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DEBT AND CREDIT FACILITIES | 12 Months Ended
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Dec. 31, 2020
Debt Disclosure [Abstract] |
DEBT AND CREDIT FACILITIES | The following represents a summary of our long-term debt:
(In Millions)
December 31, 2020
Debt Instrument |  | Issuer 1 |  | Annual Effective Interest Rate |  | Total Principal Amount |  | Unamortized Debt Issuance Costs |  | Unamortized Premiums (Discounts) |  | Total Debt
Senior Secured Notes: |  |  |  |  |  |  |  |  |  |  |  |
4.875% 2024 Senior Secured Notes |  | Cliffs |  | 5.00% |  | $ | 395 |  |  | $ | (3) |  |  | $ | (1) |  |  | $ | 391 |
9.875% 2025 Senior Secured Notes |  | Cliffs |  | 10.57% |  | 955 |  |  | (8) |  |  | (25) |  |  | 922 |
6.75% 2026 Senior Secured Notes |  | Cliffs |  | 6.99% |  | 845 |  |  | (20) |  |  | (9) |  |  | 816 |
Senior Unsecured Notes: |  |  |  |  |  |  |  |  |  |  |  |
7.625% 2021 AK Senior Notes |  | AK Steel |  | 7.33% |  | 34 |  |  | — |  |  | — |  |  | 34 |
7.50% 2023 AK Senior Notes |  | AK Steel |  | 6.17% |  | 13 |  |  | — |  |  | — |  |  | 13 |
6.375% 2025 Senior Notes |  | Cliffs |  | 8.11% |  | 64 |  |  | — |  |  | (4) |  |  | 60 |
6.375% 2025 AK Senior Notes |  | AK Steel |  | 8.11% |  | 29 |  |  | — |  |  | (2) |  |  | 27 |
1.50% 2025 Convertible Senior Notes |  | Cliffs |  | 6.26% |  | 296 |  |  | (4) |  |  | (49) |  |  | 243 |
5.75% 2025 Senior Notes |  | Cliffs |  | 6.01% |  | 396 |  |  | (3) |  |  | (4) |  |  | 389 |
7.00% 2027 Senior Notes |  | Cliffs |  | 9.24% |  | 73 |  |  | — |  |  | (8) |  |  | 65 |
7.00% 2027 AK Senior Notes |  | AK Steel |  | 9.24% |  | 56 |  |  | — |  |  | (6) |  |  | 50 |
5.875% 2027 Senior Notes |  | Cliffs |  | 6.49% |  | 556 |  |  | (4) |  |  | (18) |  |  | 534 |
6.25% 2040 Senior Notes |  | Cliffs |  | 6.34% |  | 263 |  |  | (2) |  |  | (3) |  |  | 258 |
IRBs due 2024 to 2028 |  | AK Steel |  | Various |  | 92 |  |  | — |  |  | 2 |  |  | 94 |
EDC Revolving Facility 3 |  | * |  | 3.25% |  | 40 |  |  | — |  |  | — |  |  | 18 |
ABL Facility 3 |  | Cliffs 2 |  | 2.15% |  | 3,500 |  |  | — |  |  | — |  |  | 1,510 |
Total debt |  |  |  |  |  |  |  |  |  |  |  | 5,424 |
Less: current debt |  |  |  |  |  |  |  |  |  |  |  | 34 |
Total long-term debt |  |  |  |  |  |  |  |  |  |  |  | $ | 5,390 |
* Our subsidiaries, Fleetwood Metal Industries Inc. and The Electromac Group Inc., are the borrowers under the EDC Revolving Facility.
1 Unless otherwise noted, references in this column and throughout this Note 8 - DEBT AND CREDIT FACILITIES to "Cliffs" are to Cleveland-Cliffs Inc., and references to "AK Steel" are to AK Steel Corporation (n/k/a Cleveland-Cliffs Steel Corporation).
2 Refers to Cleveland-Cliffs Inc. as borrower under our ABL Facility.
3 The total principal amounts for the indicated credit facilities are stated at their respective maximum borrowing capacities.
(In Millions)
December 31, 2019
Debt Instrument |  | Issuer 1 |  | Annual Effective Interest Rate |  | Total Principal Amount |  | Debt Issuance Costs |  | Unamortized Discounts |  | Total Debt
Senior Secured Notes: |  |  |  |  |  |  |  |  |  |  |  |
4.875% 2024 Senior Notes |  | Cliffs |  | 5.00% |  | $ | 400 |  |  | $ | (5) |  |  | $ | (2) |  |  | $ | 393 |
Senior Unsecured Notes: |  |  |  |  |  |  |  |  |  |  |  |
1.50% 2025 Convertible Senior Notes |  | Cliffs |  | 6.26% |  | 316 |  |  | (4) |  |  | (65) |  |  | 247 |
5.75% 2025 Senior Notes |  | Cliffs |  | 6.01% |  | 473 |  |  | (3) |  |  | (6) |  |  | 464 |
5.875% 2027 Senior Notes |  | Cliffs |  | 6.49% |  | 750 |  |  | (6) |  |  | (27) |  |  | 717 |
6.25% 2040 Senior Notes |  | Cliffs |  | 6.34% |  | 298 |  |  | (2) |  |  | (3) |  |  | 293 |
Former ABL Facility |  | Cliffs 2 |  | N/A |  | 450 |  |  | N/A |  | N/A |  | — |
Total long-term debt |  |  |  |  |  |  |  |  |  |  |  | $ | 2,114 |
1 Unless otherwise noted, references in this column to "Cliffs" are to Cleveland-Cliffs Inc.
2 Refers to Cleveland-Cliffs Inc. and certain of its subsidiaries as borrowers under our Former ABL Facility.
Outstanding Senior Secured Notes 9.875% 2025 Senior Secured Notes On April 17, 2020, we entered into an indenture among Cliffs, the guarantors party thereto and U.S. Bank National Association, as trustee and notes collateral agent, relating to the issuance by Cliffs of $400 million aggregate principal amount of 9.875% 2025 Senior Secured Notes issued at 94.5% of face value. On April 24, 2020, we issued an additional $555 million aggregate principal amount of 9.875% 2025 Senior Secured Notes issued at 99.0% of face value. These additional notes are of the same class and series as, and otherwise identical to, the 9.875% 2025 Senior Secured Notes issued on April 17, 2020, other than with respect to the date of issuance and issue price. The 9.875% 2025 Senior Secured Notes were issued in private placement transactions exempt from the registration requirements of the Securities Act. The 9.875% 2025 Senior Secured Notes bear interest at a rate of 9.875% per annum, payable semi-annually in arrears on April 17 and October 17 of each year, commencing on October 17, 2020. The 9.875% 2025 Senior Secured Notes will mature on October 17, 2025 and are secured senior obligations of Cliffs. The 9.875% 2025 Senior Secured Notes are jointly and severally and fully and unconditionally guaranteed on a senior secured basis by substantially all of our material domestic subsidiaries and are secured (subject in each case to certain exceptions and permitted liens) by (i) a first-priority lien, on a pari passu basis with the 6.75% 2026 Senior Secured Notes and 4.875% 2024 Senior Secured Notes, on substantially all of our assets and the assets of the guarantors, other than the ABL Collateral (as defined below), and (ii) a second-priority lien on the ABL Collateral, which is junior to a first-priority lien for the benefit of the lenders under our ABL Facility. The 9.875% 2025 Senior Secured Notes may be redeemed, in whole or in part, at any time at our option upon not less than 30, and not more than 60, days' prior notice sent to the holders of the 9.875% 2025 Senior Secured Notes. The following is a summary of redemption prices for our 9.875% 2025 Senior Secured Notes:
Redemption Period |  | Redemption Price 1 |  | Restricted Amount
Prior to October 17, 2022 - using proceeds of equity issuance |  | 109.875 |  | % |  | Up to 35% of original aggregate principal
Prior to October 17, 2022 2 |  | 100.000 |  |  |  |
Beginning on October 17, 2022 |  | 107.406 |  |  |  |
Beginning on April 17, 2023 |  | 104.938 |  |  |  |
Beginning on April 17, 2024 |  | 102.469 |  |  |  |
Beginning on April 17, 2025 and thereafter |  | 100.000 |  |  |  |
1 Plus accrued and unpaid interest, if any, up to, but excluding, the redemption date.
2 Plus a "make-whole" premium.
In addition, if a change in control triggering event, as defined in the indenture, occurs with respect to the 9.875% 2025 Senior Secured Notes, we will be required to offer to purchase the notes at a purchase price equal to 101% of their principal amount, plus accrued and unpaid interest, if any, to, but not including, the date of purchase. The terms of the 9.875% 2025 Senior Secured Notes contain certain customary covenants; however, there are no financial covenants. 6.75% 2026 Senior Secured Notes On March 13, 2020, we entered into an indenture among Cliffs, the guarantors party thereto and U.S. Bank National Association, as trustee and notes collateral agent, relating to the issuance of $725 million aggregate principal amount of 6.75% 2026 Senior Secured Notes issued at 98.783% of face value. On June 19, 2020, we issued an additional $120 million aggregate principal amount of 6.75% 2026 Senior Secured Notes issued at 99.25% of face value. These additional notes are of the same class and series as, and otherwise identical to, the 6.75% 2026 Senior Secured Notes issued on March 13, 2020, other than with respect to the date of issuance and issue price. The 6.75% 2026 Senior Secured Notes were issued in private placement transactions exempt from the registration requirements of the Securities Act. The 6.75% 2026 Senior Secured Notes bear interest at a rate of 6.75% per annum, payable semi-annually in arrears on March 15 and September 15 of each year, commencing on September 15, 2020. The 6.75% 2026 Senior Secured Notes mature on March 15, 2026 and are secured senior obligations of Cliffs. The 6.75% 2026 Senior Secured Notes are jointly and severally and fully and unconditionally guaranteed on a senior secured basis by substantially all of our material domestic subsidiaries and are secured (subject in each case to certain exceptions and permitted liens) by (i) a first-priority lien, on a pari passu basis with the 4.875% 2024 Senior Secured Notes and 9.875% 2025 Senior Secured Notes, on substantially all of our assets and the assets of the guarantors, other than the ABL Collateral, and (ii) a second-priority lien on the ABL Collateral, which is junior to a first-priority lien for the benefit of the lenders under our ABL Facility. The 6.75% 2026 Senior Secured Notes may be redeemed, in whole or in part, at any time at our option upon not less than 30, and not more than 60, days' prior notice sent to the holders of the 6.75% 2026 Senior Secured Notes. The following is a summary of redemption prices (expressed as a percentage of the principal amount to be redeemed) for our 6.75% 2026 Senior Secured Notes:
Redemption Period |  | Redemption Price 1 |  | Restricted Amount
Prior to March 15, 2022 - using proceeds of equity issuance |  | 106.750 |  | % |  | Up to 35% of original aggregate principal
Prior to March 15, 2022 2 |  | 100.000 |  |  |  |
Beginning on March 15, 2022 |  | 105.063 |  |  |  |
Beginning on March 15, 2023 |  | 103.375 |  |  |  |
Beginning on March 15, 2024 |  | 101.688 |  |  |  |
Beginning on March 15, 2025 and thereafter |  | 100.000 |  |  |  |
1 Plus accrued and unpaid interest, if any, up to, but excluding, the redemption date.
2 Plus a "make-whole" premium.
In addition, if a change in control triggering event, as defined in the indenture, occurs with respect to the 6.75% 2026 Senior Secured Notes, we will be required to offer to purchase the notes at a purchase price equal to 101% of their principal amount, plus accrued and unpaid interest, if any, to, but not including, the date of purchase. The terms of the 6.75% 2026 Senior Secured Notes contain certain customary covenants; however, there are no financial covenants. 4.875% 2024 Senior Secured Notes Our 4.875% 2024 Senior Secured Notes bear interest at a rate of 4.875% per annum, which is payable semi-annually in arrears on January 15 and July 15 of each year. The 4.875% 2024 Senior Secured Notes mature on January 15, 2024 and are secured senior obligations of Cliffs. Our 4.875% 2024 Senior Secured Notes are jointly and severally and fully and unconditionally guaranteed on a senior secured basis by substantially all of our material domestic subsidiaries and are secured (subject in each case to certain exceptions and permitted liens) by (i) a first-priority lien, on a pari passu basis with the 9.875% 2025 Senior Secured Notes and 6.75% 2026 Senior Secured Notes, on substantially all of our assets and the assets of the guarantors, other than the ABL Collateral, and (ii) a second-priority lien on the ABL Collateral, which is junior to a first-priority lien for the benefit of the lenders under our ABL Facility. The 4.875% 2024 Senior Secured Notes may be redeemed, in whole or in part, at any time at our option upon not less than 30, and not more than 60, days' prior notice sent to the holders of the 4.875% 2024 Senior Secured Notes. The following is a summary of redemption prices (expressed as a percentage of the principal amount to be redeemed) for our 4.875% 2024 Senior Secured Notes:
Redemption Period |  | Redemption Price 1
Beginning on January 15, 2021 |  | 102.438 |  | %
Beginning on January 15, 2022 |  | 101.219 |  |
Beginning on January 15, 2023 and thereafter |  | 100.000 |  |
1 Plus accrued and unpaid interest, if any, up to but excluding the redemption date.
In addition, if a change in control triggering event, as defined in the indenture, occurs with respect to the 4.875% 2024 Senior Secured Notes, we will be required to offer to purchase the notes at a purchase price equal to 101% of their principal amount, plus accrued and unpaid interest, if any, to, but not including, the date of purchase. The terms of the 4.875% 2024 Senior Secured Notes contain certain covenants; however, there are no financial covenants. Outstanding Senior Unsecured Notes Cliffs Senior Notes exchanged for AK Steel Corporation Senior Notes On March 16, 2020, we entered into indentures, in each case among Cliffs, the guarantors party thereto and U.S. Bank National Association, as trustee, relating to the issuance by Cliffs of $232 million aggregate principal amount of 6.375% 2025 Senior Notes and $335 million aggregate principal amount of 7.00% 2027 Senior Notes. The new notes were issued in exchange for equal aggregate principal amounts of 6.375% 2025 AK Senior Notes and 7.00% 2027 AK Senior Notes, respectively, issued by AK Steel Corporation. The 6.375% 2025 Senior Notes and 7.00% 2027 Senior Notes were issued in connection with the AK Steel Merger pursuant to private exchange offers exempt from the registration requirements of the Securities Act made by Cliffs. Pursuant to the registration rights agreements executed in connection with the issuance of the new notes, we agreed to file registration statements with the SEC with respect to registered offers to exchange the 6.375% 2025 Senior Notes and 7.00% 2027 Senior Notes for publicly registered notes within 365 days of the closing date, with all significant terms and conditions remaining the same. The 6.375% 2025 Senior Notes and 7.00% 2027 Senior Notes are unsecured obligations and rank equally in right of payment with all of our existing and future unsecured and unsubordinated indebtedness. The notes are guaranteed on a senior unsecured basis by our material direct and indirect wholly owned domestic subsidiaries and, therefore, are structurally senior to any of our existing and future indebtedness that is not guaranteed by such guarantors and are structurally subordinated to all existing and future indebtedness and other liabilities of our subsidiaries that do not guarantee the notes. In addition, if a change in control triggering event, as defined in the indentures, occurs with respect to the 6.375% 2025 Senior Notes or 7.00% 2027 Senior Notes, we will be required to offer to purchase the notes at a purchase price equal to 101% of their principal amount, plus accrued and unpaid interest, if any, to, but not including, the date of purchase. The terms of the 6.375% 2025 Senior Notes and 7.00% 2027 Senior Notes contain certain customary covenants; however, there are no financial covenants. 6.375% 2025 Senior Notes The 6.375% 2025 Senior Notes bear interest at a rate of 6.375% per annum, payable semi-annually in arrears on April 15 and October 15 of each year, commencing on April 15, 2020. The 6.375% 2025 Senior Notes mature on October 15, 2025. The 6.375% 2025 Senior Notes may be redeemed, in whole or in part, at any time at our option upon not less than 30, and not more than 60, days' prior notice sent to the holders of the 6.375% 2025 Senior Notes. The following is a summary of redemption prices (expressed as a percentage of the principal amount to be redeemed) for our 6.375% 2025 Senior Notes:
Redemption Period |  | Redemption Price 1
Beginning on October 15, 2020 |  | 103.188 |  | %
Beginning on October 15, 2021 |  | 101.594 |  |
Beginning on October 15, 2022 and thereafter |  | 100.000 |  |
1 Plus accrued and unpaid interest, if any, up to but excluding the redemption date.
7.00% 2027 Senior Notes The 7.00% 2027 Senior Notes bear interest at a rate of 7.00% per annum, payable semi-annually in arrears on March 15 and September 15 of each year, commencing on September 15, 2020. The 7.00% 2027 Senior Notes mature on March 15, 2027. The 7.00% 2027 Senior Notes may be redeemed, in whole or in part, at any time at our option upon not less than 30, and not more than 60, days' prior notice sent to the holders of the 7.00% 2027 Senior Notes. The following is a summary of redemption prices (expressed as a percentage of the principal amount to be redeemed) for our 7.00% 2027 Senior Notes:
Redemption Period |  | Redemption Price 1
Prior to March 15, 2022 2 |  | 100.000 |  | %
Beginning on March 15, 2022 |  | 103.500 |  |
Beginning on March 15, 2023 |  | 102.333 |  |
Beginning on March 15, 2024 |  | 101.167 |  |
Beginning on March 15, 2025 and thereafter |  | 100.000 |  |
1 Plus accrued and unpaid interest, if any, up to but excluding the redemption date.
2 Plus a "make-whole" premium.
AK Steel Corporation Unsecured Senior Notes As of December 31, 2020, AK Steel Corporation had outstanding a total of $132 million aggregate principal amount of 7.625% 2021 AK Senior Notes, 7.50% 2023 AK Senior Notes, 6.375% 2025 AK Senior Notes and 7.00% 2027 AK Senior Notes. These senior notes are unsecured obligations and rank equally in right of payment with AK Steel Corporation's guarantees of Cliffs' unsecured and unsubordinated indebtedness. These notes contain no financial covenants. The 7.625% 2021 AK Senior Notes, 7.50% 2023 AK Senior Notes, 6.375% 2025 AK Senior Notes and 7.00% 2027 AK Senior Notes may be redeemed, in whole or in part, at any time at our option upon not less than 30, and not more than 60, days' prior notice sent to the respective holders of such notes. We may redeem the 7.625% 2021 AK Senior Notes at 100.000% of their principal amount, together with all accrued and unpaid interest to the date of redemption. The following is a summary of redemption prices (expressed as a percentage of the principal amount to be redeemed) for the 7.50% 2023 AK Senior Notes:
Redemption Period |  | Redemption Price 1
Beginning on July 15, 2020 |  | 101.875 |  | %
Beginning on July 15, 2021 and thereafter |  | 100.000 |  |
1 Plus accrued and unpaid interest, if any, up to but excluding the redemption date.
The following is a summary of redemption prices (expressed as a percentage of the principal amount to be redeemed) for the 6.375% 2025 AK Senior Notes:
Redemption Period |  | Redemption Price 1
Beginning on October 15, 2020 |  | 103.188 |  | %
Beginning on October 15, 2021 |  | 101.594 |  |
Beginning on October 15, 2022 and thereafter |  | 100.000 |  |
1 Plus accrued and unpaid interest, if any, up to but excluding the redemption date.
The following is a summary of redemption prices (expressed as a percentage of the principal amount to be redeemed) for the 7.00% 2027 AK Senior Notes:
Redemption Period |  | Redemption Price 1
Prior to March 15, 2022 2 |  | 100.000 |  | %
Beginning on March 15, 2022 |  | 103.500 |  |
Beginning on March 15, 2023 |  | 102.333 |  |
Beginning on March 15, 2024 |  | 101.167 |  |
Beginning on March 15, 2025 and thereafter |  | 100.000 |  |
1 Plus accrued and unpaid interest, if any, up to but excluding the redemption date.
2 Plus a "make-whole" premium.
1.50% 2025 Convertible Senior Notes The 1.50% 2025 Convertible Senior Notes bear interest at a rate of 1.50% per year, payable semiannually in arrears on January 15 and July 15 of each year. The 1.50% 2025 Convertible Senior Notes mature on January 15, 2025. The 1.50% 2025 Convertible Senior Notes are senior unsecured obligations and rank senior in right of payment to any of our indebtedness that is expressly subordinated in right of payment to the 1.50% 2025 Convertible Senior Notes; equal in right of payment to any of our unsecured indebtedness that is not so subordinated; effectively junior in right of payment to any of our secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) of our subsidiaries. The terms of the 1.50% 2025 Convertible Senior Notes contain certain customary covenants; however, there are no financial covenants. Holders may convert their 1.50% 2025 Convertible Senior Notes at their option at any time prior to the close of business on the business day immediately preceding July 15, 2024, only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on March 31, 2018, if the last reported sale price of our common shares, par value $0.125 per share, for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five-business day period after any five-consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of 1.50% 2025 Convertible Senior Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of our common shares and the conversion rate on each such trading day; (3) if we call the notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events. On or after July 15, 2024 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert their 1.50% 2025 Convertible Senior Notes at any time, regardless of the foregoing circumstances. Upon conversion, we will pay or deliver, as the case may be, cash, common shares or a combination of cash and common shares, at our election. Upon the issuance of the 1.50% 2025 Convertible Senior Notes the initial conversion rate was 122.4365 common shares per $1,000 principal, with a conversion price of $8.17 per common share. The conversion rate is subject to adjustment in some circumstances, including the payment of dividends on common shares, but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date, or if we deliver a notice of redemption, we will, in certain circumstances, increase the conversion rate for a holder who elects to convert its 1.50% 2025 Convertible Senior Notes in connection with such a corporate event or notice of redemption, as the case may be. As of December 31, 2020, the conversion rate was 129.2985 common shares per $1,000 principal amount of 1.50% 2025 Convertible Senior Notes. We may not redeem the 1.50% 2025 Convertible Senior Notes prior to January 15, 2022. We may redeem all or any portion of the 1.50% 2025 Convertible Senior Notes, for cash at our option on or after January 15, 2022 if the last reported sale price of our common shares has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30-consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which we provide notice of redemption at a redemption price equal to 100% of the principal amount of the 1.50% 2025 Convertible Senior Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. It is our current intent to settle conversions through combination settlement or fully in cash. Our ability to settle conversions through combination settlement and cash settlement will be subject to restrictions in the agreement governing our ABL Facility and may be subject to restrictions in agreements governing our future debt. If we undergo a fundamental change as defined in the indenture, holders may require us to repurchase for cash all or any portion of their 1.50% 2025 Convertible Senior Notes at a fundamental change repurchase price equal to 100% of the principal amount of the 1.50% 2025 Convertible Senior Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. In accounting for the issuance of the notes, we separated the 1.50% 2025 Convertible Senior Notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of similar liabilities that did not have associated convertible features. The carrying amount of the equity component of $86 million representing the conversion option was determined by deducting the fair value of the liability component from the par value of the notes. The difference represents the debt discount that is amortized to interest expense over the term of the notes. The equity component is not remeasured as long as it continues to qualify for equity classification. Other Outstanding Unsecured Senior Notes The following represents a summary of our other unsecured senior notes' maturity and interest payable due dates:
Debt Instrument |  | Maturity |  | Interest Payable (until maturity)
5.75% 2025 Senior Notes |  | March 1, 2025 |  | March 1 and September 1
5.875% 2027 Senior Notes |  | June 1, 2027 |  | June 1 and December 1
6.25% 2040 Senior Notes |  | October 1, 2040 |  | April 1 and October 1
The senior notes are unsecured obligations and rank equally in right of payment with all our other existing and future unsecured and unsubordinated indebtedness. There are no subsidiary guarantees of the interest and principal amounts for the 6.25% 2040 Senior Notes. The 5.75% 2025 Senior Notes and 5.875% 2027 Senior Notes are guaranteed on a senior unsecured basis by our material direct and indirect wholly owned domestic subsidiaries and, therefore, are structurally senior to any of our existing and future indebtedness that is not guaranteed by such guarantors and are structurally subordinated to all existing and future indebtedness and other liabilities of our subsidiaries that do not guarantee the 5.75% 2025 Senior Notes and 5.875% 2027 Senior Notes. We may redeem the 5.75% 2025 Senior Notes, in whole or in part, on or after March 1, 2020, at the redemption prices set forth in the indenture, plus accrued and unpaid interest, if any, to, but not including, the date of redemption. We may redeem the 5.875% 2027 Senior Notes, in whole or in part, on or after June 1, 2022, at the redemption prices set forth in the indenture, plus accrued and unpaid interest, if any, to, but not including, the date of redemption, and prior to June 1, 2022, at a redemption price equal to 100% of the principal amount thereof plus a “make-whole” premium set forth in the indenture, plus accrued and unpaid interest, if any, to, but not including, the date of redemption. We may also redeem up to 35% of the aggregate principal amount of the 5.875% 2027 Senior Notes on or prior to June 1, 2022 at a redemption price equal to 105.875% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but not including, the date of redemption with the net cash proceeds of one or more equity offerings. The 6.25% 2040 Senior Notes may be redeemed any time at our option upon not less than 30, nor more than 60, days' prior notice is sent to the holders. The 6.25% 2040 Senior Notes are redeemable at a redemption price equal to the greater of (1) 100% of the principal amount of the notes to be redeemed or (2) the sum of the present values of the remaining scheduled payments of principal and interest on the notes to be redeemed, discounted to the redemption date on a semi-annual basis at the treasury rate plus 40 basis points, plus accrued and unpaid interest, if any, to, but not including, the date of redemption. In addition, if a change of control triggering event, as defined in the applicable indenture, occurs with respect to the unsecured notes, we will be required to offer to purchase the notes of the applicable series at a purchase price equal to 101% of the principal amount, plus accrued and unpaid interest, if any, to, but not including, the date of purchase. The terms of the unsecured notes contain certain customary covenants; however, there are no financial covenants. ABL Facility On March 13, 2020, in connection with the AK Steel Merger, we entered into a new ABL Facility with various financial institutions to replace and refinance Cliffs’ Former ABL Facility and AK Steel Corporation’s former revolving credit facility. The ABL Facility will mature upon the earlier of March 13, 2025 or 91 days prior to the maturity of certain other material debt and provided for up to $2 billion in borrowings, including a $555 million sublimit for the issuance of letters of credit and a $125 million sublimit for swingline loans. Availability under the ABL Facility is limited to an eligible borrowing base, as applicable, determined by applying customary advance rates to eligible accounts receivable, inventory and certain mobile equipment. On March 27, 2020, the ABL Facility was amended, by and among Cliffs, the lenders and the administrative agent. The amendment modified the ABL Facility to, among other things, provide for a new FILO tranche B of commitments in the aggregate amount of $150 million by exchanging existing commitments under the ABL Facility. The total commitments under the ABL Facility after giving effect to the amendment remained at $2 billion. The terms and conditions (other than the pricing) that apply to the FILO tranche are substantially the same as the terms and conditions that apply to the tranche A facility of the ABL Facility immediately prior to the amendment. On December 9, 2020, we entered into the ABL Amendment with various financial institutions. The ABL Amendment modified the ABL Facility to, among other things, increase the amount of tranche A revolver commitments available thereunder by an additional $1.5 billion and increase certain dollar baskets related to certain negative covenants that apply to the ABL Facility. After giving effect to the ABL Amendment, the aggregate principal amount of tranche A revolver commitments under the ABL Facility is $3.35 billion and the aggregate principal amount of FILO tranche B revolver commitments under the ABL Facility remains at $150 million. The ABL Facility and certain bank products and hedge obligations are guaranteed by certain of our existing wholly owned U.S. subsidiaries and are required to be guaranteed by certain of our future U.S. subsidiaries. Amounts outstanding under the ABL Facility are secured by (i) a first-priority security interest in the accounts receivable and other rights to payment, inventory, as-extracted collateral, certain investment property, deposit accounts, securities accounts, certain general intangibles and commercial tort claims, certain mobile equipment, commodities accounts and other related assets of ours, the other borrowers and the guarantors, and proceeds and products of each of the foregoing (collectively, the “ABL Collateral”) and (ii) a second-priority security interest in substantially all of our assets and the assets of the other borrowers and the guarantors other than the ABL Collateral. Borrowings under the ABL Facility bear interest, at our option, at a base rate or, if certain conditions are met, a LIBOR rate, in each case plus an applicable margin. We may amend our ABL Facility to replace the LIBOR rate with one or more secured overnight financing based rates or an alternative benchmark rate, giving consideration to any evolving or then-existing convention for similar dollar denominated syndicated credit facilities for such alternative benchmarks. The ABL Facility contains customary representations and warranties and affirmative and negative covenants including, among others, covenants regarding the maintenance of certain financial ratios if certain conditions are triggered, covenants relating to financial reporting, covenants relating to the payment of dividends on, or purchase or redemption of, our capital stock, covenants relating to the incurrence or prepayment of certain debt, covenants relating to the incurrence of liens or encumbrances, covenants relating to compliance with laws, covenants relating to transactions with affiliates, covenants relating to mergers and sales of all or substantially all of our assets and limitations on changes in the nature of our business. The ABL Facility provides for customary events of default, including, among other things, the event of nonpayment of principal, interest, fees or other amounts, a representation or warranty proving to have been materially incorrect when made, failure to perform or observe certain covenants within a specified period of time, a cross-default to certain material indebtedness, the bankruptcy or insolvency of the Company and certain of its subsidiaries, monetary judgment defaults of a specified amount, invalidity of any loan documentation, a change of control of the Company, and ERISA defaults resulting in liability of a specified amount. If an event of default exists (beyond any applicable grace or cure period), the administrative agent may, and at the direction of the requisite number of lenders shall, declare all amounts owing under the ABL Facility immediately due and payable, terminate such lenders’ commitments to make loans under the ABL Facility and/or exercise any and all remedies and other rights under the ABL Facility. For certain events of default related to insolvency and receivership, the commitments of the lenders will be automatically terminated and all outstanding loans and other amounts will become immediately due and payable. As of December 31, 2020 and 2019, we were in compliance with the ABL Facility liquidity requirements and, therefore, the springing financial covenant requiring a minimum fixed charge coverage ratio of 1.0 to 1.0 was not applicable. The following represents a summary of our borrowing capacity under the ABL Facility:
| (In Millions)
| December 31, 2020
Available borrowing base on ABL Facility 1 | $ | 3,500 |
Borrowings | (1,510) |
Letter of credit obligations 2 | (247) |
Borrowing capacity available | $ | 1,743 |
1 As of December 31, 2020, the ABL Facility has a maximum borrowing base of $3.5 billion. The available borrowing base is determined by applying customary advance rates to eligible accounts receivable, inventory and certain mobile equipment.
2 We issued standby letters of credit with certain financial institutions in order to support business obligations including, but not limited to, workers' compensation, employee severance, insurance, operating agreements, IRBs and environmental obligations.
Other Financing Arrangements Industrial Revenue Bonds AK Steel Corporation had outstanding $66 million aggregate principal amount of fixed-rate, tax-exempt IRBs as of December 31, 2020. The weighted-average fixed rate of these IRBs is 6.86%. These IRBs are unsecured senior debt obligations that are equal in ranking with AK Steel Corporation's senior notes and AK Steel Corporation's guarantees of Cliffs' unsubordinated indebtedness. These IRBs are effectively subordinated to AK Steel Corporation’s guarantees of Cliffs’ secured indebtedness to the extent of the value of AK Steel Corporation’s assets securing such guarantees. In addition, AK Steel Corporation had outstanding $26 million aggregate principal amount of variable-rate IRBs as of December 31, 2020 that are backed by a letter of credit. These IRBs contain certain customary covenants; however, there are no financial covenants. EDC Revolving Facility On November 9, 2020, our Canadian subsidiaries Fleetwood Metal Industries Inc. and The Electromac Group Inc. entered into a new revolving facility with Export Development Canada. The EDC Revolving Facility enables our Tooling and Stamping business to finance the purchase of tooling and related equipment to manufacture and process long lead-time parts for our automotive customers. The EDC Revolving Facility provides for up to $40 million in borrowings and expires in November 2022. Borrowings under the EDC Revolving Facility bear interest at a LIBOR rate plus a base rate. The EDC Revolving Facility is secured by the assets of Fleetwood Metal Industries Inc. and The Electromac Group Inc. and fully guaranteed by Cliffs. As of December 31, 2020, we had outstanding borrowings on the EDC Revolving Facility of $18 million. Debt Extinguishment - 2020 During the year ended December 31, 2020, we used the net proceeds from the offering of the additional 9.875% 2025 Senior Secured Notes to repurchase $736 million aggregate principal amount of our outstanding senior notes of various series, which resulted in a net debt reduction of $181 million. We also repurchased an additional $35 million aggregate principal amount of our outstanding senior notes of various series and we redeemed $7 million aggregate principal amount of our outstanding 2020 IRBs, with cash on hand. Additionally, in connection with the AK Steel Merger, we purchased $364 million aggregate principal amount of 7.625% 2021 AK Senior Notes and $311 million aggregate principal amount of 7.50% 2023 AK Senior Notes upon early settlement of tender offers made by Cliffs. The net proceeds from the offering of 6.75% 2026 Senior Secured Notes, along with a portion of the ABL Facility borrowings, were used to fund such purchases. As the 7.625% 2021 AK Senior Notes and 7.50% 2023 AK Senior Notes were recorded at fair value just prior to being purchased, there was no gain or loss on extinguishment. Additionally, in connection with the final settlement of the tender offers, we purchased $9 million aggregate principal amount of the 7.625% 2021 AK Senior Notes and $56 million aggregate principal amount of the 7.50% 2023 AK Senior Notes with cash on hand. The following is a summary of the debt extinguished and the respective impact on extinguishment:
| (In Millions)
| Year Ended December 31, 2020
| Debt Extinguished |  | Gain (Loss) on Extinguishment
7.625% 2021 AK Senior Notes | $ | 373 |  |  | $ | — |
7.50% 2023 AK Senior Notes | 367 |  |  | 3 |
4.875% 2024 Senior Secured Notes | 6 |  |  | 1 |
6.375% 2025 Senior Notes | 168 |  |  | 21 |
1.50% 2025 Convertible Senior Notes | 20 |  |  | 1 |
5.75% 2025 Senior Notes | 77 |  |  | 16 |
7.00% 2027 Senior Notes | 262 |  |  | 27 |
5.875% 2027 Senior Notes | 195 |  |  | 49 |
6.25% 2040 Senior Notes | 36 |  |  | 13 |
6.375% 2025 AK Senior Notes | 9 |  |  | (1) |
Total | $ | 1,513 |  |  | $ | 130 |
Subsequent to the year ended December 31, 2020, we consummated an underwritten public offering of our common shares and a private offering of new senior unsecured notes. We intend to use the net proceeds to us from the underwritten public offering of our common shares, plus cash on hand, to redeem up to approximately $334 million aggregate principal amount of our outstanding 9.875% 2025 Senior Secured Notes. We intend to use any remaining net proceeds from the underwritten public offering of our common shares following such redemption to reduce borrowings under our ABL Facility. We intend to use the net proceeds from the private notes offering to redeem all of our outstanding 4.875% 2024 Senior Secured Notes, 7.625% 2021 AK Senior Notes, 7.50% 2023 AK Senior Notes, 6.375% 2025 Senior Notes and 6.375% 2025 AK Senior Notes, and pay fees and expenses in connection with such redemptions, and reduce borrowings under our ABL Facility. Refer to NOTE 22 - SUBSEQUENT EVENTS for further information regarding the offerings consummated subsequent to the year ended December 31, 2020. Debt Extinguishment - 2019 During the year ended December 31, 2019, we used the net proceeds from the issuance of $750 million aggregate principal amount of 5.875% 2027 Senior Notes, along with cash on hand, to redeem in full all of our outstanding 4.875% 2021 Senior Notes and to fund the repurchase of $600 million aggregate principal amount of our outstanding 5.75% 2025 Senior Notes in a tender offer. The following is a summary of the debt extinguished and the respective impact on extinguishment:
| (In Millions)
| Year Ended December 31, 2019
| Debt Extinguished |  | (Loss) on Extinguishment
4.875% 2021 Senior Notes | $ | 124 |  |  | $ | (5) |
5.75% 2025 Senior Notes | 600 |  |  | (13) |
Total | $ | 724 |  |  | $ | (18) |
Debt Extinguishment - 2018 During the year ended December 31, 2018, we redeemed in full all of our outstanding 5.90% 2020 Senior Notes and 4.80% 2020 Senior Notes with cash on hand. Additionally, we purchased certain of our 4.875% 2021 Senior Notes and 5.75% 2025 Senior Notes. The following is a summary of the debt extinguished and the respective impact on extinguishment:
| (In Millions)
| Year Ended December 31, 2018
| Debt Extinguished |  | (Loss) on Extinguishment
5.90% 2020 Senior Notes | $ | 89 |  |  | $ | (3) |
4.80% 2020 Senior Notes | 122 |  |  | (4) |
4.875% 2021 Senior Notes | 14 |  |  | — |
5.75% 2025 Senior Notes | 2 |  |  | — |
Total | $ | 227 |  |  | $ | (7) |
Debt Maturities The following represents a summary of our debt instrument maturities based on the principal amounts outstanding at December 31, 2020:
| (In Millions)
| Maturities of Debt
2021 | $ | 34 |
2022 | — |
2023 | 13 |
2024 | 457 |
2025 | 1,740 |
Thereafter | 3,351 |
Total maturities of debt | $ | 5,595 |

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- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -URI http://asc.fasb.org/topic&trid=2208564 + Details
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