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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 |
For the Quarterly Period Ended March 31, 2022
Or
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 |
For the transition period from
to
Commission file number
1-16811
United States Steel Corporation
(Exact name of registrant as specified in its charter)
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Delaware |
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25-1897152 |
(State or other jurisdiction of incorporation) |
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(IRS Employer Identification No.) |
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600 Grant Street, |
Pittsburgh, |
PA |
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15219-2800 |
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(Address of principal executive offices) |
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(Zip Code) |
(412) 433-1121
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the
Act:
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Title of each class |
Trading Symbol |
Name of each exchange on which registered |
United States Steel Corporation Common Stock |
X |
New York Stock Exchange |
United States Steel Corporation Common Stock |
X |
Chicago Stock Exchange |
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes
x
No
o
Indicate by check mark whether the registrant has submitted
electronically every Interactive Data File required to be submitted
pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter)
during the preceding 12 months (or for such shorter period that the
registrant was required to submit such files). Yes
x
No
o
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, a
smaller reporting company, or an emerging growth company. See the
definitions of “large accelerated filer,” “accelerated filer,”
“smaller reporting company”, and "emerging growth company" in Rule
12b-2 of the Exchange Act. (Check one):
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Large accelerated filer |
x
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Accelerated filer |
o
|
Non-accelerated filer |
o
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Smaller reporting company |
☐
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Emerging growth company |
☐
|
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act. |
o
|
Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Act). Yes ☐
No
x
Common stock outstanding at April 25, 2022 – 260,634,961
shares
INDEX
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PART I – FINANCIAL INFORMATION |
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Item 1. |
Financial Statements: |
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Item 2. |
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Item 3. |
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Item 4. |
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PART II – OTHER INFORMATION |
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Item 1. |
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Item 1A. |
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Item 2 |
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Item 3 |
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Item 4. |
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Item 5. |
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Item 6. |
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CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This report contains information that may constitute
“forward-looking statements” within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. We intend the
forward-looking statements to be covered by the safe harbor
provisions for forward-looking statements in those sections.
Generally, we have identified such forward-looking statements by
using the words “believe,” “expect,” “intend,” “estimate,”
“anticipate,” “project,” “target,” “forecast,” “aim,” “should,”
“plan,” “goal,” “future,” “will,” "may" and similar expressions or
by using future dates in connection with any discussion of, among
other things, the construction or operation of new or existing
facilities, operating performance, trends, events or developments
that we expect or anticipate will occur in the future, statements
relating to volume changes, share of sales and earnings per share
changes, anticipated cost savings, potential capital and
operational cash improvements, anticipated disruptions to our
operations and industry due to the COVID-19 pandemic, changes in
global supply and demand conditions and prices for our products,
international trade duties and other aspects of international trade
policy, statements regarding our future strategies, products and
innovations, statements regarding our greenhouse gas emissions
intensity reduction goals and statements expressing general views
about future operating results. However, the absence of these words
or similar expressions does not mean that a statement is not
forward-looking. Forward-looking statements are not historical
facts, but instead represent only the Company’s beliefs regarding
future events, many of which, by their nature, are inherently
uncertain and outside of the Company’s control. It is possible that
the Company’s actual results and financial condition may differ,
possibly materially, from the anticipated results and financial
condition indicated in these forward-looking statements. Management
believes that these forward-looking statements are reasonable as of
the time made. However, caution should be taken not to place undue
reliance on any such forward-looking statements because such
statements speak only as of the date when made. Our Company
undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise, except as required by law. In addition,
forward-looking statements are subject to certain risks and
uncertainties that could cause actual results to differ materially
from our Company's historical experience and our present
expectations or projections. These risks and uncertainties include,
but are not limited to, the risks and uncertainties described in
this report and in “Item 1A. Risk Factors” in our Annual Report on
Form 10-K for the fiscal year ended December 31, 2021 and
those described from time to time in our future reports filed with
the Securities and Exchange Commission.
References in this Quarterly Report on Form 10-Q to (i) "U. S.
Steel," "the Company," "we," "us," and "our" refer to United States
Steel Corporation and its consolidated subsidiaries unless
otherwise indicated by the context, (ii) “Big River Steel” refer to
Big River Steel Holdings LLC and its direct and indirect
subsidiaries unless otherwise indicated by the context and
(iii).”Transtar” refers to Transtar LLC and its direct and indirect
subsidiaries unless otherwise indicated by the
context.
UNITED STATES STEEL CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited)
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Three Months Ended March 31, |
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(Dollars in millions, except per share amounts) |
2022 |
2021 |
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Net sales: |
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Net sales |
$ |
4,843 |
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$ |
3,369 |
|
|
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Net sales to related parties (Note 19) |
391 |
|
295 |
|
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Total (Note 6) |
5,234 |
|
3,664 |
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Operating expenses (income): |
|
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|
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Cost of sales |
3,823 |
|
3,074 |
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Selling, general and administrative expenses |
117 |
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102 |
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Depreciation, depletion and amortization |
198 |
|
189 |
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Earnings from investees |
(36) |
|
(14) |
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|
|
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|
|
|
|
|
|
|
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|
Gain on equity investee transactions (Note 5) |
— |
|
(111) |
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Restructuring and other charges (Note 20) |
17 |
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6 |
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Net gain on sale of assets |
(2) |
|
— |
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Other gains, net |
(1) |
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(7) |
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Total |
4,116 |
|
3,239 |
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Earnings before interest and income taxes |
1,118 |
|
425 |
|
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Interest expense |
50 |
|
92 |
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Interest income |
(1) |
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(1) |
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Loss on debt extinguishment |
— |
|
255 |
|
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Other financial costs |
2 |
|
18 |
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Net periodic benefit income |
(61) |
|
(31) |
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Net interest and other financial (benefits) costs |
(10) |
|
333 |
|
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Earnings before income taxes |
1,128 |
|
92 |
|
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Income tax expense (Note 12) |
246 |
|
1 |
|
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Net earnings |
882 |
|
91 |
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Less: Net earnings attributable to noncontrolling
interests |
— |
|
— |
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Net earnings attributable to United States Steel
Corporation |
$ |
882 |
|
$ |
91 |
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Earnings per common share (Note 13):
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Earnings per share attributable to United States Steel Corporation
stockholders: |
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'-Basic
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$ |
3.37 |
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$ |
0.36 |
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'-Diluted
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$ |
3.02 |
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$ |
0.35 |
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The accompanying notes are an integral part of these condensed
consolidated financial statements.
UNITED STATES STEEL CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE
INCOME
(Unaudited)
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Three Months Ended March 31, |
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(Dollars in millions) |
|
2022 |
|
2021 |
|
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Net earnings |
|
$ |
882 |
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|
$ |
91 |
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Other comprehensive income (loss), net of tax: |
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Changes in foreign currency translation adjustments |
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(28) |
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(47) |
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Changes in pension and other employee benefit accounts |
|
(3) |
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24 |
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Changes in derivative financial instruments |
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22 |
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(20) |
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Total other comprehensive loss, net of tax |
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(9) |
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(43) |
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Comprehensive income including noncontrolling interest |
|
873 |
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|
48 |
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Comprehensive income attributable to noncontrolling
interest |
|
— |
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— |
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Comprehensive income attributable to United States Steel
Corporation |
|
$ |
873 |
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$ |
48 |
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The accompanying notes are an integral part of these condensed
consolidated financial statements.
UNITED STATES STEEL CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEET
(Unaudited)
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(Dollars in millions) |
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March 31, 2022 |
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December 31, 2021 |
Assets |
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Current assets: |
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Cash and cash equivalents (Note 7) |
|
$ |
2,866 |
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$ |
2,522 |
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Receivables, less allowance of $40 and $44
|
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2,267 |
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|
1,968 |
|
Receivables from related parties (Note 19) |
|
148 |
|
|
121 |
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Inventories (Note 8) |
|
2,663 |
|
|
2,210 |
|
Other current assets |
|
436 |
|
|
331 |
|
Total current assets |
|
8,380 |
|
|
7,152 |
|
Long-term restricted cash (Note 7) |
|
58 |
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|
76 |
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Operating lease assets |
|
174 |
|
|
185 |
|
Property, plant and equipment |
|
19,965 |
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|
19,676 |
|
Less accumulated depreciation and depletion |
|
12,549 |
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|
12,422 |
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Total property, plant and equipment, net |
|
7,416 |
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|
7,254 |
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Investments and long-term receivables, less allowance of $4 in both
periods
|
|
727 |
|
|
694 |
|
Intangibles, net (Note 9) |
|
509 |
|
|
519 |
|
Deferred income tax benefits (Note 12) |
|
24 |
|
|
32 |
|
Goodwill (Note 9) |
|
920 |
|
|
920 |
|
Other noncurrent assets |
|
1,016 |
|
|
984 |
|
Total assets |
|
$ |
19,224 |
|
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$ |
17,816 |
|
Liabilities |
|
|
|
|
Current liabilities: |
|
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|
|
Accounts payable and other accrued liabilities |
|
$ |
3,172 |
|
|
$ |
2,809 |
|
Accounts payable to related parties (Note 19) |
|
171 |
|
|
99 |
|
Payroll and benefits payable |
|
407 |
|
|
425 |
|
Accrued taxes |
|
492 |
|
|
365 |
|
Accrued interest |
|
47 |
|
|
68 |
|
Current operating lease liabilities |
|
56 |
|
|
58 |
|
Short-term debt and current maturities of long-term debt (Note
15) |
|
60 |
|
|
28 |
|
Total current liabilities |
|
4,405 |
|
|
3,852 |
|
Noncurrent operating lease liabilities |
|
127 |
|
|
136 |
|
Long-term debt, less unamortized discount and debt issuance costs
(Note 15) |
|
3,917 |
|
|
3,863 |
|
Employee benefits |
|
195 |
|
|
235 |
|
Deferred income tax liabilities (Note 12) |
|
216 |
|
|
122 |
|
Deferred credits and other noncurrent liabilities |
|
573 |
|
|
505 |
|
Total liabilities |
|
9,433 |
|
|
8,713 |
|
Contingencies and commitments (Note 21) |
|
|
|
|
Stockholders’ Equity (Note 17): |
|
|
|
|
Common stock (282,244,228 and 279,522,227 shares issued) (Note
13)
|
|
282 |
|
|
280 |
|
Treasury stock, at cost (21,552,955 shares and 15,708,839
shares)
|
|
(477) |
|
|
(334) |
|
Additional paid-in capital |
|
5,146 |
|
|
5,199 |
|
Retained earnings |
|
4,425 |
|
|
3,534 |
|
Accumulated other comprehensive income (Note 18) |
|
322 |
|
|
331 |
|
Total United States Steel Corporation stockholders’
equity |
|
9,698 |
|
|
9,010 |
|
Noncontrolling interests |
|
93 |
|
|
93 |
|
Total liabilities and stockholders’ equity |
|
$ |
19,224 |
|
|
$ |
17,816 |
|
The accompanying notes are an integral part of these condensed
consolidated financial statements.
UNITED STATES STEEL CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
(Dollars in millions) |
|
2022 |
|
2021 |
Increase (decrease) in cash, cash equivalents and restricted
cash |
|
|
|
|
Operating activities: |
|
|
|
|
Net earnings |
|
$ |
882 |
|
|
$ |
91 |
|
Adjustments to reconcile to net cash provided by operating
activities: |
|
|
|
|
Depreciation, depletion and amortization |
|
198 |
|
|
189 |
|
|
|
|
|
|
|
|
|
|
|
Gain on equity investee transactions |
|
— |
|
|
(111) |
|
Restructuring and other charges (Note 20) |
|
17 |
|
|
6 |
|
Loss on debt extinguishment |
|
— |
|
|
255 |
|
Pensions and other postretirement benefits |
|
(60) |
|
|
(25) |
|
Deferred income taxes (Note 12) |
|
121 |
|
|
3 |
|
Net gain on sale of assets |
|
(2) |
|
|
— |
|
Equity investee earnings, net of distributions received |
|
(36) |
|
|
(14) |
|
Changes in: |
|
|
|
|
Current receivables |
|
(355) |
|
|
(477) |
|
Inventories |
|
(467) |
|
|
(183) |
|
Current accounts payable and accrued expenses |
|
360 |
|
|
386 |
|
Income taxes receivable/payable |
|
140 |
|
|
3 |
|
All other, net |
|
(27) |
|
|
(12) |
|
Net cash provided by operating activities |
|
771 |
|
|
111 |
|
Investing activities: |
|
|
|
|
Capital expenditures |
|
(349) |
|
|
(136) |
|
Acquisition of Big River Steel, net of cash acquired (Note
5) |
|
— |
|
|
(625) |
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|
|
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|
|
Proceeds from sale of assets |
|
4 |
|
|
— |
|
Other investing activities |
|
(7) |
|
|
(1) |
|
Net cash used in investing activities |
|
(352) |
|
|
(762) |
|
Financing activities: |
|
|
|
|
Repayment of short-term debt (Note 15) |
|
— |
|
|
(180) |
|
Revolving credit facilities - borrowings, net of financing costs
(Note 15) |
|
— |
|
|
50 |
|
Revolving credit facilities - repayments (Note 15) |
|
— |
|
|
(671) |
|
Issuance of long-term debt, net of financing costs (Note
15) |
|
4 |
|
|
826 |
|
Repayment of long-term debt (Note 15) |
|
(6) |
|
|
(1,379) |
|
Net proceeds from public offering of common stock (Note
22) |
|
— |
|
|
791 |
|
Common stock repurchased (Note 22) |
|
(123) |
|
|
— |
|
Proceeds from government incentives (Note 21) |
|
82 |
|
|
— |
|
Other financing activities |
|
(28) |
|
|
(10) |
|
Net cash used in financing activities |
|
(71) |
|
|
(573) |
|
Effect of exchange rate changes on cash |
|
(7) |
|
|
(12) |
|
Net increase (decrease) in cash, cash equivalents and restricted
cash |
|
341 |
|
|
(1,236) |
|
Cash, cash equivalents and restricted cash at beginning of year
(Note 7) |
|
2,600 |
|
|
2,118 |
|
Cash, cash equivalents and restricted cash at end of period (Note
7) |
|
$ |
2,941 |
|
|
$ |
882 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-cash investing and financing activities: |
|
|
|
|
Change in accrued capital expenditures |
|
$ |
22 |
|
|
$ |
5 |
|
U. S. Steel common stock issued for employee/non-employee director
stock plans |
|
45 |
|
|
18 |
|
Capital expenditures funded by finance lease borrowings |
|
7 |
|
|
1 |
|
Export Credit Agreement (ECA) financing |
|
— |
|
|
23 |
|
The accompanying notes are an integral part of these condensed
consolidated financial statements.
Notes to Condensed Consolidated Financial Statements
(Unaudited)
1. Basis
of Presentation and Significant Accounting Policies
The year-end Consolidated Balance Sheet data was derived from
audited statements but does not include all disclosures required
for complete financial statements by accounting principles
generally accepted in the United States of America (U.S. GAAP). The
other information in these condensed financial statements is
unaudited but, in the opinion of management, reflects all
adjustments necessary for a fair statement of the results for the
periods covered, including assessment of certain accounting matters
using all available information such as consideration of forecasted
financial information in context with other information reasonably
available to us. However, our future assessment of our current
expectations, including consideration of the unknown future impacts
of the COVID-19 pandemic, could result in material impacts to our
consolidated financial statements in future reporting periods. All
such adjustments are of a normal recurring nature unless disclosed
otherwise. These condensed financial statements, including notes,
have been prepared in accordance with the applicable rules of the
Securities and Exchange Commission and do not include all of the
information and disclosures required by U.S. GAAP for complete
financial statements. Additional information is contained in the
United States Steel Corporation Annual Report on Form 10-K for
the fiscal year ended December 31, 2021, which should be read
in conjunction with these condensed financial
statements.
2. New
Accounting Standards
In October 2021, the Financial Accounting Standards Board (FASB)
issued Accounting Standards Update 2021-08, Accounting for Contract
Assets and Contract Liabilities from Contracts with Customers (ASU
2021-08). ASU 2021-08 requires that an entity recognize and measure
contract assets and contract liabilities acquired in a business
combination in accordance with Topic 606, Revenue from Contracts
with Customers. ASU 2021-08 is effective to public companies for
fiscal years beginning after December 15, 2022, and interim periods
within those fiscal years, with early adoption of all amendments in
the same period permitted. The Company is currently assessing the
impact of ASU 2021-08 but does not believe it will have a material
impact on its Condensed Consolidated Financial
Statements.
3. Recently
Adopted Accounting Standards
In August 2020, the FASB issued Accounting Standards Update
2020-06, Accounting for Convertible Instruments and Contracts in an
Entity’s Own Equity (ASU 2020-06). ASU 2020-06 simplifies the
accounting for certain financial instruments with characteristics
of liabilities and equity, including convertible instruments and
contracts on an entity’s own equity. ASU 2020-06 also requires
entities to provide expanded disclosures about the terms and
features of convertible instruments and amends certain guidance in
ASC 260 on the computation of earnings per share (EPS) for
convertible instruments and contracts on an entity’s own equity.
The update requires entities to use the If-Converted Method for
calculating diluted earnings per share, retiring the previous
alternative calculation of the Treasury Stock Method for
calculating diluted earnings per share for convertible
instruments.
U. S. Steel has adopted this guidance using the modified
retrospective implementation method as of January 1, 2022. The
cumulative effect of the changes made to our consolidated January
1, 2022, balance sheet for the adoption of ASU 2020-06 was as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
(in millions) |
Balance as of December 31, 2021 |
Adjustments due to ASU 2020-06 |
Balance as of January 1, 2022 |
Condensed Consolidated Balance Sheet |
|
|
|
Assets |
|
|
|
Deferred income tax benefits |
32 |
4 |
36 |
|
|
|
|
Liabilities |
|
|
|
Long-term debt, less unamortized discount and debt issuance
costs |
3,863 |
74 |
3,937 |
Deferred income tax liabilities |
122 |
(15) |
107 |
|
|
|
|
Equity |
|
|
|
Additional paid-in capital |
5,199 |
(78) |
5,121 |
Retained Earnings |
3,534 |
22 |
3,556 |
In November 2021, the FASB issued Accounting Standards Update
2021-10, Disclosures by Business Entities about Government
Assistance (ASU 2021-10). ASU 2021-10 provides expanded annual
disclosure requirements for business entities that account for a
transaction with a government by applying a grant or contribution
accounting model by
analogy. U. S. Steel adopted this guidance effective January 1,
2022. The adoption of this guidance did not have a material impact
on the Company's Condensed Consolidated Financial
Statements.
4. Segment
Information
U. S. Steel has four reportable segments: North American
Flat-Rolled (Flat-Rolled), Mini Mill, U. S. Steel Europe (USSE);
and Tubular Products (Tubular). The Mini Mill segment reflects the
acquisition of Big River Steel after the purchase of the remaining
equity interest on January 15, 2021 (see Note 5 for further
details) and a new mini mill under construction in Osceola,
Arkansas. The Tubular Products segment includes the electric arc
furnace at our Fairfield Tubular Operations in Fairfield, Alabama.
The results of our real estate businesses and of our former
railroad business are combined and disclosed in the Other
category.
The results of segment operations for the three months ended March
31, 2022 and 2021 are:
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(In millions) Three Months Ended March 31, 2022
|
Customer
Sales |
Intersegment
Sales |
Net
Sales |
Earnings
from
investees |
Earnings (loss) before interest and income taxes |
Flat-Rolled |
$ |
2,954 |
|
$ |
52 |
|
$ |
3,006 |
|
$ |
30 |
|
$ |
513 |
|
Mini Mill |
718 |
|
130 |
|
848 |
|
— |
|
278 |
|
USSE |
1,251 |
|
4 |
|
1,255 |
|
— |
|
264 |
|
Tubular |
309 |
|
3 |
|
312 |
|
6 |
|
77 |
|
Total reportable segments |
5,232 |
|
189 |
|
5,421 |
|
36 |
|
1,132 |
|
Other |
2 |
|
— |
|
2 |
|
— |
|
7 |
|
Reconciling Items and Eliminations |
— |
|
(189) |
|
(189) |
|
— |
|
(21) |
|
Total |
$ |
5,234 |
|
$ |
— |
|
$ |
5,234 |
|
$ |
36 |
|
$ |
1,118 |
|
|
|
|
|
|
|
Three Months Ended March 31, 2021 |
|
|
|
|
|
Flat-Rolled |
$ |
2,272 |
|
$ |
43 |
|
$ |
2,315 |
|
$ |
5 |
|
$ |
146 |
|
Mini Mill |
450 |
|
62 |
|
512 |
|
— |
|
132 |
|
USSE |
798 |
|
1 |
|
799 |
|
— |
|
105 |
|
Tubular |
134 |
|
4 |
|
138 |
|
3 |
|
(29) |
|
Total reportable segments |
3,654 |
|
110 |
|
3,764 |
|
8 |
|
354 |
|
Other |
10 |
|
29 |
|
39 |
|
6 |
|
8 |
|
Reconciling Items and Eliminations |
— |
|
(139) |
|
(139) |
|
— |
|
63 |
|
Total |
$ |
3,664 |
|
$ |
— |
|
$ |
3,664 |
|
$ |
14 |
|
$ |
425 |
|
A summary of total assets by segment is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
|
March 31, 2022 |
|
December 31, 2021 |
Flat-Rolled |
|
$ |
7,924 |
|
|
$ |
7,337 |
|
Mini Mill(a)
|
|
4,850 |
|
|
4,715 |
|
USSE |
|
6,400 |
|
|
6,111 |
|
Tubular |
|
1,072 |
|
|
1,054 |
|
Total reportable segments |
|
$ |
20,246 |
|
|
$ |
19,217 |
|
Other |
|
$ |
123 |
|
|
$ |
88 |
|
Corporate, reconciling items, and eliminations(b)
|
|
(1,145) |
|
|
(1,489) |
|
Total assets |
|
$ |
19,224 |
|
|
$ |
17,816 |
|
(a)Includes
assets of $587 million and $347 million at March 31,
2022 and December 31, 2021, respectively, related to a new
mini mill under construction in Osceola, Arkansas.
(b)The
majority of corporate, reconciling items, and eliminations is
comprised of cash and the elimination of intersegment
amounts.
The following is a schedule of reconciling items to consolidated
earnings before interest and income taxes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
(In millions) |
|
2022 |
|
2021 |
|
|
|
|
Items not allocated to segments: |
|
|
|
|
|
|
|
|
Restructuring and other charges (Note 20) |
|
$ |
(17) |
|
|
$ |
(6) |
|
|
|
|
|
Other charges, net |
|
(4) |
|
|
(42) |
|
|
|
|
|
Gains on assets sold and previously held investments |
|
— |
|
|
111 |
|
|
|
|
|
Total reconciling items |
|
$ |
(21) |
|
|
$ |
63 |
|
|
|
|
|
5. Acquisitions and
Dispositions
Big River Steel Acquisition
On January 15, 2021, U. S. Steel purchased the remaining equity
interest in Big River Steel for approximately $625 million in
cash net of $36 million and $62 million in cash and
restricted cash received, respectively, and the assumption of
liabilities of approximately $50 million. There were
acquisition related costs of approximately $9 million recorded
in 2021.
Prior to the closing of the acquisition on January 15, 2021, U. S.
Steel accounted for its 49.9% equity interest in Big River Steel
under the equity method as control and risk of loss were shared
among the partnership members. Using step acquisition accounting
the Company increased the value of its previously held equity
investment to its fair value of $770 million which resulted in
a gain of approximately $111 million. The gain was recorded in
gain on equity investee transactions in the Condensed Consolidated
Statement of Operations.
The acquisition has been accounted for in accordance with ASC
805,
Business combinations.
There were step-ups to fair value of approximately
$308 million, $194 million and $24 million for
property, plant and equipment, debt and inventory, respectively. An
intangible asset for customer relationships and goodwill of
approximately $413 million and $916 million were also
recorded, respectively. Goodwill represents the excess of purchase
price over the fair market value of the net assets. Goodwill is
primarily attributable to Big River Steel's operational abilities,
workforce and the anticipated benefits from their recent expansion
and will be partially tax deductible. The inventory step-up was
fully amortized as of March 31, 2021, the intangible asset will be
amortized over a 22-year period and the debt step-up will be
amortized over the contractual life of the underlying debt. See
Note 15 for further details.
The value of Big River Steel was determined using Level 3 valuation
techniques. Level 3 valuation techniques include inputs to the
valuation methodology that are considered unobservable and
significant to the fair value measurement. A significant factor in
determining the equity value was the discounted forecasted cash
flows of Big River Steel. Forecasted cash flows are primarily
impacted by the forecasted market price of steel and metallic
inputs as well as the expected timing of significant capital
expenditures. The model utilized a risk adjusted discount rate of
11.0% and a terminal growth rate of 2%.
The following table presents the allocation of the aggregate
purchase price based on estimated fair values:
|
|
|
|
|
|
|
(in millions) |
Assets Acquired: |
|
Receivables |
$ |
166 |
|
Receivables with U. S. Steel
(1)
|
99 |
|
Inventories |
184 |
|
Other current assets |
16 |
|
Property, plant and equipment |
2,188 |
|
Intangibles |
413 |
|
Goodwill |
916 |
|
Other noncurrent assets |
19 |
|
Total Assets Acquired |
$ |
4,001 |
|
|
|
|
|
|
|
Liabilities Assumed: |
|
Accounts payable and accrued liabilities |
$ |
224 |
|
Payroll and benefits payable |
27 |
|
Accrued taxes |
9 |
|
Accrued interest |
33 |
|
Short-term debt and current maturities of long-term
debt |
29 |
|
Long-term debt |
1,997 |
|
Deferred income tax liabilities |
26 |
|
Deferred credits and other long-term liabilities |
211 |
|
Total Liabilities Assumed |
$ |
2,556 |
|
|
|
Fair value of previously held investment in Big River
Steel |
$ |
770 |
|
Purchase price, including assumed liabilities and net of cash
acquired |
675 |
|
Difference in assets acquired and liabilities assumed |
$ |
1,445 |
|
(1)
The transaction to purchase Big River Steel included receivables
for payments made by Big River Steel on behalf of U. S. Steel for
retention bonuses of $22 million that impacted the previously
held equity investment and for U. S. Steel liabilities assumed in
the purchase of approximately $50 million. In addition, there
were assumed receivables of approximately $27 million for
steel substrate sales from Big River Steel to
U. S. Steel. The receivables with U. S. Steel eliminate
in consolidation with offsetting intercompany payables from U. S.
Steel.
The following unaudited pro forma information for U. S. Steel
includes the results of the Big River Steel acquisition as if it
had been consummated on January 1, 2020. The unaudited pro forma
information is based on historical information and is adjusted for
amortization of the intangible asset, property, plant and equipment
and debt fair value step-ups discussed above. Non-recurring
acquisition related items included in the 2020 period include
$111 million for the gain on previously held equity
investment, $9 million in acquisition related costs and
$24 million in inventory step-up amortization related to the
purchase of the remaining interest in Big River Steel. In addition,
costs for non-recurring retention bonuses of $44 million that
occurred in January 2021 prior to the purchase of the remaining
equity interest are included in the 2020 period. The pro forma
information does not include any anticipated cost savings or other
effects of the integration of Big River Steel. Accordingly, the
unaudited pro forma information does not necessarily reflect the
actual results that would have occurred, nor is it necessarily
indicative of future results of operations. Pro forma adjustments
were not tax-effected in 2020 as U. S. Steel had a full valuation
allowance on its domestic deferred tax assets.
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
(in millions) |
2021 |
2020 |
Net sales |
$ |
3,736 |
|
$ |
2,994 |
|
Net earnings (loss) |
$ |
18 |
|
$ |
(367) |
|
Transtar Disposition
On July 28, 2021, U. S. Steel completed the sale of 100 percent of
its equity interests in its wholly-owned short-line railroad,
Transtar, LLC (Transtar) to an affiliate of Fortress Transportation
and Infrastructure Investors, LLC. The Company received net cash
proceeds of $627 million, subject to certain customary
adjustments as set forth in the Membership Interest Purchase
Agreement, and recognized a pretax gain of approximately
$506 million in 2021. In connection with the closing of the
transaction, the Company entered into certain ancillary agreements
including a railway services agreement, providing for continued
rail services for its Gary and Mon Valley Works facilities, and a
transition services agreement. Because Transtar does not represent
a significant component of U. S. Steel's business and does not
constitute a reportable business segment, its results through the
date of disposition are reported in the Other category. See Note 4
for further details.
Other Transactions
In December 2021, the Company entered into an agreement to sell
certain assets related to a component of its flat-roll business. As
a result of this commitment, the Company has recognized a total of
$106 million in restructuring-related charges during the
fourth quarter 2021 and first quarter 2022. These charges are
expected to be paid out on a long-term basis. This transaction is
expected to result in a gain upon closure, which is subject to
customary closing conditions.
6. Revenue
Revenue is generated primarily from contracts to produce, ship and
deliver steel products, and to a lesser extent, raw materials sales
such as iron ore pellets and coke by-products and real estate
sales. Generally, U. S. Steel’s performance obligations
are satisfied and revenue is recognized when title transfers to our
customer for product shipped or services are provided. Revenues are
recorded net of any sales incentives. Shipping and other
transportation costs charged to customers are treated as
fulfillment activities and are recorded in both revenue and cost of
sales at the time control is transferred to the customer. Costs
related to obtaining sales contracts are incidental and are
expensed when incurred. Because customers are invoiced at the time
title transfers and U. S. Steel’s right to consideration
is unconditional at that time, U. S. Steel does not maintain
contract asset balances. Additionally, U. S. Steel does not
maintain contract liability balances, as performance obligations
are satisfied prior to customer payment for product.
U. S. Steel offers industry standard payment
terms.
The following tables disaggregate our revenue by product for each
of the reportable business segments for the three months ended
March 31, 2022 and 2021, respectively:
Net Sales by Product (In millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2022 |
Flat-Rolled |
Mini Mill |
USSE |
Tubular |
Other |
Total |
Semi-finished |
$ |
49 |
|
$ |
— |
|
$ |
1 |
|
$ |
— |
|
$ |
— |
|
$ |
50 |
|
Hot-rolled sheets |
514 |
|
399 |
|
593 |
|
— |
|
— |
|
1,506 |
|
Cold-rolled sheets |
971 |
|
92 |
|
139 |
|
— |
|
— |
|
1,202 |
|
Coated sheets |
1,196 |
|
224 |
|
483 |
|
— |
|
— |
|
1,903 |
|
Tubular products |
— |
|
— |
|
15 |
|
306 |
|
— |
|
321 |
|
All Other
(a)
|
224 |
|
3 |
|
20 |
|
3 |
|
2 |
|
252 |
|
Total |
$ |
2,954 |
|
$ |
718 |
|
$ |
1,251 |
|
$ |
309 |
|
$ |
2 |
|
$ |
5,234 |
|
(a)
Consists primarily of sales of raw materials and coke making
by-products.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three
Months Ended March 31, 2021 |
Flat-Rolled |
Mini Mill
(b)
|
USSE |
Tubular |
Other |
Total |
Semi-finished |
$ |
12 |
|
$ |
— |
|
$ |
3 |
|
$ |
— |
|
$ |
— |
|
$ |
15 |
|
Hot-rolled sheets |
450 |
|
249 |
|
386 |
|
— |
|
— |
|
1,085 |
|
Cold-rolled sheets |
784 |
|
79 |
|
83 |
|
— |
|
— |
|
946 |
|
Coated sheets |
878 |
|
121 |
|
298 |
|
— |
|
— |
|
1,297 |
|
Tubular products |
— |
|
— |
|
10 |
|
128 |
|
— |
|
138 |
|
All Other
(a)
|
148 |
|
1 |
|
18 |
|
6 |
|
10 |
|
183 |
|
Total |
$ |
2,272 |
|
$ |
450 |
|
$ |
798 |
|
$ |
134 |
|
$ |
10 |
|
$ |
3,664 |
|
(a)
Consists primarily of sales of raw materials and coke making
by-products.
|
(b)
Mini Mill segment added after January 15, 2021 with the purchase of
the remaining equity interest in Big River Steel.
|
7. Cash,
Cash Equivalents and Restricted Cash
The following table provides a reconciliation of cash, cash
equivalents and restricted cash reported within U. S. Steel's
Consolidated Balance Sheets that sum to the total of the same
amounts shown in the Consolidated Statement of Cash
Flows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
|
March 31, 2022 |
|
December 31, 2021 |
|
March 31, 2021 |
Cash and cash equivalents |
|
$ |
2,866 |
|
|
$ |
2,522 |
|
|
$ |
753 |
|
Restricted cash in other current assets |
|
17 |
|
|
2 |
|
|
7 |
|
Restricted cash in other noncurrent assets |
|
58 |
|
|
76 |
|
|
122 |
|
|
|
|
|
|
|
|
Total cash, cash equivalents
and restricted cash |
|
$ |
2,941 |
|
|
$ |
2,600 |
|
|
$ |
882 |
|
Amounts included in restricted cash represent cash balances which
are legally or contractually restricted, primarily for electric arc
furnace construction, environmental and other capital projects and
insurance purposes.
8. Inventories
The LIFO method is the predominant method of inventory costing for
our Flat-Rolled and Tubular segments. The FIFO and moving average
methods are the predominant inventory costing methods for our Mini
Mill segment and the FIFO method is the predominant inventory
costing method for our USSE segment. At March 31, 2022 and
December 31, 2021, the LIFO method accounted for 41 percent
and 46 percent of total inventory values,
respectively.
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
March 31, 2022 |
|
December 31, 2021 |
Raw materials |
$ |
1,098 |
|
|
$ |
713 |
|
Semi-finished products |
1,112 |
|
|
1,056 |
|
Finished products |
407 |
|
|
388 |
|
Supplies and sundry items |
46 |
|
|
53 |
|
Total |
$ |
2,663 |
|
|
$ |
2,210 |
|
Current acquisition costs were estimated to exceed the above
inventory values by $1.62 billion and $896 million at
March 31, 2022 and December 31, 2021, respectively. As a
result of the liquidation of LIFO inventories, cost of sales
decreased and earnings before interest and income taxes increased
by $8 million and $1 million for the three months
ended March 31, 2022 and 2021, respectively.
9. Intangible
Assets and Goodwill
Intangible assets that are being amortized on a straight-line basis
over their estimated useful lives are detailed below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of March 31, 2022 |
|
As of December 31, 2021 |
(In millions) |
Useful
Lives |
|
Gross
Carrying
Amount |
Accumulated
Amortization |
Net
Amount |
|
Gross
Carrying
Amount |
Accumulated
Amortization |
Net
Amount |
Customer relationships |
22 Years
|
|
$ |
413 |
|
$ |
22 |
|
$ |
391 |
|
|
$ |
413 |
|
$ |
18 |
|
$ |
395 |
|
Patents |
5-15 Years
|
|
17 |
|
11 |
|
6 |
|
|
17 |
|
11 |
|
6 |
|
Energy Contract |
2 Years
|
|
54 |
|
17 |
|
37 |
|
|
54 |
|
11 |
|
43 |
|
Total amortizable intangible assets |
|
|
$ |
484 |
|
$ |
50 |
|
$ |
434 |
|
|
$ |
484 |
|
$ |
40 |
|
$ |
444 |
|
Total estimated amortization expense for the remainder of 2022 is
$31 million. We expect approximately $120 million in annual
amortization expense through 2027 and approximately $282 million in
remaining amortization expense thereafter.
The carrying amount of acquired water rights with indefinite lives
as of March 31, 2022 and December 31, 2021 totaled $75
million.
Below is a summary of goodwill by segment for the three months
ended March 31, 2022:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Flat-Rolled |
Mini Mill |
USSE |
Tubular |
Total |
Balance at December 31, 2021 |
$ |
— |
|
$ |
916 |
|
$ |
4 |
|
$ |
— |
|
$ |
920 |
|
Additions |
— |
|
— |
|
— |
|
— |
|
— |
|
Balance at March 31, 2022 |
$ |
— |
|
$ |
916 |
|
$ |
4 |
|
$ |
— |
|
$ |
920 |
|
10. Pensions
and Other Benefits
The following table reflects the components of net periodic benefit
(income) cost for the three months ended March 31, 2022 and
2021:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pension Benefits |
|
Other Benefits |
(In millions) |
2022 |
|
2021 |
|
2022 |
|
2021 |
Service cost |
$ |
11 |
|
|
$ |
14 |
|
|
$ |
2 |
|
|
$ |
3 |
|
Interest cost |
39 |
|
|
40 |
|
|
12 |
|
|
12 |
|
Expected return on plan assets |
(89) |
|
|
(89) |
|
|
(22) |
|
|
(20) |
|
Amortization of prior service credit |
— |
|
|
— |
|
|
(7) |
|
|
(7) |
|
Amortization of actuarial net loss (gain) |
18 |
|
|
38 |
|
|
(13) |
|
|
(6) |
|
Net periodic benefit cost (income), excluding below |
(21) |
|
|
3 |
|
|
(28) |
|
|
(18) |
|
Multiemployer plans |
19 |
|
|
19 |
|
|
— |
|
|
— |
|
Settlement, termination and curtailment losses
(a)
|
1 |
|
|
— |
|
|
— |
|
|
— |
|
Net periodic benefit cost (income) |
$ |
(1) |
|
|
$ |
22 |
|
|
$ |
(28) |
|
|
$ |
(18) |
|
(a) During the three months ended March 31, 2022, pension benefits
incurred special termination charges of approximately
$1 million due to workforce restructuring.
|
Employer Contributions
During the first three months of 2022, U. S. Steel made cash
payments of $18 million to the Steelworkers Pension Trust and $1
million of pension payments not funded by trusts.
During the first three months of 2022, cash payments of $12 million
were made for other postretirement benefit payments not funded by
trusts.
Company contributions to defined contribution plans totaled $11
million and $10 million for the three months ended March 31,
2022 and 2021, respectively.
11. Stock-Based
Compensation Plans
U. S. Steel has outstanding stock-based compensation awards that
were granted by the Compensation & Organization Committee of
the Board of Directors, or its designee, under the 2005 Stock
Incentive Plan (2005 Plan) and the 2016 Omnibus Incentive
Compensation Plan, as amended and restated (Omnibus Plan). The
Company's stockholders approved the Omnibus Plan and authorized the
Company to issue up to 32,700,000 shares of U. S. Steel common
stock under the Omnibus Plan. While the awards that were previously
granted under the 2005 Plan remain outstanding, all future awards
will be granted under the Omnibus Plan. As of March 31, 2022,
there were 9,339,845 shares available for future grants under the
Omnibus Plan.
Recent grants of stock-based compensation consist of restricted
stock units, total stockholder return (TSR) performance awards and
return on capital employed (ROCE) performance awards. Shares of
common stock under the Omnibus Plan are issued from authorized, but
unissued stock. The following table is a summary of the awards made
under the Omnibus Plan during the first three months of 2022 and
2021.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2022 |
|
2021 |
Grant Details |
|
Shares(a)
|
Fair Value(b)
|
|
Shares(a)
|
Fair Value(b)
|
|
|
|
|
|
|
|
Restricted Stock Units |
|
1,169,470 |
|
$ |
24.27 |
|
|
1,418,380 |
|
$ |
17.92 |
|
Performance Awards
(c)
|
|
|
|
|
|
|
TSR |
|
225,030 |
|
$ |
28.53 |
|
|
306,930 |
|
$ |
19.46 |
|
ROCE
(d)
|
|
396,280 |
|
$ |
23.60 |
|
|
485,900 |
|
$ |
17.92 |
|
|
|
|
|
|
|
|
(a)
The share amounts shown in this table do not reflect an adjustment
for estimated forfeitures.
(b)
Represents the per share weighted average for all grants during the
period.
(c)
The number of performance awards shown represents the target share
grant of the award.
(d)
A portion of ROCE awards granted in 2022 and 2021
are not shown in the table because they were granted in
cash.
U. S. Steel recognized pretax stock-based compensation expense in
the amount of $16 million and $11 million in the three-month
periods ended March 31, 2022 and 2021,
respectively.
As of March 31, 2022, total future compensation expense
related to nonvested stock-based compensation arrangements was $91
million, and the weighted average period over which this expense is
expected to be recognized is approximately 22 months.
Stock Options
Compensation expense for stock options is recorded over the vesting
period based on the fair value on the date of grant, as calculated
by U. S. Steel using the Black-Scholes model and the assumptions
listed below. Awards generally vest ratably over a
three-year service period and have a term of ten years.
Stock options are generally issued at the average market price of
the underlying stock on the date of the grant. Upon exercise of
stock options, shares of U. S. Steel stock are issued from treasury
stock or from authorized, but unissued common stock. There have
been no stock options granted since 2017 other than the 171,000
performance-based stock options granted in December 2021, which are
further described below.
The expected annual dividends per share are based on the latest
annualized dividend rate at the date of grant; the expected life in
years is determined primarily from historical stock option exercise
data; the expected volatility is based on the historical volatility
of U. S. Steel stock; and the risk-free interest rate is based on
the U.S. Treasury strip rate for the expected life of the
option.
The 171,000 performance-based stock options granted in December
2021 do not become vested and exercisable until the Company's
20-trading day average closing stock price meets or exceeds the
following stock price hurdles during the
seven-year period beginning on the grant date, as
follows:
|
|
|
|
|
|
|
|
|
20-trading day Average Closing Stock Price Achievement During
7-Year Period Beginning on Grant Date
|
|
Percentage of Performance-Based Stock Options
Exercisable |
$ |
35.00 |
|
|
33.33 |
% |
$ |
45.00 |
|
|
33.33 |
% |
$ |
55.00 |
|
|
33.34 |
% |
Stock Awards
Restricted stock units awarded as part of annual grants generally
vest ratably over three years. Their fair value is the market price
of the underlying common stock on the date of grant. Restricted
stock units granted in connection with new-hire or retention grants
generally cliff vest three years from the date of the
grant.
TSR performance awards may vest at varying levels at the end of a
three-year performance period if U. S. Steel's total
stockholder return compared to the total stockholder return of a
peer group of companies meets specified performance criteria with
each year in the three-year performance period weighted at 20
percent and the full three-year performance weighted at 40 percent.
TSR performance awards can vest at between zero and 200 percent of
the target award. The fair value of the TSR performance awards is
calculated using a Monte Carlo simulation.
ROCE performance awards may vest at the end of a three-year
performance period contingent upon meeting the specified ROCE
performance metric. For the 2022 ROCE performance awards, each year
in the three-year performance period is weighted at 20 percent and
the full three-year period is weighted at 40 percent of the total
award. ROCE performance awards can vest between zero and 200
percent of the target award. The fair value of the ROCE performance
awards is the average market price of the underlying common stock
on the date of grant.
In December 2021, special performance-based restricted stock unit
awards (PSUs) were granted to members of the Company’s executive
leadership team. Shares are earned based on the achievement of
certain pre-set quantitative performance criteria during the
four-year performance period, January 1, 2022 through
December 31, 2025. Shares may vest following the expiration of the
Performance Period if the Company satisfies the performance
criteria.
The Chief Executive Officer was granted PSUs that vest with the
following, equally weighted, performance metrics: (i) EBITDA margin
expansion, (ii) greenhouse gas emissions intensity reduction, (iii)
asset portfolio optimization, (iv) leverage metrics and (v)
corporate relative valuation. Other members of the executive
leadership team were granted PSUs that vest with performance
criteria related to: (i) on time and on budget completion of the
second mini mill (30% of the grant), (ii) EBITDA margin expansion
(40% of the grant) and (iii) greenhouse gas emissions intensity
reduction (30% of the grant).
For the PSU awards, a payout is achievable at threshold (50% of
target), target (100% of target) or maximum (200% of target)
performance achievement. Payout amounts will be interpolated
between the threshold, target and maximum amounts.
12. Income
Taxes
Tax provision
For the three months ended March 31, 2022 and 2021, the
Company recorded a tax provision of $246 million and $1
million, respectively. The Company also recorded an increase in its
long-term state deferred tax asset of $4 million and a
decrease in its long-term federal deferred tax liability of
$15 million related to the adoption of ASU 2020-06. The tax
provisions for the first three months of 2022 and 2021 were based
on an estimated annual effective rate, which requires management to
make its best estimate of annual pretax income or loss and discrete
items recognized during the period.
The tax provision for the three months ended March 31, 2021
includes a $4 million benefit relating to favorably settling
prior tax period state income tax matters. Due to the full
valuation allowance on our domestic deferred tax assets, the tax
provision in 2021 does not reflect any material tax expense for
domestic pretax earnings.
Throughout the year, management regularly updates forecasted annual
pretax results for the various countries in which we operate based
on changes in factors such as prices, shipments, product mix, plant
operating performance and cost estimates. To the extent that actual
2022 pretax results for U.S. and foreign income or loss vary from
estimates applied herein, the actual tax provision or benefit
recognized in 2022 could be materially different from the
forecasted amount used to estimate the tax provision for the three
months ended March 31, 2022.
13. Earnings
and Dividends Per Common Share
Earnings Per Share Attributable to United States Steel Corporation
Stockholders
The effect of dilutive securities on weighted average common shares
outstanding included in the calculation of diluted earnings per
common share for the three months ended March 31, 2022 and
March 31, 2021 were as follows.
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
(Dollars in millions, except per share amounts) |
2022 |
2021 |
|
|
|
Earnings attributable to United States Steel Corporation
stockholders |
$ |
882 |
|
$ |
91 |
|
|
|
|
Weighted-average shares outstanding (in thousands): |
|
|
|
|
|
Basic |
261,453 |
|
249,351 |
|
|
|
|
Effect of Senior Convertible Notes
(a)
|
26,194 |
|
8,467 |
|
|
|
|
Effect of stock options, restricted stock units and performance
awards |
5,620 |
|
4,151 |
|
|
|
|
Adjusted weighted-average shares outstanding, diluted
(a)
|
293,267 |
|
261,969 |
|
|
|
|
Basic earnings per common share |
$ |
3.37 |
|
$ |
0.36 |
|
|
|
|
Diluted earnings per common share |
$ |
3.02 |
|
$ |
0.35 |
|
|
|
|
Excluded from the computation of diluted earnings per common share
due to their anti-dilutive effect were 0.6 million and
1.4 million outstanding securities granted under the Omnibus
Plan for the three months ended March 31, 2022 and 2021,
respectively.
Dividends Paid Per Share
The dividend for the first quarter of 2022 and 2021 was five cents
and one cent per common share, respectively.
14. Derivative
Instruments
U. S. Steel uses foreign exchange forward sales contracts (foreign
exchange forwards) with maturities up to 31 months to manage our
currency requirements and exposure to foreign currency exchange
rate fluctuations. The USSE and Flat-Rolled segments use hedge
accounting for their foreign exchange forwards. The Mini Mill
segment has not elected hedge accounting; therefore, the changes in
the fair value of their foreign exchange forwards are recognized
immediately in the Consolidated Statements of Operations
(mark-to-market accounting).
U. S. Steel also uses financial swaps to protect from the commodity
price risk associated with purchases of natural gas, zinc, tin,
electricity and iron ore pellets (commodity purchase swaps). We
elected cash flow hedge accounting for commodity purchase swaps for
natural gas, zinc and tin and iron ore pellets and use
mark-to-market accounting for electricity swaps. The maximum
derivative contract duration for commodity purchase swaps where
hedge accounting was elected and was not elected is 9 months and 21
months, respectively.
U. S. Steel has entered into financial swaps that are used to
partially manage the sales price risk of certain hot-rolled coil
sales (sales swaps) and iron ore pellet sales (zero cost collars).
Both the sales swaps and the zero cost collars are accounted for
using hedge accounting and have maturities of up to 9
months.
The table below shows the outstanding swap quantities used to hedge
forecasted purchases and sales as of March 31, 2022 and
March 31, 2021:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Hedge Contracts |
Classification |
March 31, 2022 |
|
March 31, 2021 |
Natural gas (in mmbtus) |
Commodity purchase swaps |
43,265,000 |
|
26,223,000 |
Tin (in metric tons) |
Commodity purchase swaps |
2,430 |
|
1,555 |
Zinc (in metric tons) |
Commodity purchase swaps |
15,679 |
|
19,021 |
Electricity (in megawatt hours) |
Commodity purchase swaps |
724,320 |
|
1,074,720 |
Iron ore pellets (in metric tons) |
Commodity purchase swaps |
30,000 |
|
— |
Iron ore pellets (in metric tons) |
Zero-cost collars |
1,080,000 |
|
— |
Hot-rolled coils (in tons) |
Sales swaps |
110,000 |
|
192,720 |
Foreign currency (in millions of euros) |
Foreign exchange forwards |
€ |
311 |
|
|
€ |
237 |
|
Foreign currency (in millions of dollars) |
Foreign exchange forwards |
$ |
158 |
|
|
$ |
9 |
|
The following summarizes the fair value amounts included in our
Condensed Consolidated Balance Sheets as of March 31, 2022,
and December 31, 2021:
|
|
|
|
|
|
|
|
|
Balance Sheet Location (in millions) |
March 31, 2022 |
December 31, 2021 |
Designated as Hedging Instruments |
|
|
Accounts receivable |
$ |
103 |
|
$ |
42 |
|
Accounts payable |
98 |
|
59 |
|
Investments and long-term receivables |
— |
|
2 |
|
Other long-term liabilities |
3 |
|
4 |
|
Not Designated as Hedging Instruments |
|
|
Accounts receivable |
13 |
|
5 |
|
Investments and long-term receivables |
7 |
|
5 |
|
The table below summarizes the effect of hedge accounting on
Accumulated Other Comprehensive Income (AOCI) and amounts
reclassified from AOCI into earnings for the three months ended
March 31, 2022 and 2021:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain (Loss) on Derivatives in AOCI |
|
|
Amount of Gain (Loss) Recognized in Income |
(In millions) |
Three Months Ended March 31, 2022 |
Three Months Ended March 31, 2021 |
|
Location of Reclassification from AOCI
(a)
|
Three Months Ended March 31, 2022 |
Three Months Ended March 31, 2021 |
Sales swaps |
$ |
(57) |
|
$ |
(44) |
|
|
Net sales |
$ |
(26) |
|
$ |
(10) |
|
Commodity purchase swaps |
88 |
|
10 |
|
|
Cost of sales
(b)
|
22 |
|
(1) |
|
Foreign exchange forwards |
(2) |
|
19 |
|
|
Cost of sales |
8 |
|
(5) |
|
(a)
The earnings impact of our hedging instruments substantially
offsets the earnings impact of the related hedged items resulting
in immaterial ineffectiveness.
(b)
Costs for commodity purchase swaps are recognized in cost of sales
as products are sold.
At current contract values, $86 million currently in AOCI as of
March 31, 2022 will be recognized as a decrease in cost of
sales over the next year and $81 million currently in AOCI as
of March 31, 2022 will be recognized as a decrease in net
sales over the next year.
The loss recognized for foreign exchange forwards and financial
swaps where hedge accounting was not elected was $9 million
for the three months ended March 31, 2022. The loss recognized
for foreign exchange forwards and financial swaps where hedge
accounting was not elected was $9 million for the three months
ended March 31, 2021.
15. Debt
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
Issuer/Borrower |
Interest
Rates % |
Maturity |
March 31, 2022 |
|
December 31, 2021 |
2037 Senior Notes |
U. S. Steel |
6.650 |
2037 |
350 |
|
|
350 |
|
2029 Senior Secured Notes |
Big River Steel |
6.625 |
2029 |
720 |
|
|
720 |
|
2029 Senior Notes |
U. S. Steel |
6.875 |
2029 |
748 |
|
|
750 |
|
2026 Senior Convertible Notes |
U. S. Steel |
5.000 |
2026 |
350 |
|
|
350 |
|
Environmental Revenue Bonds |
U. S. Steel |
4.125 - 6.750
|
2024 - 2050 |
647 |
|
|
647 |
|
Environmental Revenue Bonds |
Big River Steel |
4.500 - 4.750
|
2049 |
752 |
|
|
752 |
|
Finance leases and all other obligations |
U. S. Steel |
Various |
2022 - 2029 |
74 |
|
|
67 |
|
Finance leases and all other obligations |
Big River Steel |
Various |
2022 - 2031 |
126 |
|
|
122 |
|
Export Credit Agreement |
U. S. Steel |
Variable |
2031 |
136 |
|
|
136 |
|
Credit Facility Agreement |
U. S. Steel |
Variable |
2024 |
— |
|
|
— |
|
Big River Steel ABL Facility |
Big River Steel |
Variable |
2026 |
— |
|
|
— |
|
USSK Credit Agreement |
U. S. Steel Kosice |
Variable |
2026 |
— |
|
|
— |
|
USSK Credit Facility |
U. S. Steel Kosice |
Variable |
2024 |
— |
|
|
— |
|
Total Debt |
|
|
|
3,903 |
|
|
3,894 |
|
Less unamortized discount, premium, and debt issuance
costs |
|
|
|
(74) |
|
|
3 |
|
Less short-term debt, long-term debt due within one year, and
short-term issuance costs |
|
|
|
60 |
|
|
28 |
|
Long-term debt |
|
|
|
$ |
3,917 |
|
|
$ |
3,863 |
|
2029 Senior Notes
During the three months ended March 31, 2022, open market
repurchases were made of approximately $2 million of aggregate
principal on the 6.875% Senior Notes due 2029. An immaterial amount
of repurchase premium was incurred related to the
repayment.
2026 Senior Convertible Notes
In October 2019, U. S. Steel issued $350 million of 5.00%
Senior Convertible Notes due November 1, 2026 (2026 Senior
Convertible Notes). Interest on the 2026 Senior Convertible Notes
is payable semi-annually on May 1 and November 1 of each year. The
initial conversion rate for the 2026 Senior Convertible Notes is
74.8391 shares of U. S. Steel common stock per $1,000 principal
amount, equivalent to an initial conversion price of approximately
$13.36 per share of common stock, subject to adjustment pursuant to
the 2026 Senior Convertible Notes indenture. Based on the initial
conversion rate, the 2026 Senior Convertible Notes are convertible
into 26,193,685 shares of U. S. Steel common stock and we reserved
for the possible issuance of 33,396,930 shares, which is the
maximum amount that could be issued upon conversion. Prior to
August 1, 2026, holders of notes may convert all or a portion of
their notes at their option only upon the satisfaction of specified
conditions and during certain periods. On or after August 1, 2026,
holders may convert all or a portion of their notes prior to the
maturity date. Upon conversion, we will satisfy the obligation with
cash, common stock, or a combination thereof, at our election. U.
S. Steel may not redeem the 2026 Senior Convertible Notes prior to
November 5, 2023. On or after November 5, 2023 and prior to August
1, 2026, if the price per share of U. S. Steel's common stock has
been at least 130% of the conversion price for specified periods,
U. S. Steel may redeem all or a portion of the 2026 Senior
Convertible Notes at a cash redemption price of 100% of the
principal amount, plus accrued and unpaid interest.
If U. S. Steel undergoes a fundamental change, as defined in the
2026 Senior Convertible Notes, holders may require us to repurchase
the 2026 Senior Convertible Notes in whole or in part for cash at a
price equal to 100% of the principal amount of the 2026 Senior
Convertible Notes to be purchased plus any accrued and unpaid
interest up to, but excluding the repurchase date.
Big River Steel - Sustainability Linked ABL Facility
Big River Steel's amended senior secured asset-based revolving
credit facility (Big River Steel ABL Facility) matures on July 23,
2026. The facility is secured by first-priority liens on accounts
receivable and inventory and certain other assets and second
priority liens on most tangible and intangible assets of Big River
Steel in each case subject to permitted liens. Additionally, the
amendment includes sustainability targets related to carbon
reduction, safety performance and facility certification by
ResponsibleSteel™.
The Big River Steel ABL Facility provides for borrowings for
working capital and general corporate purposes in an amount equal
up to the lesser of (a) $350 million and (b) a borrowing base
calculated based on specified percentages of eligible accounts
receivables and inventory, subject to certain adjustments and
reserves.
Big River Steel LLC must maintain a fixed charge coverage ratio of
at least 1.00 to 1.00 for the most recent twelve consecutive months
when availability under the Big River Steel ABL Facility is less
than the greater of ten percent of the borrowing base availability
and $13 million. Based on the most recent four quarters as of
March 31, 2022, Big River Steel would have met the fixed
charge coverage ratio test. The facility includes affirmative and
negative covenants and events of default that are customary for
facilities of this type.
There were no loans outstanding under the Big River Steel ABL
Facility at March 31, 2022.
U. S. Steel - Sustainability Linked Credit Facility
Agreement
U. S. Steel's Fifth Amended and Restated Credit Facility Agreement
(Credit Facility Agreement) matures on October 25, 2024. The
facility is secured by first-priority liens on certain accounts
receivable and inventory and includes targets related to carbon
reduction, safety performance and facility certification by
ResponsibleSteel™.
The Credit Facility Agreement provides for borrowings for working
capital and general corporate purchases in an amount equal to the
lesser of (a) $1,750 million or (b) a borrowing base
calculated based on specified percentages of eligible accounts
receivable and inventory, subject to certain adjustments and
reserves. As of March 31, 2022, there were approximately
$4 million of letters of credit issued and no loans drawn
under the Credit Facility Agreement. U. S. Steel must maintain
a fixed charge coverage ratio of at least 1.00 to 1.00 for the most
recent four consecutive quarters when availability under the Credit
Facility Agreement is less than the greater of ten percent of the
total aggregate commitments and $175 million. Based on the
most recent four quarters as of March 31, 2022, the Company
would have met the fixed charge coverage ratio test.
U. S. Steel Košice
(USSK)
Credit Facilities
On September 29, 2021, USSK entered into a €300 million
(approximately $333 million) unsecured sustainability linked credit
agreement (USSK Credit Agreement). The USSK Credit Agreement
matures in 2026 and contains sustainability targets related to
carbon reduction, safety performance and facility certification by
ResponsibleSteel™. At March 31, 2022, USSK had no borrowings
under the USSK Credit Agreement.
At March 31, 2022, USSK had no borrowings under its €20
million credit facility (approximately $22 million) (USSK Credit
Facility) and the availability was approximately $14 million due to
approximately $8 million of customs and other guarantees
outstanding.
16. Fair
Value of Financial Instruments
The carrying value of cash and cash equivalents, current accounts
and notes receivable, accounts payable and accrued interest
included in the Condensed Consolidated Balance Sheet approximate
fair value. See Note 14 for disclosure of U. S. Steel’s derivative
instruments, which are accounted for at fair value on a recurring
basis.
Stelco Option for Minntac Mine Interest
On April 30, 2020 (Effective Date), the Company entered into an
Option Agreement with Stelco, Inc. (Stelco), that grants Stelco the
option to purchase a 25 percent interest (Option Interest) in a
to-be-formed entity (Joint Venture) that will own the Company’s
current iron ore mine located in Mt. Iron, Minnesota (Minntac
Mine). As consideration for the Option, Stelco paid the Company an
aggregate amount of $100 million in five $20 million
installments during the year-ended December 31, 2020 which are
recorded net of transaction costs in the Condensed Consolidated
Balance Sheet. In the event Stelco exercises the option, Stelco
will contribute an additional $500 million to the Joint
Venture, which amount shall be remitted solely to
U. S. Steel in the form of a one-time special
distribution, and the parties will engage in good faith
negotiations to finalize the master agreement (pursuant to which
Stelco will acquire the Option Interest) and the limited liability
company agreement of the Joint Venture.
The following table summarizes U. S. Steel’s financial liabilities
that were not carried at fair value at March 31, 2022 and
December 31, 2021. The fair value of long-term debt was
determined using Level 2 inputs.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2022 |
|
December 31, 2021 |
(In millions) |
Fair
Value |
|
Carrying
Amount |
|
Fair
Value |
|
Carrying
Amount |
Financial liabilities: |
|
|
|
|
|
|
|
Long-term debt
(a)
|
$ |
4,508 |
|
|
$ |
3,777 |
|
|
$ |
4,379 |
|
|
$ |
3,702 |
|
(a)
Excludes finance lease obligations.
17. Statement
of Changes in Stockholders’ Equity
The following table reflects the first three months of 2022 and
2021 reconciliation of the carrying amount of total equity, equity
attributable to U. S. Steel and equity attributable to
noncontrolling interests:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2022 (In millions) |
Total |
Retained Earnings |
Accumulated
Other
Comprehensive
Income |
Common
Stock |
Treasury
Stock |
Paid-in
Capital |
Non-
Controlling
Interest |
Balance at beginning of year |
$ |
9,103 |
|
$ |
3,534 |
|
$ |
331 |
|
$ |
280 |
|
$ |
(334) |
|
$ |
5,199 |
|
$ |
93 |
|
Comprehensive income (loss): |
|
|
|
|
|
|
|
Net earnings |
882 |
|
882 |
|
— |
|
— |
|
— |
|
— |
|
— |
|
Other comprehensive income (loss), net of tax: |
|
|
|
|
|
|
|
Pension and other benefit adjustments |
(3) |
|
— |
|
(3) |
|
— |
|
— |
|
— |
|
— |
|
Currency translation adjustment |
(28) |
|
— |
|
(28) |
|
— |
|
— |
|
— |
|
— |
|
Derivative financial instruments |
22 |
|
— |
|
22 |
|
— |
|
— |
|
— |
|
— |
|
Employee stock plans |
7 |
|
— |
|
— |
|
2 |
|
(20) |
|
25 |
|
— |
|
Common Stock Repurchased |
(123) |
|
— |
|
— |
|
— |
|
(123) |
|
— |
|
— |
|
Dividends paid on common stock |
(13) |
|
(13) |
|
— |
|
— |
|
— |
|
— |
|
— |
|
|
|
|
|
|
|
|
|
Cumulative effect upon adoption of Accounting Standards Update
2020-06 |
(56) |
|
22 |
|
— |
|
— |
|
— |
|
(78) |
|
— |
|
Balance at March 31, 2022 |
$ |
9,791 |
|
$ |
4,425 |
|
$ |
322 |
|
$ |
282 |
|
$ |
(477) |
|
$ |
5,146 |
|
$ |
93 |
|
|
|
|
|
|
|
|
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Three Months Ended March 31, 2021 (In millions) |
Total |
Accumulated Deficit |
Accumulated
Other
Comprehensive
Loss |
Common
Stock |
Treasury
Stock |
Paid-in
Capital |
Non-
Controlling
Interest |
Balance at beginning of year |
$ |
3,879 |
|
$ |
(623) |
|
$ |
(47) |
|
$ |
229 |
|
$ |
(175) |
|
$ |
4,402 |
|
$ |
93 |
|
Comprehensive income (loss): |
|
|
|
|
|
|
|
Net earnings |
91 |
|
91 |
|
— |
|
— |
|
— |
|
— |
|
— |
|
Other comprehensive income (loss), net of tax: |
|
|
|
|
|
|
|
Pension and other benefit adjustments |
24 |
|
— |
|
24 |
|
— |
|
— |
|
— |
|
— |
|
Currency translation adjustment |
(47) |
|
— |
|
(47) |
|
— |
|
— |
|
— |
|
— |
|
Derivative financial instruments |
(20) |
|
— |
|
(20) |
|
— |
|
— |
|
— |
|
— |
|
Employee stock plans |
6 |
|
— |
|
— |
|
2 |
|
(7) |
|
11 |
|
— |
|
Common Stock Issued |
790 |
|
— |
|
— |
|
48 |
|
|
742 |
|
— |
|
Dividends paid on common stock |
(3) |
|
|
— |
|
— |
|
— |
|
(3) |
|
— |
|
Balance at March 31, 2021 |
$ |
4,720 |
|
$ |
(532) |
|
$ |
(90) |
|
$ |
279 |
|
$ |
(182) |
|
$ |
5,152 |
|
$ |
93 |
|
|
|
|
|
|
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|
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18. Reclassifications
from Accumulated Other Comprehensive Income (AOCI)
|
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|
|
|
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|
|
|
|
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|
(In millions) |
Pension and
Other Benefit
Items |
|
Foreign
Currency
Items |
|
Unrealized (Loss) Gain on Derivatives |
|
Total |
Balance at December 31, 2021 |
$ |
(25) |
|
|
$ |
371 |
|
|
$ |
(15) |
|
|
$ |
331 |
|
Other comprehensive (loss) income before
reclassifications |
(2) |
|
|
(28) |
|
|
15 |
|
|
(15) |
|
Amounts reclassified from AOCI
(a)
|
(1) |
|
|
— |
|
|
7 |
|
|
6 |
|
Net current-period other comprehensive (loss) income |
(3) |
|
|
(28) |
|
|
22 |
|
|
(9) |
|
Balance at March 31, 2022 |
$ |
(28) |
|
|
$ |
343 |
|
|
$ |
7 |
|
|
$ |
322 |
|
|
|
|
|
|
|
|
|
Balance at December 31, 2020 |
$ |
(458) |
|
|
$ |
449 |
|
|
$ |
(38) |
|
|
$ |
(47) |
|
Other comprehensive loss before reclassifications |
— |
|
|
(47) |
|
|
(34) |
|
|
(81) |
|
Amounts reclassified from AOCI
(a)
|
24 |
|
|
— |
|
|
14 |
|
|
38 |
|
Net current-period other comprehensive income (loss) |
24 |
|
|
(47) |
|
|
(20) |
|
|
(43) |
|
Balance at March 31, 2021 |
$ |
(434) |
|
|
$ |
402 |
|
|
$ |
(58) |
|
|
$ |
(90) |
|
(a)
See table below for further details.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount reclassified from AOCI |
|
Three Months Ended March 31, |
|
|
Details about AOCI components (in millions) |
2022 |
|
2021 |
|
|
|
|
Amortization of pension and other benefit items
(a)
|
|
|
|
|
|
|
|
Prior service credits |
$ |
(7) |
|
|
$ |
(7) |
|
|
|
|
|
Actuarial losses |
6 |
|
|
31 |
|
|
|
|
|
Settlement, termination and curtailment losses |
— |
|
|
— |
|
|
|
|
|
Total pensions and other benefits items |
(1) |
|
|
24 |
|
|
|
|
|
Derivative reclassifications to Condensed Consolidated Statements
of Operations |
10 |
|
|
15 |
|
|
|
|
|
Total before tax |
9 |
|
|
39 |
|
|
|
|
|
Tax provision |
(3) |
|
|
(1) |
|
|
|
|
|
Net of tax |
$ |
6 |
|
|
$ |
38 |
|
|
|
|
|
(a)
These AOCI components are included in the computation of net
periodic benefit cost. See Note 10 for additional
details.
19. Transactions
with Related Parties
Related party sales and service transactions are primarily related
to equity investees and were $391 million and $295 million for the
three months ended March 31, 2022 and 2021.
Accounts payable to related parties include balances due to PRO-TEC
Coating Company, LLC (PRO-TEC) of $170 million and $98 million at
March 31, 2022 and December 31, 2021, respectively for
invoicing and receivables collection services provided by
U. S. Steel on PRO-TEC's behalf. U. S. Steel, as
PRO-TEC’s exclusive sales agent, is responsible for credit risk
related to those receivables. U. S. Steel also provides PRO-TEC
marketing, selling and customer service functions. Payables to
other related parties totaled $1 million for both periods ending
March 31, 2022 and December 31, 2021,
respectively.
Purchases from related parties for outside processing services
provided by equity investees amounted to $7 million and $20 million
for the three months ended March 31, 2022 and 2021,
respectively. Purchases of iron ore pellets from related parties
amounted to $25 million and $24 million for the three months ended
March 31, 2022 and 2021, respectively.
20. Restructuring
and Other Charges
During the three months ended March 31, 2022, the Company
recorded restructuring and other charges of $17 million
related to the planned sale of a component within the Flat-Rolled
segment. Cash payments were made related to severance and exit
costs of approximately $23 million.
During the three months ended March 31, 2021, the Company
recorded restructuring and other charges of $6 million. Cash
payments were made related to severance and exit costs of
approximately $29 million.
The activity in the accrued balances incurred in relation to
restructuring during the three months ended March 31, 2022 were as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In
millions) |
Employee Related Costs |
Exit Costs |
Non-cash Charges |
Total |
Balance at December 31, 2021 |
$ |
91 |
|
$ |
149 |
|
$ |
— |
|
$ |
240 |
|
Additional charges |
18 |
|
(1) |
|
— |
|
17 |
|
Cash payments/utilization
(a)
|
(7) |
|
(21) |
|
— |
|
(28) |
|
Balance at March 31, 2022 |
$ |
102 |
|
$ |
127 |
|
$ |
— |
|
$ |
229 |
|
(a)$5 million
of payments were made from the pension fund trust assets in the
Employee Related Costs column.
|
Accrued liabilities for restructuring programs are included in the
following balance sheet lines:
|
|
|
|
|
|
|
|
|
(In millions) |
March 31, 2022 |
December 31, 2021 |
Accounts payable |
$ |
31 |
|
$ |
34 |
|
Payroll and benefits payable |
1 |
|
2 |
|
Employee benefits |
101 |
|
88 |
|
Deferred credits and other noncurrent liabilities |
96 |
|
116 |
|
Total |
$ |
229 |
|
$ |
240 |
|
21. Contingencies
and Commitments
U. S. Steel is the subject of, or party to, a number of
pending or threatened legal actions, contingencies and commitments
involving a variety of matters, including laws and regulations
relating to the environment. Certain of these matters are discussed
below. The ultimate resolution of these contingencies could,
individually or in the aggregate, be material to the Condensed
Consolidated Financial Statements. However, management believes
that U. S. Steel will remain a viable and competitive
enterprise even though it is possible that these contingencies
could be resolved unfavorably.
U. S. Steel accrues for estimated costs related to
existing lawsuits, claims and proceedings when it is probable that
it will incur these costs in the future and the costs are
reasonably estimable.
Asbestos matters
–
As of March 31, 2022, U. S. Steel was a defendant in
approximately 919 active asbestos cases involving approximately
2,509 plaintiffs. The vast majority of these cases involve multiple
defendants. About 1,545, or approximately 61 percent, of these
plaintiff claims are currently pending in a jurisdiction which
permits filings with massive numbers of plaintiffs. At December 31,
2021, U. S. Steel was a defendant in approximately 915 active
asbestos cases involving approximately 2,505 plaintiffs. Based upon
U. S. Steel’s experience in such cases, it believes that
the actual number of plaintiffs who ultimately assert claims
against U. S. Steel will likely be a small fraction of
the total number of plaintiffs.
The following table shows the number of asbestos claims in the
current period and the prior three years:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Period ended |
|
Opening
Number
of Claims |
|
Claims
Dismissed,
Settled and
Resolved |
|
New Claims |
|
Closing
Number
of Claims |
December 31, 2019 |
|
2,320 |
|
195 |
|
265 |
|
2,390 |
December 31, 2020 |
|
2,390 |
|
240 |
|
295 |
|
2,445 |
December 31, 2021 |
|
2,445 |
|
198 |
|
258 |
|
2,505 |
March 31, 2022 |
|
2,505 |
|
61 |
|
65 |
|
2,509 |
The amount U. S. Steel accrues for pending asbestos
claims is not material to U. S. Steel’s financial
condition. However, U. S. Steel is unable to estimate the ultimate
outcome of asbestos-related claims due to a number of
uncertainties, including: (1) the rates at which new claims are
filed, (2) the number of and effect of bankruptcies of other
companies traditionally defending asbestos claims, (3)
uncertainties associated with the variations in the litigation
process from jurisdiction to jurisdiction, (4) uncertainties
regarding the facts, circumstances and disease process with each
claim and (5) any new legislation enacted to address
asbestos-related claims.
Further, U. S. Steel does not believe that an accrual for
unasserted claims is required. At any given reporting date, it is
probable that there are unasserted claims that will be filed
against the Company in the future. The Company engages an outside
valuation consultant to assist in assessing its ability to estimate
an accrual for unasserted claims. This assessment is based on the
Company's settlement experience, including recent claims trends.
The analysis focuses on settlements made over the last several
years as these claims are likely to best represent future claim
characteristics. After review by the valuation consultant and U. S.
Steel management, it was determined that the Company could not
estimate an accrual for unasserted claims.
Despite these uncertainties, management believes that the ultimate
resolution of these matters will not have a material adverse effect
on U. S. Steel’s financial condition.
Environmental matters
–
U. S. Steel is subject to federal, state, local and
foreign laws and regulations relating to the environment. These
laws generally provide for control of pollutants released into the
environment and require responsible parties to undertake
remediation of hazardous waste disposal sites. Penalties may be
imposed for noncompliance. Changes in accrued liabilities for
remediation activities where U. S. Steel is identified as a
named party are summarized in the following table:
|
|
|
|
|
|
(In millions) |
Three Months Ended March 31, 2022 |
Beginning of period |
$ |
158 |
|
Accruals for environmental remediation deemed probable and
reasonably estimable |
1 |
|
Obligations settled |
(8) |
|
End of period |
$ |
151 |
|
Accrued liabilities for remediation activities are included in the
following Condensed Consolidated Balance Sheet lines:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
|
March 31, 2022 |
|
December 31, 2021 |
Accounts payable and other accrued liabilities |
|
$ |
64 |
|
|
$ |
65 |
|
Deferred credits and other noncurrent liabilities |
|
87 |
|
|
93 |
|
Total |
|
$ |
151 |
|
|
$ |
158 |
|
Expenses related to remediation are recorded in cost of sales and
were immaterial for both the three-month periods ended
March 31, 2022 and March 31, 2021. It is not currently
possible to estimate the ultimate amount of all remediation costs
that might be incurred or the penalties that may be imposed. Due to
uncertainties inherent in remediation projects and the associated
liabilities, it is reasonably possible that total remediation costs
for active matters may exceed the accrued liabilities by as much as
15 to 30 percent.
Remediation Projects
U. S. Steel is involved in environmental remediation projects at or
adjacent to several current and former U. S. Steel
facilities and other locations that are in various stages of
completion ranging from initial characterization through
post-closure monitoring. Based on the anticipated scope and degree
of uncertainty of projects, the Company categorizes projects as
follows:
(1)Projects
with Ongoing Study and Scope Development
- For these projects, the extent of remediation that may be
required is not yet known, the remediation methods and plans are
not yet developed, and/or cost estimates cannot be determined.
Therefore, significant costs, in addition to the accrued
liabilities for these projects, are reasonably possible. There are
four environmental remediation projects where additional costs for
completion are not currently estimable, but could be material.
These projects are at Fairfield Works, Lorain Tubular, USS-UPI LLC
(UPI) and the former steelmaking plant at Joliet, Illinois. As of
March 31, 2022, accrued liabilities for these projects totaled
$1 million for the costs of studies, investigations, interim
measures, design and/or remediation. It is reasonably possible that
additional liabilities associated with future requirements
regarding studies, investigations, design and remediation for these
projects could be as much as $22 million to $36
million.
(2)Projects
with Significant Accrued liabilities with a Defined Scope -
As of March 31, 2022, there are three significant projects
with defined scope greater than or equal to $5 million each, with a
total accrued liability of $96 million. These projects are Gary
Resource Conservation and Recovery Act (the RCRA) (accrued
liability of $24 million), Duluth Works (accrued liability of $53
million) and the former Geneva facility (accrued liability of $19
million).
(3)Other
Projects with a Defined Scope -
These projects involve relatively small accrued liabilities for
which we believe that, while additional costs are possible, they
are not likely to be significant, and also include those projects
for which we do not yet possess sufficient information to estimate
potential costs to U. S. Steel. There are three other
environmental remediation projects which each had an accrued
liability of between $1 million and $5 million. The total accrued
liability for these projects at March 31, 2022 was $5 million.
These projects have progressed through a significant portion of the
design phase and material additional costs are not
expected.
The remaining environmental remediation projects each have an
accrued liability of less than $1 million each. The total accrued
liability for these projects at March 31, 2022 was
approximately $5 million. The Company does not foresee material
additional liabilities for any of these sites.
Post-Closure Costs
– Accrued liabilities for post-closure site monitoring and other
costs at various closed landfills totaled $24 million at
March 31, 2022 and were based on known scopes of
work.
Administrative and Legal Costs
– As of March 31, 2022, U. S. Steel had an accrued liability
of $10 million for administrative and legal costs related to
environmental remediation projects. These accrued liabilities were
based on projected administrative and legal costs for the next
three years and do not change significantly from year to
year.
Capital Expenditures
–
For a number of years, U. S. Steel has made substantial
capital expenditures to comply with various regulations, laws and
other requirements relating to the environment. Such capital
expenditures totaled $5 million and $3 million in the first
three months of 2022 and 2021, respectively. U. S. Steel
anticipates making additional such expenditures in the future,
which may be material; however, the exact amounts and timing of
such expenditures are uncertain because of the continuing evolution
of specific regulatory requirements.
European Union (the EU) Environmental Requirements
- Phase IV of the EU Emissions Trading System (the EU ETS)
commenced on January 1, 2021 and will finish on December 31, 2030.
The European Commission issued final approval of the Slovak
National Allocation table in July 2021. The Slovak Ministry of
Environment, after consent from the European Commission, allocated
the full amount of 2021 free allowances to USSE in December 2021.
In addition, a portion of the 2022 expected free allowances were
received by USSE in February 2022. In the fourth quarter of 2020,
USSE started purchasing European Union Allowances (EUA) for the
Phase IV period. As of March 31, 2022, we have pre-purchased
approximately 3.8 million EUA totaling €168 million
(approximately $186 million) to fully cover the estimated 2021
shortfall and 1.5 million EUA totaling €95 million
(approximately $105 million) to cover the expected 2022
shortfall of emission allowances..
The EU’s Industrial Emissions Directive requires implementation of
EU-determined best available techniques (BAT) for Iron and Steel
production to reduce environmental impacts as well as compliance
with BAT associated emission levels. Total capital expenditures for
projects to comply with or go beyond BAT requirements were €138
million (approximately $153 million) over the actual program
period. These costs were partially offset by the EU funding
received and may be mitigated over the next measurement periods if
USSK complies with certain financial covenants, which are assessed
annually. USSK complied with these covenants as of March 31,
2022. If we are unable to meet these covenants in the future, USSK
might be required to provide additional collateral (e.g., bank
guarantee) to secure 50 percent of the EU funding
received.
Environmental indemnifications
– Throughout its history, U. S. Steel has sold numerous properties
and businesses and many of these sales included indemnifications
and cost sharing agreements related to the assets that were
divested. The amount of potential environmental liability
associated with these transactions and properties is not estimable
due to the nature and extent of the unknown conditions related to
the properties divested and deconsolidated. Aside from the
environmental liabilities already recorded as a result of these
transactions due to specific environmental remediation activities
and cases (included in the $151 million of accrued liabilities for
remediation discussed above), there are no other known probable and
estimable environmental liabilities related to these
transactions.
Guarantees
– The maximum guarantees of the indebtedness of unconsolidated
entities of U. S. Steel totaled $7 million at
March 31, 2022.
Other contingencies
–
Under certain lease agreements covering various equipment,
U. S. Steel has the option to renew the lease or to
purchase the equipment at the end of the lease term. If
U. S. Steel does not exercise the purchase option by the
end of the lease term, U. S. Steel guarantees a residual value
of the equipment as determined at the lease inception date
(totaling approximately $14 million at March 31, 2022). No
liability has been recorded for these guarantees as the potential
loss is not probable.
The Company's project to develop a new highly sustainable and
technologically advanced steel mill in Osceola, Arkansas qualifies
for financing and related economic incentives associated with the
acquisition, development, construction, and
operation of the facility. These incentives consist of advance
lump-sum payments which are included in deferred credits and other
noncurrent liabilities on the condensed consolidated balance sheet.
In March 2022, the Company received a lump-sum payment of
approximately $82 million from proceeds from the sale of tax
credits under the State of Arkansas's Recycling Tax Credit (RTC)
program. These funds are to be used primarily for the acquisition
of project related equipment, however they may also be used for the
training and development of new employees hired for the project.
The Company is contingently liable for certain repayment penalties
if the Company fails to meet certain employment requirements in any
given period. Deferred income will be recognized into other gains,
net in the accompanying condensed consolidated statements of
operations on a systematic basis over the periods in which the
Company earns the granted funds by complying with the investment
and employment requirements of the grant programs.
Insurance
–
U.
S. Steel maintains insurance for certain property damage,
equipment, business interruption and general liability exposures;
however, insurance is applicable only after certain deductibles and
retainages. U. S. Steel is self-insured for certain other
exposures including workers’ compensation (where permitted by law)
and auto liability. Liabilities are recorded for workers’
compensation and personal injury obligations. Other costs resulting
from losses under deductible or retainage amounts or not otherwise
covered by insurance are charged against income upon
occurrence.
U. S. Steel uses surety bonds, trusts and letters of
credit to provide whole or partial financial assurance for certain
obligations such as workers’ compensation. The total amount of
active surety bonds, trusts and letters of credit being used for
financial assurance purposes was approximately $295 million as of
March 31, 2022, which reflects U. S. Steel’s maximum
exposure under these financial guarantees, but not its total
exposure for the underlying obligations. A significant portion of
our trust arrangements and letters of credit are collateralized by
the Credit Facility Agreement. The remaining trust arrangements and
letters of credit are collateralized by restricted cash. Restricted
cash, which is recorded in other current and noncurrent assets,
totaled $75 million and $78 million at March 31, 2022 and
December 31, 2021, respectively.
Capital Commitments
–
At March 31, 2022, U. S. Steel’s contractual
commitments to acquire property, plant and equipment totaled $1.875
billion.
Contractual Purchase Commitments –
U. S. Steel is obligated to make payments under contractual
purchase commitments, including unconditional purchase obligations.
Payments for contracts with remaining terms in excess of one year
are summarized below (in millions):
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Remainder of 2022 |
|
2023 |
|
2024 |
|
2025 |
|
2026 |
|
Later
Years |
|
Total |
$438 |
|
$562 |
|
$339 |
|
$335 |
|
$259 |
|
$741 |
|
$2,674 |
The majority of U. S. Steel’s unconditional purchase obligations
relates to the supply of industrial gases, and certain energy and
utility services with terms ranging from
two to 14 years. Unconditional purchase obligations also
include coke and steam purchase commitments related to a coke
supply agreement with Gateway Energy & Coke Company LLC
(Gateway) under which Gateway is obligated to supply a minimum
volume of the expected targeted annual production of the heat
recovery coke plant, and U. S. Steel is obligated to purchase the
coke from Gateway at the contract price. As of March 31, 2022,
if U. S. Steel were to terminate the agreement, it may be
obligated to pay in excess of $57 million.
Total payments relating to unconditional purchase obligations were
$217 million and $200 million for the three months ended
March 31, 2022 and 2021, respectively.
22. Common
Stock Issued and Repurchased
On October 25, 2021, the Board of Directors authorized a common
stock repurchase program that allowed for the repurchase of up to
$300 million of its outstanding common stock from time to time
in the open market or privately negotiated transactions. On January
24, 2022 the Board of Directors authorized an additional
$500 million under the stock repurchase program. U. S. Steel
repurchased 5,031,970 shares of common stock for approximately
$123 million under this program during the three months ended
March 31, 2022.
In February 2021, U. S. Steel issued 48.3 million shares of
common stock for net proceeds of approximately $790 million,
of which $1 million in issuance costs were paid during the
three months ended June 30, 2021.
|
|
|
|
|
|
Item 2. |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS |
Overview
For the three months ended March 31, 2022, the Company delivered
record first quarter performance. The Flat-rolled segment’s
performance reflected the impact of fixed price contracts that
reset significantly higher for 2022 which offset lower sales
volumes. In addition, the Company commenced construction of a pig
iron facility at Gary Works during the three months ended March 31,
2022. The Mini Mill segment continues to deliver significant gross
margin performance. In the U. S. Steel Europe segment, strong
performance was primarily the result of favorable pricing partially
offset by unfavorable raw material and energy costs. In Tubular, we
are well-positioned to profitably serve the U.S. energy market
resurgence. Our Electric Arc Furnace (EAF) and Tubular operations
in Fairfield as well as our suite of proprietary connections offer
comprehensive solutions for our customers.
In February 2022, Russia invaded Ukraine and active conflict
continues in the country. The war in Ukraine will likely continue
to cause disruption and instability in Russia, Ukraine, and the
markets in which we operate. The Company is constantly monitoring
the situation for impacts and risks to the business and is
implementing risk mitigating strategies where
possible.
As a result of the invasion, governments around the world,
including the European Union (EU) and the United States, have
enacted sanctions against Russia and Russian interests. We are
complying with all applicable sanctions that impact our
business.
United States Steel Europe (USSE) purchases certain raw materials
from sources that procure supply from Russia, including natural
gas, iron ore and coal. Since the onset of the war, and before,
USSE has been building its inventory of iron ore and coal and
procuring them through alternate sources. Current levels of iron
ore and coal are sufficient to serve customer demand in the second
quarter.
With the EU prohibiting purchases of coal from suppliers in Russia,
new purchases of coal originating from Russia have stopped. The
Company has built up sufficient inventory on site or in-transit to
meet current customer demand. Efforts to secure alternate sources
of supply are underway to continue meeting demand.
Additionally, in response to sanctions, Russia has cut off supply
of natural gas to certain countries, including Poland and Bulgaria.
We understand that the country of Slovakia has natural gas storage
levels that are sufficient to cover Slovakia's consumption through
the near term and expects additional shipments from Russian sources
of natural gas in the quarter. While not expected, if a natural gas
crisis is declared in Slovakia, operations at our USSE business
could be materially adversely impacted.
Future sanctions and responsive actions in the region remain
uncertain, but we continue to engage with various governmental
authorities and suppliers as we navigate the volatile situation.
Our team in USSE has been engaged in humanitarian efforts related
to the war, and we continue to operate to support the region's
people and economy.
RESULTS OF OPERATIONS
U. S. Steel's results in the three months ended March 31, 2022
compared to the same period in 2021 benefited from significantly
improved business conditions in each of the Company's four
reportable segments:
•North
American Flat-Rolled (Flat-Rolled):
Flat-Rolled results improved primarily due to higher steel prices
across most consumer and manufacturing industries, with both spot
and contract prices higher than pricing in the prior year period.
The benefit of pricing was partially offset by lower volumes and
increased raw material costs.
•Mini
Mill:
Mini Mill results improved primarily due to higher steel prices
across most customer and manufacturing industries and from a full
current quarter of results compared to a partial prior quarter with
the acquisition of Big River Steel occurring on January 15, 2021.
The benefit of higher net sales was partially offset by higher
costs, primarily related to raw materials.
•U.
S. Steel Europe (USSE):
USSE results improved primarily due to higher steel prices and
stronger demand, which were partially offset by increased raw
materials and energy costs.
•Tubular
Products (Tubular):
Tubular results improved primarily due to higher steel demand and
prices from the steady increase of drilling activity. These
benefits were partially offset by higher raw materials, operating
costs and continued high levels of imports.
Net sales
by segment
for the three months ended March 31, 2022 and 2021 are set
forth in the following table:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
|
|
(Dollars in millions, excluding intersegment sales) |
2022 |
|
2021 |
% Change |
|
|
|
|
|
Flat-Rolled Products (Flat-Rolled) |
$ |
2,954 |
|
|
$ |
2,272 |
|
30 |
% |
|
|
|
|
|
Mini Mill
(a)
|
718 |
|
|
450 |
|
60 |
% |
|
|
|
|
|
U. S. Steel Europe (USSE) |
1,251 |
|
|
798 |
|
57 |
% |
|
|
|
|
|
Tubular Products (Tubular) |
309 |
|
|
134 |
|
131 |
% |
|
|
|
|
|
Total sales from reportable
segments |
5,232 |
|
|
3,654 |
|
43 |
% |
|
|
|
|
|
Other |
2 |
|
|
10 |
|
(80) |
% |
|
|
|
|
|
Net sales |
$ |
5,234 |
|
|
$ |
3,664 |
|
43 |
% |
|
|
|
|
|
(a)
Mini Mill segment added after January 15, 2021 with the purchase of
the remaining equity interest in Big River Steel.
|
Management’s analysis of the
percentage change in net sales
for U. S. Steel’s reportable business segments for the
three months ended March 31, 2022 versus the three months
ended March 31, 2021 is set forth in the following
table:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Steel Products
(a)
|
|
|
|
Volume |
Price |
Mix |
Acquisition Variance |
FX
(b)
|
Other
(c)
|
Net
Change |
Flat-Rolled |
(15) |
% |
41 |
% |
— |
% |
n/a |
— |
% |
3 |
% |
29 |
% |
Mini Mill
(d)
|
(8) |
% |
41 |
% |
— |
% |
26 |
% |
— |
% |
1 |
% |
60 |
% |
USSE |
7 |
% |
58 |
% |
— |
% |
n/a |
(8) |
% |
— |
% |
57 |
% |
Tubular |
40 |
% |
96 |
% |
(3) |
% |
n/a |
— |
% |
(2) |
% |
131 |
% |
(a)
Excludes intersegment sales.
|
(b)
Foreign currency translation effects.
|
(c)
Primarily of sales of raw materials and coke making
by-products.
|
(d)
Mini Mill segment added after January 15, 2021 with the purchase of
the remaining equity interest in Big River Steel.
|
Net sales for the three months ended March 31, 2022 compared to the
same period in 2021 were $5,234 million and $3,664 million,
respectively.
•For
the Flat-Rolled segment the increase in sales primarily resulted
from higher average realized prices ($480 per ton) across products,
partially offset by decreased shipments (385 thousand tons) across
most products.
•For
the Mini Mill segment the increase in sales primarily resulted from
higher realized prices ($405 per ton) across all products and
increased shipments (60 thousand tons) as a result of the partial
period of the Company's controlling interest in Big River Steel in
Q1 2021.
•For
the USSE segment the increase in sales primarily resulted from
higher average realized prices ($361 per ton) across all products
and increased shipments (67 thousand tons) across most
products.
•For
the Tubular segment the increase in sales primarily resulted from
higher average realized prices ($977 per net ton) and increased
shipments (39 thousand tons).
Selling, general and administrative expenses
Selling, general and administrative expenses were $117 million in
the three months ended March 31, 2022 compared to $102 million
in the three months ended March 31, 2021. The increase in
expenses in the three months ended March 31, 2022
versus the same period in 2021 primarily in our Mini Mill and USSE
segments from higher profit, variable or incentive based
costs.
Restructuring and other charges
During the three months ended March 31, 2022 and
March 31, 2021 the Company recorded restructuring and other
charges of $17 million and $6 million. See Note 20 to the Condensed
Consolidated Financial Statements for further details.
Operating configuration adjustments
The Company also adjusted its operating configuration in response
to global overcapacity, unfair trade practices and increases in
domestic demand as a result of tariffs on imports by indefinitely
and temporarily idling and then re-starting production at certain
of its facilities. U. S. Steel will continue to adjust its
operating configuration in order to maximize its strategy of
providing Best for All profitable steel solutions for all
stakeholders.
Idled Operations
In December 2019, U. S. Steel announced that it would indefinitely
idle a significant portion of Great Lakes Works due to market
conditions including continued high levels of imports. The Company
began idling the iron and steelmaking facilities in March 2020 and
the hot strip mill rolling facility in June 2020.
In 2020, we took actions to adjust our footprint by idling certain
operations to better align production with customer demand and
respond to the impacts from the COVID-19 pandemic. The operations
that were initially idled in 2020 and remained idle as of
March 31, 2022 included:
•Blast
Furnace A at Granite City Works
•Lone
Star Tubular Operations
•Lorain
Tubular Operations
•Wheeling
Machine Products coupling production facility at Hughes Springs,
Texas
As of March 31, 2022 the carrying value of the idled fixed
assets for facilities noted above was: Granite City Works Blast
Furnace A, $60 million; Lone Star Tubular Operations, $5 million;
Lorain Tubular Operations, $65 million and Wheeling Machine
Product's production facility, immaterial.
In December 2021, the Company permanently idled the steelmaking
operations at its Great Lakes Works facility. The coil finishing
process continues to operate and the iron making process at Great
Lakes Works remains idled for an indefinite period of time. The
carrying value of the remaining Great Lakes Works indefinitely
idled facilities was approximately $155 million as of March 31,
2022. In addition, in March 2022, the Company permanently idled the
finishing facilities at its East Chicago Tin operations, which had
been idled on an indefinite basis during 2019.
Earnings (loss) before interest and income taxes
by segment is set forth in the following table:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended March 31, |
%
Change |
|
|
(Dollars in millions) |
2022 |
2021 |
|
|
Flat-Rolled |
$ |
513 |
|
$ |
146 |
|
251 |
% |
|
|
|
Mini Mill
(a)
|
278 |
|
132 |
|
111 |
% |
|
|
|
USSE |
264 |
|
105 |
|
151 |
% |
|
|
|
Tubular |
77 |
|
(29) |
|
366 |
% |
|
|
|
|
Total earnings from reportable segments |
1,132 |
|
354 |
|
220 |
% |
|
|
|
Other |
7 |
|
8 |
|
(13) |
% |
|
|
|
|
Segment earnings before interest and income taxes |
1,139 |
|
362 |
|
215 |
% |
|
|
|
Items not allocated to segments: |
|
|
|
|
|
|
|
Restructuring and other charges |
(17) |
|
(6) |
|
|
|
|
|
|
Other charges, net |
(4) |
|
(42) |
|
|
|
|
|
|
Gains on asset sold and previously held investments |
— |
|
111 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total earnings before interest and income taxes |
$ |
1,118 |
|
$ |
425 |
|
163 |
% |
|
|
|
(a)
Mini Mill segment added after January 15, 2021 with the purchase of
the remaining equity interest in Big River Steel.
|
Segment results for Flat-Rolled
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended March 31, |
%
Change |
|
|
|
2022 |
2021 |
|
|
Earnings before interest and taxes ($ millions) |
$ |
513 |
|
$ |
146 |
|
251 |
% |
|
|
|
Gross margin |
23 |
% |
15 |
% |
8 |
% |
|
|
|
Raw steel production (mnt) |
2,205 |
|
2,581 |
|
(15) |
% |
|
|
|
Capability utilization |
68 |
% |
62 |
% |
6 |
% |
|
|
|
Steel shipments (mnt) |
1,947 |
|
2,332 |
|
(17) |
% |
|
|
|
Average realized steel price per ton |
$ |
1,368 |
|
$ |
888 |
|
54 |
% |
|
|
|
The increase in Flat-Rolled results for the three months ended
March 31, 2022 compared to the same period in 2021 was primarily
due to:
•increased
average realized prices, including mix (approximately $955
million)
•increased
coke, iron ore and other non-steel sales (approximately $35
million)
•favorable
equity investees income (approximately $30 million),
these changes were partially offset by:
•decreased
shipments (approximately $95 million)
•higher
raw material costs (approximately $165 million)
•higher
energy costs (approximately $75 million)
•increased
operating costs (approximately $185 million)
•higher
other costs predominantly variable compensation (approximately $135
million).
Gross margin for the
three months
ended
March 31, 2022 compared to the same period in 2021 increased
primarily as a result of higher average realized
prices.
Segment results for Mini Mill
(a)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
%
Change |
|
|
|
2022 |
2021 |
|
|
Earnings before interest and taxes ($ millions) |
$ |
278 |
|
132 |
|
111 |
% |
|
|
|
Gross margin |
46 |
% |
36 |
% |
10 |
% |
|
|
|
Raw steel production (mnt) |
601 |
|
510 |
|
18 |
% |
|
|
|
Capability utilization |
74 |
% |
75 |
% |
(1) |
% |
|
|
|
Steel shipments (mnt) |
507 |
|
447 |
|
13 |
% |
|
|
|
Average realized steel price per ton |
$ |
1,372 |
|
$ |
967 |
|
42 |
% |
|
|
|
(a)
Mini Mill segment added after January 15, 2021 with the purchase of
the remaining equity interest in Big River Steel.
|
The increase in Mini Mill results for the three months ended March
31, 2022 compared to the same period in 2021 was primarily due
to:
•increased
average realized prices, including mix (approximately $245
million)
•increased
shipments (approximately $25 million) as a result of the partial
period of the Company's controlling interest in Big River Steel in
Q1 2021.
these changes were partially offset by:
•higher
raw material costs (approximately $75 million)
•increased
operating costs (approximately $15 million)
•higher
energy costs (approximately $5 million)
•higher
other costs, primarily variable compensation (approximately $30
million).
Gross margin for the
three months
ended
March 31, 2022 compared to the same period in 2021 increased
primarily as a result of higher average realized
prices.
Segment results for USSE
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
%
Change |
|
|
|
2022 |
2021 |
|
|
Earnings before interest and taxes ($ millions) |
$ |
264 |
|
$ |
105 |
|
151 |
% |
|
|
|
Gross margin |
24 |
% |
17 |
% |
7 |
% |
|
|
|
Raw steel production (mnt) |
1,088 |
|
1,197 |
|
(9) |
% |
|
|
|
Capability utilization |
88 |
% |
97 |
% |
(9) |
% |
|
|
|
Steel shipments (mnt) |
1,110 |
|
1,043 |
|
6 |
% |
|
|
|
Average realized steel price per ($/ton) |
$ |
1,109 |
|
$ |
748 |
|
48 |
% |
|
|
|
Average realized steel price per (€/ton) |
€ |
988 |
|
€ |
620 |
|
59 |
|