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Item 3. Legal Proceedings

2025-02-25 compared with 2024-02-08 · 30 added, 28 removed, 38 unchanged (60% of the section changed)

2 unchanged sentences

JSW Steel Litigation.

On June 8, 2021, JSW Steel filed a complaint against Cleveland-Cliffs Inc., AK Steel Holding Corporation (now known as Cleveland-Cliffs Steel Holding Corporation), Nucor Corporation and U.S.

On June 8, 2021, JSW Steel filed a complaint against Cleveland-Cliffs Inc., AK Steel Holding Corporation (now known as Cleveland-Cliffs Steel Holding Corporation), Nucor Corporation and U.

Steel in the United States District Court for the Southern District of Texas.

JSW Steel alleges that the defendants engaged in a group boycott against JSW Steel in violation of federal and Texas antitrust laws by refusing to sell semi-finished steel slabs to JSW Steel, beginning in 2018 and continuing through the present;

civil conspiracy among the defendants;

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in the Essar Steel Minnesota LLC and ESML Holdings Inc.

bankruptcy proceeding that is pending in the United States Bankruptcy Court, District of Delaware.

Mesabi Metallics alleges tortious interference with its contractual rights and business relations involving certain vendors, suppliers and contractors, violations of federal and Minnesota antitrust laws through monopolization, attempted monopolization and restraint of trade, violation of the automatic stay, and civil conspiracy with unnamed Doe defendants.

bankruptcy proceeding in the United States Bankruptcy Court, District of Delaware (the "Bankruptcy Court").

Mesabi Metallics alleged tortious interference with its contractual rights and business relations involving certain vendors, suppliers and contractors, violations of federal and Minnesota antitrust laws through monopolization, attempted monopolization and restraint of trade, violation of the automatic stay, and civil conspiracy with unnamed Doe defendants.

Mesabi Metallics amended its complaint to add additional defendants, including, among others, our subsidiary, Cleveland-Cliffs Minnesota Land Development Company LLC ("Cliffs Minnesota Land"), and to add additional claims, including avoidance and recovery of unauthorized post-petition transfers of real estate interests, claims disallowance, civil contempt and declaratory relief.

Mesabi Metallics seeks, among other things, unspecified damages and injunctive relief.

Cliffs and Cliffs Minnesota Land filed counterclaims against Mesabi Metallics, Chippewa Capital Partners ("Chippewa"), and Thomas M.

Clarke ("Clarke") for tortious interference and civil conspiracy, as well as additional claims against Chippewa and Clarke for aiding and abetting tortious interference, for which we seek, among other things, damages and injunctive relief.

Our counterclaim against Clarke for libel was dismissed on jurisdictional grounds.

Mesabi Metallics seeks to hold the defendants jointly and severally liable for, among other things, antitrust damages and injunctive relief.

The parties filed various dispositive motions on certain of the claims, including a motion for partial summary judgment to settle a dispute over real estate transactions between Cliffs Minnesota Land and Glacier Park Iron Ore Properties LLC ("GPIOP").

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Mesabi Metallics filed a Motion for Leave to File an Interlocutory Appeal, which was denied on September 10, 2019.

Discovery has been completed, and we have filed for summary judgment on all claims that Mesabi Metallics has asserted against us.

Mesabi Metallics, Chippewa and Clarke have also filed for summary judgment on various claims and issues in the case.

We believe the claims asserted against us are without merit, and we intend to continue to vigorously defend against all remaining claims in the lawsuit.

Discovery was completed, and the parties filed cross-motions for summary judgment.

On October 8, 2024, the Bankruptcy Court issued an order granting and denying parts of the cross-motions.

On February 14, 2025, Mesabi Metallics' motion for the case to be withdrawn from the Bankruptcy Court and proceed in the United States District Court for the District of Delaware was granted.

We continue to believe the claims asserted against us are without merit, and we intend to continue vigorously defending against all remaining claims in the lawsuit .

Steel – Nippon Steel Litigation.

On January 6, 2025, U.

Steel, Nippon Steel Corporation and Nippon Steel North America, Inc.

(together with Nippon Steel Corporation, "Nippon Steel") filed a complaint in the United States District Court for the Western District of Pennsylvania against Cleveland-Cliffs Inc., Lourenco Goncalves and David McCall, the International President of the USW.

The plaintiffs' lawsuit was filed in the immediate aftermath of former President Biden's issuance of an executive order blocking a proposed merger of U.

Steel and Nippon Steel on national security grounds.

The plaintiffs allege that the defendants have entered into an unlawful agreement to oppose the sale of U.

Steel to any buyer other than Cliffs.

The plaintiffs also allege that Cliffs and Mr.

Goncalves, with the assistance and support of the USW, have monopolized or attempted to monopolize the markets for NOES, GOES, iron ore pellets and exposed automotive steel in North America in violation of federal antitrust laws.

The plaintiffs further allege that the defendants violated and conspired to violate federal anti-racketeering laws by pursuing their alleged scheme to force U.

Steel into an acquisition by Cliffs and monopolize the aforementioned markets.

Finally, the plaintiffs allege that the defendants' speech and actions against U.

Steel's proposed acquisition by Nippon Steel constitutes tortious interference with existing and prospective business relations.

In addition to their claims for monetary relief, which include claims for treble and punitive damages, the plaintiffs have sought a preliminary injunction enjoining the defendants' alleged activities against the plaintiffs' proposed merger.

At a hearing held on January 17, 2025, we successfully opposed the plaintiffs' motion to expedite proceedings, and the court entered a schedule for the parties to brief motions to dismiss the four counts in the plaintiffs' complaint that are the subject of the plaintiffs' motion for a preliminary injunction.

The defendants moved to dismiss these counts on February 4, 2025, and a hearing on the motions is expected to be held on March 12, 2025.

We believe the claims asserted against us are without merit, and we are vigorously defending against them.

Certain Legacy Legal Proceedings Relating to our Steel Operations.

Certain of our acquired subsidiaries have been named as defendants, among many other named defendants, in numerous lawsuits filed since 1990 claiming injury allegedly resulting from exposure to asbestos.

Certain of our acquired subsidiaries have been named as defendants, among many other named defendants, in numerous lawsuits filed since 1990 claiming injury allegedly resulting from

41 | CLF 2024 FORM 10-K

exposure to asbestos.

Similar lawsuits seeking monetary relief continue to be filed in various jurisdictions in the U.S., which cases are vigorously defended.

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We believe that this threshold is reasonably designed to result in disclosure of any such proceedings that are material to our business or financial condition.

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.

We 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 arising out of the August 2019 event.

39 | CLF 2023 FORM 10-K

stages of the settlement discussions included the Environmental Law and Policy Center (ELPC) and Hoosier Environmental Council (HEC), which had filed a lawsuit on December 20, 2019 in the U.S.

District Court for the Northern District of Indiana alleging violations resulting from the August 2019 event and other Clean Water Act claims.

On February 14, 2022, the United States and the State of Indiana filed a complaint and a proposed consent decree, and on April 21, 2022, the United States, with the consent of all of the parties, filed a motion seeking final approval of the consent decree from the court.

The consent decree was approved by the court with an effective date of May 6, 2022.

The consent decree requires specified enhancements to the mill's wastewater treatment systems and required us to pay a $3 million civil penalty, along with other terms and conditions.

Other parties to the consent decree include the United States, the State of Indiana, ELPC and HEC.

The ELPC/HEC civil litigation was dismissed with prejudice on May 12, 2022.

In addition, 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.

We responded to the subpoena requests, including follow-up requests, and we have been informed that the government has now closed its investigation.

With the resolution of monetary sanctions and injunctive relief requirements under the consent decree, we do not believe that the costs to resolve any other third-party claims that arise out of the August 2019 event, including natural resource damages claims pending final resolution, are likely to have, individually or in the aggregate, a material adverse effect on our consolidated financial condition, results of operations or cash flows.

MINE SAFETY DISCLOSURES

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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 3. Legal Proceedings