3  
Accounts receivable, net      
Related Party Transaction [Line Items]      
Accounts receivable, net 30   $ 2
Accounts payable      
Related Party Transaction [Line Items]      
Accounts payable $ (9)   $ (6)
v3.21.1
VARIABLE INTEREST ENTITIES (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Dec. 31, 2020
Variable Interest Entity [Line Items]      
Net Income (Loss) Attributable to Noncontrolling Interest $ 16 $ 3  
Cash and cash equivalents 110   $ 112
Inventories 3,932   3,828
Property, plant and equipment, net 9,014   8,743
Accounts payable (1,743)   (1,575)
Noncontrolling interests (330)   (323)
SunCoke Middletown | Variable Interest Entity, Primary Beneficiary      
Variable Interest Entity [Line Items]      
Net Income (Loss) Attributable to Noncontrolling Interest 17 $ 4  
Cash and cash equivalents 4   5
Inventories 22   21
Property, plant and equipment, net 304   308
Accounts payable (12)   (15)
Other assets (liabilities), net 1   (10)
Noncontrolling interests $ (319)   $ (309)
v3.21.1
EARNINGS PER SHARE - Earnings Per Share Computation (Details) - USD ($)
$ / shares in Units, shares in Millions, $ in Millions
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Earnings Per Share [Abstract]    
Income (loss) from continuing operations $ 57 $ (50)
Income attributable to noncontrolling interest (16) (3)
Net income (loss) from continuing operations attributable to Cliffs shareholders 41 (53)
Income from discontinued operations, net of tax 0 1
Net income (loss) attributable to Cliffs shareholders $ 41 $ (52)
Weighted average number of shares:    
Basic (in shares) 490 298
Redeemable preferred shares (in shares) 58 0
Convertible senior notes (in shares) 19 0
Employee stock plans (in shares) 4 0
Diluted (in shares) 571 298
Earnings Per Share, Basic [Abstract]    
Continuing operations (in dollars per share) $ 0.08 $ (0.18)
Discontinued operations (in dollars per share) 0 0
Earnings (Loss) per Common Share - Basic (in dollars per share) 0.08 (0.18)
Earnings Per Share, Diluted [Abstract]    
Continuing operations (in dollars per share) 0.07 (0.18)
Discontinued operations (in dollars per share) 0 0
Earnings (Loss) per Common Share - Diluted (in dollars per share) $ 0.07 $ (0.18)
Undistributed Earnings (Loss) Available to Common Shareholders, Basic $ 4  
v3.21.1
EARNINGS PER SHARE - Antidilutive Securities (Details)
shares in Millions
 3 Months Ended
Mar. 31, 2020
shares
Employee stock plan  
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]  
Antidilutive securities (in shares) 2
Convertible Debt Securities  
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]  
Antidilutive securities (in shares) 0
v3.21.1
COMMITMENTS AND CONTINGENCIES - Contingencies (Details) - USD ($)
$ in Millions
Mar. 31, 2021
Dec. 31, 2020
Commitments and Contingencies Disclosure [Abstract]    
Environmental obligations $ 134.0 $ 135.0
Less: current portion 20.0 18.0
Long-term environmental obligations $ 114.0 $ 117.0