What changed in this filing

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Item 2. Properties

2024-02-08 compared with 2023-02-14 · 36 added, 38 removed, 325 unchanged (19% of the section changed)

43 unchanged sentences

Our primary steel producing and finishing facilities are located across Illinois, Indiana, Michigan, Ohio, Pennsylvania and West Virginia.

We operate 7 blast furnaces and 5 EAFs on 9 properties.

We operate seven blast furnaces and five EAFs on nine properties.

Finishing is completed on site at our integrated operations or at one of our 10 stand-alone processing and finishing facilities.

1 unchanged sentence

During the years ended December 31, 2023 and 2022, our steelmaking facilities produced a total of 19.0 million and 16.8 million net tons of raw steel, respectively.

We indefinitely idled our Indiana Harbor #4 blast furnace in the second quarter of 2022, which had a production capacity of 2.1 million net tons of hot metal.

The decision was based on the successful implementation of operational improvements, particularly the addition of significant amounts of HBI to the burden of our other blast furnaces and the maximization of scrap usage in BOFs.

We completed a reline of blast furnace #5 at Cleveland Works in the third quarter of 2022 along with other significant repairs and maintenance, such as work on the wastewater treatment plant and the onsite powerhouse.

A reline is generally only performed once every 20 years.

SCRAP PROCESSING FACILITIES

1 unchanged sentence

These facilities are primarily located in Michigan and Ohio, which are in close proximity to our scrap consuming steel facilities.

During the year ended December 31, 2022, FPT processed approximately 3 million net tons of scrap metal, of which approximately 50% of total output was prime grade.

During the years ended December 31, 2023 and 2022, FPT processed approximately 3 million net tons of scrap metal, of which approximately 50% of total output was prime grade.

DIRECT REDUCTION PLANT

Our direct reduction plant is located in Toledo, Ohio, is near an existing dock, and has rail access and heavy haul roads for operation logistics.

Our direct reduction plant is located in Toledo, Ohio, is near an existing dock, and has access to rail and heavy haul roads for operation logistics.

We are leasing the property on which the plant is located.

This plant produces a specialized high quality iron alternative to scrap and pig iron.

It has annual capacity of 1.9 million metric tons of HBI per year.

This plant produces a specialized high quality iron alternative to scrap and pig iron and has annual capacity of 1.9 million metric tons of HBI.

During the years ended December 31, 2023 and 2022, our direct reduction plant produced a total of 1.7 million and 1.6 million metric tons of HBI, respectively.

4 unchanged sentences

As used in this Annual Report on Form 10-K, the terms “mineral resource,” “measured mineral resource,” “indicated mineral resource,” “inferred mineral resource,” “mineral reserve,” “proven mineral reserve,” and “probable mineral reserve” are defined and used in accordance with subpart 1300 of Regulation S-K.

Under subpart 1300 of Regulation S-K, mineral resources may not be classified as “mineral reserves” unless the determination has been made by a QP that the mineral resources can be the basis of an

30 | CLF 2022 FORM 10-K

economically viable project.

You are specifically cautioned not to assume that any part or all of the mineral deposits (including any mineral resources) in these categories will ever be converted into mineral reserves, as defined by the SEC.

You are cautioned that, except for that portion of mineral resources classified as mineral reserves, mineral resources do not have demonstrated economic value.

Investors are specifically cautioned not to assume that any part or all of the mineral deposits (including any mineral resources) in these categories will ever be converted into mineral reserves, as defined by the SEC.

Investors are cautioned that, except for that portion of mineral resources classified as mineral reserves, mineral resources do not have demonstrated economic value.

Estimates of inferred mineral resources have too high of a degree of uncertainty as to their existence and may not be converted to a mineral reserve.

Therefore, you are cautioned not to assume that all or any part of an inferred mineral resource exists, that it can be the basis of an economically viable project, or that it will ever be upgraded to a higher category.

Likewise, you are cautioned not to assume that all or any part of measured or indicated mineral resources will ever be converted to mineral reserves.

See Part I – Item 1A, Risk Factors – V.

Sustainability and Development Risks - We rely on estimates of our recoverable mineral reserves, which is complex due to geological characteristics of the properties and the number of assumptions made .

Therefore, investors are cautioned not to assume that all or any part of an inferred mineral resource exists, that it can be the basis of an economically viable project, or that it will ever be upgraded to a higher category.

Likewise, investors are cautioned not to assume that all or any part of measured or indicated mineral resources will ever be converted to mineral reserves.

30 | CLF 2023 FORM 10-K

See Part I – Item 1A.

Risk Factors – V.

Sustainability and Development Risks – We rely on estimates of our recoverable mineral reserves, which are complex due to geological characteristics of the properties and the number of assumptions made .

The information that follows relating to the Hibbing, Minorca, Northshore, Tilden and United Taconite iron ore mines is derived, for the most part, from, and in some instances is an extract from, the Technical Report Summaries relating to such properties prepared in compliance with Item 601(b)(96) and subpart 1300 of Regulation S-K.

16 unchanged sentences

(In millions of long tons) 2023 2022 2021

Minorca 3 3 3

United Taconite 5 5 5

Total 25 20 27

1 Tonnage shown is reflective of ownership percentage during respective periods.

1 Hibbing is reported at 85.3% based on our ownership level.

2 In the second quarter of 2022, we temporarily idled our Northshore operations.

It is anticipated that the Northshore mine will restart no earlier than the second quarter of 2023.

The Northshore mine restarted production in the second quarter of 2023.

The following provides an overview of our iron ore properties:

21 unchanged sentences

From the site, pellets are transported by BNSF (Burlington Northern Santa Fe, LLC) rail to a ship loading port at Superior, Wisconsin, operated by BNSF.

The book value of Hibbing's long-lived assets was $151 million as of December 31, 2022.

The net book value of our ownership of Hibbing's property, plant and equipment was $85 million as of December 31, 2023.

For more information, see Exhibit 96.1, the Technical Report Summary on the Hibbing Taconite Property, Minnesota, USA, prepared for the Company by the QP, SLR, with an effective date of December 31, 2021.

13 unchanged sentences

Pellets are transported by CN rail to ports on Lake Superior.

The book value of Minorca's long-lived assets was $214 million as of December 31, 2022.

The net book value of Minorca's property, plant and equipment was $209 million as of December 31, 2023.

For more information, see Exhibit 96.2, Technical Report Summary on the Minorca Property, Minnesota, USA, prepared for the Company by the QP, SLR, with an effective date of December 31, 2021.

16 unchanged sentences

The plant site has its own ship loading port located on Lake Superior.

The book value of Northshore's long-lived assets was $243 million as of December 31, 2022.

The net book value of Northshore's property, plant and equipment was $235 million as of December 31, 2023.

For more information, see Exhibit 96.3, Technical Report Summary on the Northshore Property, Minnesota, USA, prepared for the Company by the QP, SLR, with an effective date of December 31, 2021.

9 unchanged sentences

From the site, pellets are transported by our LS&I (Lake Superior & Ishpeming Railroad Company) rail to a ship loading port at Marquette, Michigan, operated by LS&I.

The book value of Tilden's long-lived assets was $233 million as of December 31, 2022.

The net book value of Tilden's property, plant and equipment was $245 million as of December 31, 2023.

For more information, see Exhibit 96.5, Technical Report Summary on the Tilden Property, Michigan, USA, prepared for the Company by the QP, SLR, with an effective date of December 31, 2021.

7 unchanged sentences

An additional 145 acres of surface rights are leased from the State of Minnesota.

We lease 100% of the mineral rights comprising of 4,908 acres expiring between 2037 and 2066, with the exception of the State of Minnesota mineral lease, which expires in 2027.

We lease 100% of the mineral rights, comprised of 4,908 acres expiring between 2037 and 2066, with the exception of the State of Minnesota mineral lease, which expires in 2027.

Leases are maintained by making minimum prepaid royalty payments.

3 unchanged sentences

The concentrator utilizes rod mills and magnetic separation to produce a magnetite concentrate, which is delivered to the on-site pellet plant.

From the plant site, pellets are transported by CN rail to a ship loading port at Duluth, MN, operated by CN.

The book value of United Taconite's long-lived assets was $568 million as of December 31, 2022.

From the plant site, pellets are transported by CN rail to a ship loading port at Duluth, Minnesota, operated by CN.

The net book value of United Taconite's property, plant and equipment was $559 million as of December 31, 2023.

For more information, see Exhibit 96.4, Technical Report Summary on the United Taconite Property, Minnesota, USA, prepared for the Company by the QP, SLR, with an effective date of December 31, 2021.

125 unchanged sentences

Certification of database integrity is accomplished by both visual and statistical inspections comparing geology, assay values and survey locations cross-referenced back to laboratory data and geologic logs.

Any discrepancies identified are corrected by referring to hard-copy assay and core log information archived in Cliffs' Mine Engineering department file cabinets.

Any discrepancies identified are corrected by referring to hard-copy assay and core log information archived in Cliffs' Mine Engineering department files.

Prior to modeling, a secondary validation check is completed using built-in data validation routines in the modeling software.

18 unchanged sentences

Grade and tonnage reconciliations are run on current production versus modeled production, which provides insight on the accuracy of the modeled assay data versus actual production for each mining operation.

For a discussion of comprehensive risk inherent in the estimation of mineral reserves, see Part I - Item 1A, Risk Factors - V.

Sustainability and Development Risks - We rely on estimates of our recoverable mineral reserves, which is complex due to the geological characteristics of the properties and the number of assumptions made.

For a discussion of comprehensive risk inherent in the estimation of mineral reserves, see Part I - Item 1A.

Risk Factors - V.

Sustainability and Development Risks - We rely on estimates of our recoverable mineral reserves, which are complex due to geological characteristics of the properties and the number of assumptions made.

COAL MINING AND COKEMAKING

Princeton is a coal mining complex located in West Virginia that specializes in surface and underground mining of metallurgical coal to produce coke and pulverized coal injection coal.

We have annual rated metallurgical coal production capacity of 2.3 million net tons from our Princeton mine.

In 2022, the mine produced 1.5 million net tons of coal.

As of December 31, 2023, we have annual rated metallurgical coal production capacity of 1.8 million net tons from our Princeton mine.

During the years ended December 31, 2023 and 2022, the mine produced 1.3 million and 1.5 million net tons of coal, respectively.

We own 100% of the Princeton mine, which has been operating since 1995.

5 unchanged sentences

These facilities have an aggregate annual rated capacity of 2.6 million net tons.

In 2022, our cokemaking facilities produced 2.1 million net tons of coke.

As a result of our internal usage of HBI, coupled with our ongoing evaluation of coke use strategies, we idled our coke facility at Middletown Works during the third quarter of 2021 and permanently closed our Mountain State Carbon coke plant in the first quarter of 2022.

During the years ended December 31, 2023 and 2022, our cokemaking facilities produced 2.4 million and 2.1 million net tons of coke, respectively.

OTHER BUSINESSES

4 unchanged sentences

Its facilities feature eight large-bed, hot-stamping presses, providing 14 lines of production;

82 cold-stamping presses ranging from 150 net tons to 3,000 net tons of pressing capacity;

18 large-bed, high-tonnage tryout presses with

38 | CLF 2023 FORM 10-K

stamping presses ranging from 150 net tons to 3,000 net tons of pressing capacity;

18 large-bed, high-tonnage tryout presses with prove-out capabilities for new tool builds;

prove-out capabilities for new tool builds;

and 151 multi-axis welding assembly cells.

Our newly constructed facility in Tennessee began production in the third quarter of 2022.

Our European operating segment consists of trading companies that buy and sell steel, steel products and other materials.

Our European operating segment consists of a metal distribution company that buys and sells steel, steel products and other materials.

We operate out of six different European countries:

the Netherlands, Italy, Germany, France, Spain and the United Kingdom.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 2. Properties