Delaware
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25-1897152
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(State of Incorporation)
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(I.R.S. Employer Identification No.)
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Title of Each Class
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Name of Exchange on which Registered
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United States Steel Corporation
Common Stock, par value $1.00
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New York Stock Exchange, Chicago Stock Exchange
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Large accelerated filer
þ
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Accelerated filer
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Non-accelerated filer
(Do not check if a smaller reporting company)
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Smaller reporting company
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Item 1.
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Item 1A
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Item 1B
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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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Item 7.
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Item 7A
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Item 8.
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Item 9.
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Item 9A
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Item 9B
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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Item 15.
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Item 16.
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TOTAL NUMBER OF PAGES
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110
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•
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The $745 million of Carnegie Way benefits realized in 2016 show that we continue to make significant progress toward our goal of achieving economic profit across the business cycle. Our progress is real and it is substantial, but our 2016 results show that it is not yet enough to fully overcome unfavorable market and business conditions.
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•
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The decrease in net sales in 2016 is primarily due to decreased shipment volumes and lower average realized prices as a result of extremely challenging market conditions to start 2016. While imported steel volumes decreased in 2016 because of three favorable trade case rulings in 2016, the cumulative impacts of imported volumes previously shipped into the United States served to reduce our shipment volumes and depress both spot and contract prices in 2016.
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•
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Despite the reduced net sales revenue, our net loss decreased in 2016 due to an improved cost structure throughout the Company.
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•
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These amounts are derived starting from net earnings (loss) as shown on page 5. For a full reconciliation of adjusted EBITDA see page 15.
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•
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Under difficult market conditions we reported improved adjusted EBITDA in 2016 as compared to 2015.
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•
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These amounts are derived starting from net earnings (loss) as shown on page 5. For a full reconciliation of adjusted net earnings (loss) see page 13.
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•
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Our efforts towards achieving economic profit across the business cycle, guided by the Carnegie Way continue, but in 2016 were not enough to overcome difficult market conditions.
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•
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See reconciliation from diluted net earnings (loss) per share to adjusted diluted net earnings (loss) per share on page 14.
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•
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Positive cash from operations due to efficient working capital management in 2016. The working capital reduction was primarily driven by improved inventory management.
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•
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Maintaining strong cash and liquidity is a strategic priority.
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•
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Successful completion of an equity offering in 2016 resulted in net proceeds of $482 million.
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•
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The decrease in 2016 pension and OPEB expense is primarily due to the freezing of benefit accruals for non-represented participants effective December 31, 2015.
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•
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2017 pension and OPEB expense is expected to be approximately $180 million. The increase in expected expense is primarily due to a lower return on assets assumption for OPEB benefits as a result of actions taken in 2016 to de-risk the OPEB benefit plan.
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•
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For further details, see Note 17 to the Consolidated Financial Statements.
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•
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Pension funded status remained consistent with 2015, while OPEB funded status decreased due to certain employee and retiree benefit modifications provided in the United Steelworkers (USW) collective bargaining agreement ratified in 2016.
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•
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As we maintain focus on strengthening the balance sheet, the unfunded status of our benefit plans is improving. This is partially attributable to the decision to freeze benefit accruals for non-represented participants in the defined benefit pension plan effective December 31, 2015 and the closure of OPEB plans to represented employees hired or rehired under certain conditions on or after January 1, 2016.
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•
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In August 2016, U. S. Steel made a voluntary contribution of $100 million in common stock to the Company's main defined benefit pension plan. From the date of the contribution to the end of the year, the investment returned 25%.
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•
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At December 31, 2016, the Pension and OPEB obligations were funded 88% and 82% respectively, on a U.S. GAAP basis.
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•
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For further details, see Note 17 to the Consolidated Financial Statements.
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RECONCILIATION TO ADJUSTED NET (LOSS) EARNINGS
(a)
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||||||||||||
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||||||
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Year Ended December 31,
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||||||||||
(Dollars in millions)
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2016
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2015
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2014
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|||||||
Reconciliation to adjusted net (loss) earnings attributable to United States Steel Corporation
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|
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|||||||
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Net (loss) earnings attributable to United States Steel Corporation, as reported
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$
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(440
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)
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$
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(1,642
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)
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$
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102
|
|
|
Loss on shutdown of certain tubular pipe mill assets
(b)
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126
|
|
|
—
|
|
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—
|
|
|||
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Losses associated with U. S. Steel Canada Inc.
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—
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266
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|
|
385
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|||
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Loss on shutdown of Fairfield Flat-Rolled Operations
(b) (c)
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—
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53
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—
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|||
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Loss on shutdown of coke production facilities
(b)
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—
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65
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—
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|||
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Restructuring and other charges
(b) (d)
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(2
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)
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64
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—
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|||
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Granite City Works temporary idling charges
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18
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99
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—
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|||
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Postemployment benefit actuarial adjustment
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—
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26
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|
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—
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|||
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Impairment of equity investment
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12
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18
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|
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—
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|||
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Loss on retirement of senior convertible notes
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—
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36
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—
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Deferred tax asset valuation allowance
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—
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753
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—
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|||
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Impairment of carbon alloy facilities
(b)
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—
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—
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161
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|||
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Litigation reserves
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—
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—
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46
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|||
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Write-off of pre-engineering costs at Keetac
(b)
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—
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—
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30
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Loss on assets held for sale
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—
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—
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9
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Gain on sale of real estate assets
(e)
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—
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—
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(45
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)
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Curtailment gain
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—
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—
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(12
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)
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Impairment of intangible assets
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14
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—
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—
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Loss on extinguishment of debt
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22
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—
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—
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|||
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Total Adjustments
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190
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1,380
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574
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|||
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Adjusted net (loss) earnings attributable to United States Steel Corporation
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$
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(250
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)
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$
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(262
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)
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$
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676
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RECONCILIATION TO ADJUSTED NET (LOSS) EARNINGS PER SHARE
(a)
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||||||||||||
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||||||
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Year Ended December 31,
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2016
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2015
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2014
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||||||
Reconciliation to adjusted diluted net (loss) earnings per share
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|||||||
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Diluted net loss per share, as reported
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$
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(2.81
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)
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$
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(11.24
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)
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$
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0.69
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Loss on shutdown of certain tubular pipe mill assets
(b)
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0.80
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—
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—
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|||
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Losses associated with U. S. Steel Canada Inc.
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—
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1.82
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2.52
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|||
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Loss on shutdown of Fairfield Flat-Rolled Operations
(b) (c)
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—
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0.37
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|
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—
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|||
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Loss on shutdown of coke production facilities
(b)
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—
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0.44
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—
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|||
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Restructuring and other charges
(b) (d)
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(0.01
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)
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0.44
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—
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|||
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Granite City Works temporary idling charges
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0.11
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|
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0.68
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|
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—
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|
|||
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Postemployment benefit actuarial adjustment
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—
|
|
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0.18
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|
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—
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|||
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Impairment of equity investment
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0.08
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0.12
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—
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|||
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Loss on retirement of senior convertible notes
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—
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0.25
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|
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—
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|
|||
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Deferred tax asset valuation allowance
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—
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5.15
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|
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—
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|
|||
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Impairment of carbon alloy facilities
(b)
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—
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|
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—
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|
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1.06
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|
|||
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Litigation reserves
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—
|
|
|
—
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|
|
0.31
|
|
|||
|
Write-off of pre-engineering costs at Keetac
(b)
|
—
|
|
|
—
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|
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0.21
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|
|||
|
Loss on assets held for sale
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—
|
|
|
—
|
|
|
0.06
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|
|||
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Gain on sale of real estate assets
(e)
|
—
|
|
|
—
|
|
|
(0.30
|
)
|
|||
|
Curtailment gain
|
—
|
|
|
—
|
|
|
(0.08
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)
|
|||
|
Impairment of intangible assets
|
0.09
|
|
|
—
|
|
|
—
|
|
|||
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Loss on extinguishment of debt
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0.14
|
|
|
—
|
|
|
—
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|
|||
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Total adjustments
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1.21
|
|
|
9.45
|
|
|
3.78
|
|
|||
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Adjusted diluted net (loss) earnings per share
|
$
|
(1.60
|
)
|
|
$
|
(1.79
|
)
|
|
$
|
4.47
|
|
RECONCILIATION TO EBITDA AND ADJUSTED EBITDA
|
||||||||||||
|
|
|
|
|
|
|
||||||
|
|
Year Ended December 31,
|
||||||||||
(Dollars in millions)
|
2016
|
|
2015
|
|
2014
|
|||||||
Reconciliation to EBITDA and Adjusted EBITDA
|
|
|
|
|
|
|||||||
|
Net (loss) earnings attributable to U. S. Steel Corporation
|
$
|
(440
|
)
|
|
$
|
(1,642
|
)
|
|
$
|
102
|
|
|
Income tax provision
|
24
|
|
|
183
|
|
|
68
|
|
|||
|
Net interest and other financial costs
|
251
|
|
|
257
|
|
|
243
|
|
|||
|
Depreciation, depletion and amortization expense
|
507
|
|
|
547
|
|
|
627
|
|
|||
|
EBITDA
|
342
|
|
|
(655
|
)
|
|
1,040
|
|
|||
|
Loss on shutdown of certain tubular pipe mill assets
(a)
|
126
|
|
|
—
|
|
|
—
|
|
|||
|
Losses associated with U. S. Steel Canada Inc.
|
—
|
|
|
392
|
|
|
416
|
|
|||
|
Loss on shutdown of Fairfield Flat-Rolled Operations
(a) (b)
|
—
|
|
|
91
|
|
|
—
|
|
|||
|
Loss on shutdown of coke production facilities
(a)
|
—
|
|
|
153
|
|
|
—
|
|
|||
|
Restructuring and other charges
(a), (c)
|
(2
|
)
|
|
78
|
|
|
—
|
|
|||
|
Granite City Works temporary idling charges
|
18
|
|
|
99
|
|
|
—
|
|
|||
|
Postemployment benefit actuarial adjustment
|
—
|
|
|
26
|
|
|
—
|
|
|||
|
Impairment of equity investment
|
12
|
|
|
18
|
|
|
—
|
|
|||
|
Impairment of carbon alloy facilities
(a)
|
—
|
|
|
—
|
|
|
195
|
|
|||
|
Litigation reserves
|
—
|
|
|
—
|
|
|
70
|
|
|||
|
Write-off of pre-engineering costs at Keetac
(a)
|
—
|
|
|
—
|
|
|
37
|
|
|||
|
Loss on assets held for sale
|
—
|
|
|
—
|
|
|
14
|
|
|||
|
Gain on sale of real estate assets
(d)
|
—
|
|
|
—
|
|
|
(55
|
)
|
|||
|
Curtailment gain
|
—
|
|
|
—
|
|
|
(19
|
)
|
|||
|
Impairment of intangible assets
|
14
|
|
|
—
|
|
|
—
|
|
|||
|
Adjusted EBITDA
|
$
|
510
|
|
|
$
|
202
|
|
|
$
|
1,698
|
|
(Thousands of Tons)
|
|
Flat-Rolled
|
|
USSE
|
|
Tubular
|
|
Total
|
||||
Product—2016
|
|
|
|
|
|
|
|
|
||||
Hot-rolled Sheets
|
|
2,784
|
|
|
1,337
|
|
|
—
|
|
|
4,121
|
|
Cold-rolled Sheets
|
|
3,775
|
|
|
459
|
|
|
—
|
|
|
4,234
|
|
Coated Sheets
|
|
2,655
|
|
|
849
|
|
|
—
|
|
|
3,504
|
|
Tin Mill Products
|
|
831
|
|
|
439
|
|
|
—
|
|
|
1,270
|
|
Oil country tubular goods (OCTG)
|
|
—
|
|
|
—
|
|
|
351
|
|
|
351
|
|
Standard and line pipe
|
|
—
|
|
|
60
|
|
|
49
|
|
|
109
|
|
Semi-finished and Plates
|
|
23
|
|
|
1,352
|
|
|
—
|
|
|
1,375
|
|
Other
|
|
26
|
|
|
—
|
|
|
—
|
|
|
26
|
|
TOTAL
|
|
10,094
|
|
|
4,496
|
|
|
400
|
|
|
14,990
|
|
Memo: Intersegment Shipments from Flat-Rolled to Tubular
|
|
|
|
|
|
|
|
|
||||
Hot-rolled sheets
|
|
42
|
|
|
|
|
|
|
|
|||
Product—2015
|
|
|
|
|
|
|
|
|
||||
Hot-rolled Sheets
|
|
3,283
|
|
|
1,165
|
|
|
—
|
|
|
4,448
|
|
Cold-rolled Sheets
|
|
3,507
|
|
|
470
|
|
|
—
|
|
|
3,977
|
|
Coated Sheets
|
|
2,511
|
|
|
865
|
|
|
—
|
|
|
3,376
|
|
Tin Mill Products
|
|
927
|
|
|
428
|
|
|
—
|
|
|
1,355
|
|
Oil country tubular goods (OCTG)
|
|
—
|
|
|
—
|
|
|
345
|
|
|
345
|
|
Standard and line pipe
|
|
—
|
|
|
55
|
|
|
248
|
|
|
303
|
|
Semi-finished and Plates
|
|
47
|
|
|
1,374
|
|
|
—
|
|
|
1,421
|
|
Other
|
|
320
|
|
|
—
|
|
|
—
|
|
|
320
|
|
TOTAL
|
|
10,595
|
|
|
4,357
|
|
|
593
|
|
|
15,545
|
|
Memo: Intersegment Shipments from Flat-Rolled to Tubular
|
|
|
|
|
|
|
|
|
||||
Hot-rolled sheets
|
|
219
|
|
|
|
|
|
|
|
|||
Rounds
|
|
197
|
|
|
|
|
|
|
|
|||
Product—2014
|
|
|
|
|
|
|
|
|
||||
Hot-rolled Sheets
|
|
4,909
|
|
|
1,374
|
|
|
—
|
|
|
6,283
|
|
Cold-rolled Sheets
|
|
4,207
|
|
|
518
|
|
|
—
|
|
|
4,725
|
|
Coated Sheets
|
|
3,316
|
|
|
775
|
|
|
—
|
|
|
4,091
|
|
Tin Mill Products
|
|
1,180
|
|
|
411
|
|
|
—
|
|
|
1,591
|
|
Oil country tubular goods (OCTG)
|
|
—
|
|
|
—
|
|
|
1,308
|
|
|
1,308
|
|
Standard and line pipe
|
|
—
|
|
|
62
|
|
|
314
|
|
|
376
|
|
Semi-finished and Plates
|
|
165
|
|
|
1,039
|
|
|
—
|
|
|
1,204
|
|
Other
|
|
131
|
|
|
—
|
|
|
122
|
|
|
253
|
|
TOTAL
|
|
13,908
|
|
|
4,179
|
|
|
1,744
|
|
|
19,831
|
|
Memo: Intersegment Shipments from Flat-Rolled to Tubular
|
|
|
|
|
|
|
|
|
||||
Hot-rolled sheets
|
|
863
|
|
|
|
|
|
|
|
|||
Rounds
|
|
849
|
|
|
|
|
|
|
|
(Thousands of Tons)
|
|
Flat-Rolled
|
|
USSE
|
|
Tubular
|
|
Total
|
||||
Major Market – 2016
|
|
|
|
|
|
|
|
|
||||
Steel Service Centers
|
|
1,765
|
|
|
801
|
|
|
—
|
|
|
2,566
|
|
Further Conversion – Trade Customers
|
|
2,650
|
|
|
274
|
|
|
—
|
|
|
2,924
|
|
– Joint Ventures
|
|
1,423
|
|
|
—
|
|
|
—
|
|
|
1,423
|
|
Transportation (Including Automotive)
|
|
1,725
|
|
|
660
|
|
|
—
|
|
|
2,385
|
|
Construction and Construction Products
|
|
725
|
|
|
1,811
|
|
|
40
|
|
|
2,576
|
|
Containers
|
|
600
|
|
|
436
|
|
|
—
|
|
|
1,036
|
|
Appliances and Electrical Equipment
|
|
420
|
|
|
236
|
|
|
—
|
|
|
656
|
|
Oil, Gas and Petrochemicals
|
|
—
|
|
|
4
|
|
|
340
|
|
|
344
|
|
Exports from the United States
|
|
436
|
|
|
—
|
|
|
20
|
|
|
456
|
|
All Other
|
|
350
|
|
|
274
|
|
|
—
|
|
|
624
|
|
TOTAL
|
|
10,094
|
|
|
4,496
|
|
|
400
|
|
|
14,990
|
|
Major Market – 2015
|
|
|
|
|
|
|
|
|
||||
Steel Service Centers
|
|
1,702
|
|
|
718
|
|
|
—
|
|
|
2,420
|
|
Further Conversion – Trade Customers
|
|
3,039
|
|
|
304
|
|
|
—
|
|
|
3,343
|
|
– Joint Ventures
|
|
1,254
|
|
|
—
|
|
|
—
|
|
|
1,254
|
|
Transportation (Including Automotive)
|
|
2,011
|
|
|
705
|
|
|
—
|
|
|
2,716
|
|
Construction and Construction Products
|
|
649
|
|
|
1,703
|
|
|
55
|
|
|
2,407
|
|
Containers
|
|
692
|
|
|
424
|
|
|
—
|
|
|
1,116
|
|
Appliances and Electrical Equipment
|
|
429
|
|
|
236
|
|
|
—
|
|
|
665
|
|
Oil, Gas and Petrochemicals
|
|
—
|
|
|
—
|
|
|
513
|
|
|
513
|
|
Exports from the United States
|
|
234
|
|
|
—
|
|
|
25
|
|
|
259
|
|
All Other
|
|
585
|
|
|
267
|
|
|
—
|
|
|
852
|
|
TOTAL
|
|
10,595
|
|
|
4,357
|
|
|
593
|
|
|
15,545
|
|
Major Market – 2014
|
|
|
|
|
|
|
|
|
||||
Steel Service Centers
|
|
2,578
|
|
|
682
|
|
|
—
|
|
|
3,260
|
|
Further Conversion – Trade Customers
|
|
4,013
|
|
|
299
|
|
|
—
|
|
|
4,312
|
|
– Joint Ventures
|
|
1,519
|
|
|
—
|
|
|
—
|
|
|
1,519
|
|
Transportation (Including Automotive)
|
|
2,445
|
|
|
674
|
|
|
—
|
|
|
3,119
|
|
Construction and Construction Products
|
|
775
|
|
|
1,584
|
|
|
122
|
|
|
2,481
|
|
Containers
|
|
1,287
|
|
|
403
|
|
|
—
|
|
|
1,690
|
|
Appliances and Electrical Equipment
|
|
616
|
|
|
267
|
|
|
—
|
|
|
883
|
|
Oil, Gas and Petrochemicals
|
|
—
|
|
|
3
|
|
|
1,545
|
|
|
1,548
|
|
Exports from the United States
|
|
263
|
|
|
—
|
|
|
77
|
|
|
340
|
|
All Other
|
|
412
|
|
|
267
|
|
|
—
|
|
|
679
|
|
TOTAL
|
|
13,908
|
|
|
4,179
|
|
|
1,744
|
|
|
19,831
|
|
North American Operations
|
|
|
|
|
|
|
|
||
Property
|
|
Location
|
|
Products and Services
|
Gary Works
|
|
Gary, Indiana
|
|
Slabs; Sheets; Tin mill; Strip mill plate
|
Midwest Plant
|
|
Portage, Indiana
|
|
Sheets; Tin mill
|
East Chicago Tin
|
|
East Chicago, Indiana
|
|
Sheets; Tin mill
|
Great Lakes Works
|
|
Ecorse and River Rouge, Michigan
|
|
Slabs; Sheets
|
Double Eagle Steel Coating Company
|
|
Dearborn, Michigan
|
|
Galvanized sheets
|
Mon Valley Works
|
|
|
|
|
Irvin Plant
|
|
West Mifflin, Pennsylvania
|
|
Sheets
|
Edgar Thomson Plant
|
|
Braddock, Pennsylvania
|
|
Slabs
|
Fairless Plant
|
|
Fairless Hills, Pennsylvania
|
|
Galvanized sheets
|
Clairton Plant
|
|
Clairton, Pennsylvania
|
|
Coke
|
Granite City Works
(a)
|
|
Granite City, Illinois
|
|
Slabs; Sheets
|
Southern Coatings
|
|
|
|
|
Fairfield Sheet
|
|
Fairfield, Alabama
|
|
Galvanized Sheets
|
Double G Coatings Company, L.P.
(b)
|
|
Jackson, Mississippi
|
|
Galvanized and Galvalume
®
sheets
|
USS-POSCO Industries
(b)
|
|
Pittsburg, California
|
|
Sheets; Tin mill
|
PRO-TEC Coating Company
(b)
|
|
Leipsic, Ohio
|
|
Galvanized and high strength annealed sheets
|
Fairfield Tubular Operations
|
|
Fairfield, Alabama
|
|
Seamless Tubular Pipe
|
Worthington Specialty Processing
(b)
|
|
Jackson, Canton and Taylor, Michigan
|
|
Steel processing
|
Feralloy Processing Company
(b)
|
|
Portage, Indiana
|
|
Steel processing
|
Chrome Deposit Corporation
(b)
|
|
Various
|
|
Roll processing
|
Acero Prime, S.R.L. de C.V.
(b)
|
|
San Luis Potosi, Ramos Arizpe, and Toluca, Mexico
|
|
Steel processing; warehousing; logistical services
|
Lorain Tubular Operations
|
|
Lorain, Ohio
|
|
Seamless Tubular Pipe
|
Lone Star Tubular
(c)
|
|
Lone Star, Texas
|
|
Welded Tubular Pipe
|
Wheeling Machine Products
|
|
Pine Bluff, Arkansas and Hughes Springs, Texas
|
|
Tubular couplings
|
Tubular Processing
(c)
|
|
Houston, Texas
|
|
Tubular processing
|
Offshore Operations
|
|
Houston, Texas
|
|
Tubular threading, inspection, accessories and storage services
|
Patriot Premium Threading Services
(b)
|
|
Midland, Texas
|
|
Tubular threading, accessories and premium connections
|
Minntac Iron Ore Operations
|
|
Mt. Iron, Minnesota
|
|
Iron ore pellets
|
Keetac Iron Ore Operations
(d)
|
|
Keewatin, Minnesota
|
|
Iron ore pellets
|
(a)
|
Hot end temporarily idled
|
(b)
|
Equity investee
|
(c)
|
Temporarily idled
|
(d)
|
Idled in 2015, restarted in the 1st quarter of 2017
|
North American Operations (Continued)
|
|
|
||
|
|
|
||
Property
|
|
Location
|
|
Products and Services
|
Hibbing Taconite Company
(b)
|
|
Hibbing, Minnesota
|
|
Iron ore pellets
|
Tilden Mining Company
(b)
|
|
Ishpeming, Michigan
|
|
Iron ore pellets
|
Transtar, LLC
|
|
Alabama, Indiana, Michigan, Ohio, Pennsylvania, Texas
|
|
Railroad operations
|
Other Operations
|
||||
|
|
|
||
Property
|
|
Location
|
|
Products and Services
|
U. S. Steel Košice
|
|
Košice, Slovakia
|
|
Slabs; Sheets; Tin mill; Strip mill plate; Tubular; Coke; Radiators; Refractories
|
Apolo Tubulars S.A.
(b)
|
|
Lorena, Sao Paulo, Brazil
|
|
Welded Tubular
|
Period ended
|
|
Opening
Number of Claims |
|
Claims
Dismissed, Settled and Resolved |
|
New
Claims |
|
Closing
Number of Claims |
December 31, 2014
|
|
3,320
|
|
190
|
|
325
|
|
3,455
|
December 31, 2015
|
|
3,455
|
|
415
|
|
275
|
|
3,315
|
December 31, 2016
|
|
3,315
|
|
225
|
|
250
|
|
3,340
|
Name
|
|
Age
|
|
Title
|
|
Executive Officer
Since
|
James E. Bruno
|
|
51
|
|
Senior Vice President - Automotive Solutions
(a)
|
|
December 1, 2014
|
Scott D. Buckiso
|
|
49
|
|
Vice President - European Solutions and President - USSK
(b)
|
|
May 31, 2015
|
David B. Burritt
|
|
61
|
|
Executive Vice President & Chief Financial Officer
|
|
September 1, 2013
|
Colleen M. Darragh
|
|
47
|
|
Vice President & Controller
|
|
July 1, 2014
|
Suzanne Rich Folsom
|
|
55
|
|
General Counsel, Chief Compliance Officer and Senior Vice President - Government Affairs
|
|
January 27, 2014
|
Sara A. Greenstein
|
|
42
|
|
Senior Vice President - Consumer Solutions
(a)
|
|
December 1, 2014
|
Mario Longhi
|
|
62
|
|
President and Chief Executive Officer
|
|
July 2, 2012
|
Douglas R. Matthews
|
|
51
|
|
Senior Vice President - Industrial, Service Center and Mining Solutions
(a)
|
|
July 2, 2012
|
David J. Rintoul
|
|
59
|
|
Senior Vice President - Tubular Business
(c)
|
|
May 1, 2014
|
Pipasu Soni
|
|
44
|
|
Vice President - Finance
|
|
February 1, 2017
|
Mark G. Tabler
|
|
55
|
|
Vice President - Global Quality and Manufacturing Processing
|
|
December 1, 2015
|
Dollars in millions (except per share data)
(a)
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
Statement of Operations Data:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
|
$
|
10,261
|
|
|
$
|
11,574
|
|
|
$
|
17,507
|
|
|
$
|
17,424
|
|
|
$
|
19,328
|
|
(Loss) earnings before interest and income taxes
|
|
(165
|
)
|
|
(1,202
|
)
|
|
413
|
|
|
(1,900
|
)
|
|
247
|
|
|||||
Net (loss) earnings attributable to United States Steel Corporation
|
|
(440
|
)
|
|
(1,642
|
)
|
|
102
|
|
|
(1,645
|
)
|
|
(124
|
)
|
|||||
Per Common Share Data:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net (loss) earnings attributable to United States Steel Corporation
(b)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
– basic
|
|
(2.81
|
)
|
|
(11.24
|
)
|
|
$
|
0.71
|
|
|
$
|
(11.37
|
)
|
|
$
|
(0.86
|
)
|
||
– diluted
|
|
(2.81
|
)
|
|
(11.24
|
)
|
|
0.69
|
|
|
(11.37
|
)
|
|
(0.86
|
)
|
|||||
Dividends per share declared and paid
|
|
0.20
|
|
|
0.20
|
|
|
0.20
|
|
|
0.20
|
|
|
0.20
|
|
|||||
Balance Sheet Data – December 31:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total assets
(c) (d)
|
|
$
|
9,160
|
|
|
$
|
9,167
|
|
|
$
|
11,975
|
|
|
$
|
12,679
|
|
|
$
|
15,171
|
|
Capitalization:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Debt
(d)
|
|
$
|
3,031
|
|
|
$
|
3,138
|
|
|
$
|
3,460
|
|
|
$
|
3,892
|
|
|
$
|
3,892
|
|
United States Steel Corporation stockholders’ equity
|
|
2,274
|
|
|
2,436
|
|
|
3,799
|
|
|
3,375
|
|
|
3,477
|
|
|||||
Total capitalization
|
|
$
|
5,305
|
|
|
$
|
5,574
|
|
|
$
|
7,259
|
|
|
$
|
7,267
|
|
|
$
|
7,369
|
|
(a)
|
For discussion of changes between the years, see Item 7. "Management’s Discussion and Analysis of Financial Condition and Results of Operations."
|
(b)
|
See Note 8 to the Consolidated Financial Statements for the basis of calculating earnings per share.
|
(c)
|
2014 and 2013 amounts have been adjusted to retroactively adopt Accounting Standards Update 2015-17,
Balance Sheet Classification of Deferred Taxes
, which requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as noncurrent on the balance sheet. The amounts for 2012 were not affected by the adoption.
|
(d)
|
2015, 2014, 2013 and 2012 amounts have been adjusted to retroactively adopt Accounting Standards Update 2015-03,
Interest-Imputation of Interest (Subtopic 835-30) - Simplifying the Presentation of Debt Issuance Costs
, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of the debt liability.
|
•
|
Invested in new steel technologies
|
•
|
Improved our operating and cost structures
|
•
|
Strong year-end liquidity of approximately
$2.9 billion
|
•
|
Successful completion of $980 million debt offering and $500 million equity offering, providing for future financial flexibility
|
•
|
Minimized market risk related to the Company's other post-retirement benefits obligations
|
•
|
$100 million voluntary stock contribution to our defined benefit pension plan, which improved the funded status
|
•
|
Continued to aggressively address unfair trade practices through landmark legal action
|
|
|
Hypothetical Rate
Increase (Decrease)
|
||||||
(In millions)
|
|
1%
|
|
(1)%
|
||||
Expected return on plan assets
|
|
|
|
|
||||
Incremental (decrease) increase in:
|
|
|
|
|
||||
Net periodic pension costs for 2017
|
|
$
|
(75
|
)
|
|
$
|
75
|
|
Discount rate
|
|
|
|
|
||||
Incremental (decrease) increase in:
|
|
|
|
|
||||
Net periodic pension & other benefits costs for 2017
|
|
$
|
(5
|
)
|
|
$
|
5
|
|
Pension & other benefits obligations at December 31, 2016
|
|
$
|
(736
|
)
|
|
$
|
874
|
|
Health care cost escalation trend rates
|
|
|
|
|
||||
Incremental increase (decrease) in:
|
|
|
|
|
||||
Other postretirement benefit obligations
|
|
$
|
100
|
|
|
$
|
(86
|
)
|
Service and interest costs components for 2017
|
|
$
|
5
|
|
|
$
|
(4
|
)
|
(Dollars in millions, excluding intersegment sales)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Flat-Rolled
|
|
$
|
7,507
|
|
|
$
|
8,293
|
|
|
$
|
11,708
|
|
USSE
|
|
2,243
|
|
|
2,323
|
|
|
2,891
|
|
|||
Tubular
|
|
449
|
|
|
898
|
|
|
2,772
|
|
|||
Total sales from reportable segments
|
|
10,199
|
|
|
11,514
|
|
|
17,371
|
|
|||
Other Businesses
|
|
62
|
|
|
60
|
|
|
136
|
|
|||
Net sales
|
|
$
|
10,261
|
|
|
$
|
11,574
|
|
|
$
|
17,507
|
|
(a)
|
Excludes intersegment sales
|
(b)
|
Foreign currency translation effects
|
(a)
|
Excludes intersegment sales
|
(b)
|
Foreign currency translation effects
|
|
|
Year Ended December 31,
|
||||||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Allocated to segment results
|
|
$
|
3
|
|
|
$
|
—
|
|
|
$
|
81
|
|
|
|
Year Ended December 31,
|
||||||||||
(Dollars in Millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Flat-Rolled
(b)
|
|
$
|
(3
|
)
|
|
$
|
(237
|
)
|
|
$
|
709
|
|
USSE
|
|
185
|
|
|
81
|
|
|
133
|
|
|||
Tubular
|
|
(304
|
)
|
|
(179
|
)
|
|
261
|
|
|||
Total earnings from reportable segments
|
|
(122
|
)
|
|
(335
|
)
|
|
1,103
|
|
|||
Other Businesses
|
|
63
|
|
|
33
|
|
|
82
|
|
|||
Reportable segments and Other Businesses earnings before interest and income taxes
|
|
(59
|
)
|
|
(302
|
)
|
|
1,185
|
|
|||
Items not allocated to segments:
|
|
|
|
|
|
|
||||||
Postretirement benefit income (expense)
(b) (c)
|
|
62
|
|
|
(43
|
)
|
|
(114
|
)
|
|||
Other items not allocated to segments:
|
|
|
|
|
|
|
||||||
Loss on shutdown of certain tubular pipe mill assets
(d)
|
|
(126
|
)
|
|
—
|
|
|
—
|
|
|||
Losses associated with U. S. Steel Canada Inc. (Notes 4 and 5)
|
|
—
|
|
|
(392
|
)
|
|
(416
|
)
|
|||
Loss on shutdown of Fairfield Flat-Rolled Operations
(d)(e)
|
|
—
|
|
|
(91
|
)
|
|
—
|
|
|||
Loss on shutdown of coke production facilities
(d)
|
|
—
|
|
|
(153
|
)
|
|
—
|
|
|||
Restructuring and other charges (Note 24)
(d)
|
|
2
|
|
|
(78
|
)
|
|
—
|
|
|||
Granite City Works temporary idling charges
|
|
(18
|
)
|
|
(99
|
)
|
|
—
|
|
|||
Postemployment benefit actuarial adjustment
|
|
—
|
|
|
(26
|
)
|
|
—
|
|
|||
Impairment of equity investment (Note 11)
|
|
(12
|
)
|
|
(18
|
)
|
|
—
|
|
|||
Impairment of carbon alloy facilities (Note 24)
(d)
|
|
—
|
|
|
—
|
|
|
(195
|
)
|
|||
Litigation reserves (Note 25)
|
|
—
|
|
|
—
|
|
|
(70
|
)
|
|||
Write-off of pre-engineering costs at Keetac (Note 24)
(d)
|
|
—
|
|
|
—
|
|
|
(37
|
)
|
|||
Loss on assets held for sale (Note 24)
(d)
|
|
—
|
|
|
—
|
|
|
(14
|
)
|
|||
Gain on sale of real estate assets
(f)
|
|
—
|
|
|
—
|
|
|
55
|
|
|||
Curtailment gain (Note 17)
|
|
—
|
|
|
—
|
|
|
19
|
|
|||
Impairment of intangible assets (Note 13)
|
|
(14
|
)
|
|
—
|
|
|
—
|
|
|||
Total (loss) earnings before interest and income taxes
|
|
$
|
(165
|
)
|
|
$
|
(1,202
|
)
|
|
$
|
413
|
|
(a)
|
See Note 3 to the Consolidated Financial Statements for reconciliations and other disclosures required by Accounting Standards Codification Topic 280.
|
(b)
|
Excludes the results of USSC beginning September 16, 2014 as a result of the CCAA filing. See Note 4 to the Consolidated Financial Statements.
|
(c)
|
Consists of the net periodic benefit cost elements, other than service cost and amortization of prior service cost for active employees, associated with our defined pension, retiree health care and life insurance benefit plans.
|
(d)
|
Included in Restructuring and other charges on the Consolidated Statements of Operations. See Note 24 to the Consolidated Financial Statements.
|
(e)
|
Fairfield Flat-Rolled Operations includes the blast furnace and associated steelmaking operations, along with most of the flat-rolled finishing operations at Fairfield Works. The #5 coating line continues to operate.
|
(f)
|
Gain on sale of surface rights and mineral royalty revenue streams in the state of Alabama.
|
|
|
Year Ended December 31,
|
|||||||
|
|
2016
|
|
2015
|
|
2014
|
|||
Flat-Rolled
|
|
6
|
%
|
|
2
|
%
|
|
10
|
%
|
USSE
|
|
14
|
%
|
|
9
|
%
|
|
10
|
%
|
Tubular
|
|
(43
|
)%
|
|
(6
|
)%
|
|
14
|
%
|
|
Average Realized Price Per Ton
|
|
Segment Earnings (Loss) before Interest and Income Taxes
|
|
|
Year Ended December 31,
|
||||||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Interest income
|
|
$
|
(5
|
)
|
|
$
|
(3
|
)
|
|
$
|
(12
|
)
|
Interest expense
|
|
230
|
|
|
214
|
|
|
234
|
|
|||
Loss on debt extinguishment
|
|
22
|
|
|
36
|
|
|
—
|
|
|||
Other financial costs
|
|
4
|
|
|
10
|
|
|
21
|
|
|||
Net interest and other financial costs
|
|
$
|
251
|
|
|
$
|
257
|
|
|
$
|
243
|
|
|
|
Year Ended December 31,
|
||||
|
|
2016
|
|
2015
|
||
Accounts Receivable Turnover
|
|
8.8
|
|
|
7.7
|
|
Inventory Turnover
|
|
5.3
|
|
|
4.9
|
|
|
|
Year Ended December 31,
|
||||||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Voluntary contributions to main defined benefit pension plan
(b)
|
|
$
|
13
|
|
(a)
|
$
|
—
|
|
|
$
|
140
|
|
Required contributions to other defined benefit pension plans
|
|
—
|
|
|
—
|
|
|
47
|
|
|||
Other employee benefits payments not funded by trusts
|
|
61
|
|
|
75
|
|
|
198
|
|
|||
Contributions to trusts for retiree health care and life insurance
|
|
—
|
|
|
10
|
|
|
—
|
|
|||
Payments to a multiemployer pension plan
|
|
63
|
|
|
66
|
|
|
73
|
|
|||
Pension related payments not funded by trusts
|
|
26
|
|
|
38
|
|
|
87
|
|
|||
Reductions in cash flows from operating activities
|
|
$
|
163
|
|
|
$
|
189
|
|
|
$
|
545
|
|
(Dollars in millions)
|
|
||
Cash and cash equivalents
|
$
|
1,515
|
|
Amount available under $1.5 Billion Credit Facility
(a)
|
1,123
|
|
|
Amounts available under USSK credit facilities
|
261
|
|
|
Total estimated liquidity
|
$
|
2,899
|
|
(Dollars in millions)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
Payments Due by Period
|
|
||||||||||||||
Contractual Obligations
|
|
Total
|
|
2017
|
|
2018
through 2019 |
|
2020 through
2021 |
|
Beyond
2021 |
|
||||||||||
Long-term debt (including interest) and capital leases
(a)
|
|
$
|
4,712
|
|
|
$
|
284
|
|
|
$
|
666
|
|
|
$
|
1,936
|
|
|
$
|
1,826
|
|
|
Operating leases
(b)
|
|
241
|
|
|
72
|
|
|
78
|
|
|
25
|
|
|
66
|
|
|
|||||
Contractual purchase commitments
(c)
|
|
6,373
|
|
|
3,539
|
|
|
1,004
|
|
|
615
|
|
|
1,215
|
|
|
|||||
Capital commitments
(d)
|
|
106
|
|
|
92
|
|
|
14
|
|
|
—
|
|
|
—
|
|
|
|||||
Environmental commitments
(d)
|
|
179
|
|
|
19
|
|
|
—
|
|
|
—
|
|
|
160
|
|
(e)
|
|||||
Steelworkers Pension Trust
|
|
305
|
|
(f)
|
57
|
|
|
120
|
|
(f)
|
128
|
|
(f)
|
—
|
|
(f)
|
|||||
Pensions
(g)
|
|
658
|
|
|
—
|
|
|
—
|
|
|
159
|
|
|
499
|
|
|
|||||
Other benefits
|
|
286
|
|
(h)
|
59
|
|
|
116
|
|
|
111
|
|
|
—
|
|
(h)
|
|||||
Unrecognized tax positions
|
|
72
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
72
|
|
(e)
|
|||||
Total contractual obligations
|
|
$
|
12,932
|
|
|
$
|
4,122
|
|
|
$
|
1,998
|
|
|
$
|
2,974
|
|
|
$
|
3,838
|
|
|
(a)
|
See Note 16 to the Consolidated Financial Statements.
|
(b)
|
See Note 23 to the Consolidated Financial Statements. Amounts exclude subleases.
|
(c)
|
Reflects contractual purchase commitments under purchase orders and “take or pay” arrangements. “Take or pay” arrangements are primarily for purchases of gases and certain energy and utility services. Additionally, includes coke and steam purchase commitments related to a coke supply agreement with Gateway Energy & Coke Company LLC (See Note 25 to the Consolidated Financial Statements).
|
(d)
|
See Note 25 to the Consolidated Financial Statements.
|
(e)
|
Timing of potential cash flows is not reasonably determinable.
|
(f)
|
While it is difficult to make a prediction of cash requirements beyond the term of the 2015 Labor Agreements with the USW, which expire on September 1, 2018, projected amounts shown through 2021 assume that the current $2.65 contribution rate per hour will apply.
|
(g)
|
Projections are estimates of the minimum required contributions to the main domestic defined benefit pension plan which have been estimated assuming future asset performance consistent with our expected long-term earnings rate assumption, no voluntary contributions during the periods, and that the current low interest rate environment persists. Projections include the impacts of the November 2015 pension stabilization legislation, which further extended a revised interest rate formula to be used in calculating minimum required annual contributions. The legislation also increased the contribution rate of future PBGC premiums. After 2021, payments represent minimum contributions that may be needed over the next 5 years, and which would fully fund the plan.
|
(h)
|
The amounts reflect corporate cash outlays for expected benefit payments to be paid by the Company. Under the 2015 Labor Agreement, previously required contributions to the USW VEBA trust have been eliminated (See Note 17 to the Consolidated Financial Statements). The accuracy of this forecast of future cash flows depends on future medical health care escalation rates and restrictions related to our trusts for retiree healthcare and life insurance that impact the timing of the use of trust assets. Projected amounts have been reduced to reflect withdrawals from the USW VEBA trust available under its agreements with the USW. Due to these factors, it is not possible to reliably estimate cash requirements beyond five years and actual amounts experienced may differ significantly from those shown.
|
(Dollars in millions)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
|
Scheduled Reductions by Period
|
|
||||||||||||||||
Commercial Commitments
|
|
Total
|
|
2017
|
|
2018
through 2019 |
|
2020
through 2021 |
|
Beyond
2021 |
|
||||||||||
Standby letters of credit
(a)
|
|
$
|
60
|
|
|
$
|
50
|
|
|
$
|
1
|
|
|
$
|
—
|
|
|
$
|
9
|
|
(b)
|
Surety bonds
(a)
|
|
68
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
68
|
|
(b)
|
|||||
Funded Trusts
(a)
|
|
32
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
32
|
|
(b)
|
|||||
Total commercial commitments
|
|
$
|
160
|
|
|
$
|
50
|
|
|
$
|
1
|
|
|
$
|
—
|
|
|
$
|
109
|
|
|
(a)
|
Reflects a commitment or guarantee for which future cash outflow is not considered likely.
|
(b)
|
Timing of potential cash outflows is not determinable.
|
(Dollars in millions)
|
|
|
|
|
|
|
||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
North America:
|
|
|
|
|
|
|
||||||
Capital
|
|
$
|
5
|
|
|
$
|
16
|
|
|
$
|
47
|
|
Compliance
|
|
|
|
|
|
|
||||||
Operating & maintenance
|
|
167
|
|
|
226
|
|
|
303
|
|
|||
Remediation
(a)
|
|
17
|
|
|
12
|
|
|
22
|
|
|||
Total North America
|
|
$
|
189
|
|
|
$
|
254
|
|
|
$
|
372
|
|
USSE:
|
|
|
|
|
|
|
||||||
Capital
|
|
$
|
26
|
|
|
$
|
80
|
|
|
$
|
36
|
|
Compliance
|
|
|
|
|
|
|
||||||
Operating & maintenance
|
|
11
|
|
|
12
|
|
|
14
|
|
|||
Remediation
(a)
|
|
6
|
|
|
8
|
|
|
8
|
|
|||
Total USSE
|
|
$
|
43
|
|
|
$
|
100
|
|
|
$
|
58
|
|
Total U. S. Steel
|
|
$
|
232
|
|
|
$
|
354
|
|
|
$
|
430
|
|
(a)
|
These amounts include spending charged against remediation reserves, net of recoveries where permissible, but do not include non-cash provisions recorded for environmental remediation.
|
(Dollars in millions)
|
|
2016
|
|
2015
|
||||
Beginning Balance
|
|
$
|
197
|
|
|
$
|
212
|
|
Plus: Additions
|
|
1
|
|
|
—
|
|
||
Adjustments for changes in estimates
|
|
(7
|
)
|
|
(5
|
)
|
||
Less: Obligations settled
|
|
(12
|
)
|
|
(10
|
)
|
||
Ending Balance
|
|
$
|
179
|
|
|
$
|
197
|
|
•
|
2017 net earnings of approximately $535 million, or $3.08 per share, and EBITDA of approximately $1.3 billion;
|
•
|
Results for our Flat-Rolled, European, and Tubular segments to be higher than 2016;
|
•
|
To be cash positive for the year, primarily due to improved cash from operations; and
|
•
|
Other Businesses to be comparable to 2016 and approximately $50 million of postretirement benefit expense.
|
UNITED STATES STEEL CORPORATION
|
||||
RECONCILIATION OF ANNUAL EBITDA OUTLOOK
|
||||
|
|
|
||
|
|
Year Ended
|
||
|
|
Dec. 31
|
||
(Dollars in millions)
|
2017
|
|||
Reconciliation to Projected Annual EBITDA Included in Outlook
|
|
|||
|
Projected net earnings attributable to United States Steel Corporation included in Outlook
|
$
|
535
|
|
|
Estimated income tax expense
|
60
|
|
|
|
Estimated net interest and other financial costs
|
245
|
|
|
|
Estimated depreciation, depletion and amortization
|
460
|
|
|
|
Projected annual EBITDA included in Outlook
|
$
|
1,300
|
|
(Dollars in millions)
|
|
2016
|
|
2015
|
||||||||||||
Non-Derivative Financial Instruments
(a)
|
|
Fair Value
(b)
|
|
Change in
Fair Value (c) |
|
Fair Value
(b)
|
|
Change in
Fair Value (c) |
||||||||
Financial liabilities:
|
|
|
|
|
|
|
|
|
||||||||
Debt
(d)(e)
|
|
$
|
3,139
|
|
|
$
|
101
|
|
|
$
|
1,896
|
|
|
$
|
133
|
|
(a)
|
Fair values of cash and cash equivalents, current accounts and notes receivable, accounts payable, bank checks outstanding and accrued interest approximate carrying value and are relatively insensitive to changes in interest rates due to the short-term maturity of the instruments. Accordingly, these instruments are excluded from the table.
|
(b)
|
See Note 19 to the Consolidated Financial Statements for carrying value of instruments.
|
(c)
|
Reflects, by class of financial instrument, the estimated incremental effect of a hypothetical 10 percent change in interest rates at
December 31, 2016
and
2015
, on the fair value of U. S. Steel’s non-derivative financial instruments. For financial liabilities, this assumes a 10 percent decrease in the weighted average yield to maturity of U. S. Steel’s long-term debt at
December 31, 2016
and
December 31, 2015
.
|
(d)
|
Excludes capital lease obligations.
|
(e)
|
Fair value was determined using Level 2 inputs which were derived from quoted market prices and is based on the yield on public debt where available or current borrowing rates available for financings with similar terms and maturities.
|
|
|
United States Steel Corporation
600 Grant Street
Pittsburgh, PA 15219-2800
|
/
S
/ MARIO LONGHI
|
|
/
S
/ DAVID B. BURRITT
|
Mario Longhi
|
|
David B. Burritt
|
President and
Chief Executive Officer
|
|
Executive Vice President and
Chief Financial Officer
|
/
S
/ COLLEEN M. DARRAGH
|
|
|
Colleen M. Darragh
|
|
|
Vice President and Controller
|
|
|
|
|
Year Ended December 31,
|
||||||||||
(Dollars in millions, except per share amounts)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Net sales:
|
|
|
|
|
|
|
||||||
Net sales
|
|
$
|
9,045
|
|
|
$
|
10,111
|
|
|
$
|
16,149
|
|
Net sales to related parties
(Note 22)
|
|
1,216
|
|
|
1,463
|
|
|
1,358
|
|
|||
Total
|
|
10,261
|
|
|
11,574
|
|
|
17,507
|
|
|||
Operating expenses (income):
|
|
|
|
|
|
|
||||||
Cost of sales (excludes items shown below)
|
|
9,623
|
|
|
11,141
|
|
|
15,455
|
|
|||
Selling, general and administrative expenses
|
|
255
|
|
|
415
|
|
|
523
|
|
|||
Depreciation, depletion and amortization (Notes 12 and 13)
|
|
507
|
|
|
547
|
|
|
627
|
|
|||
Earnings from investees (Note 11)
|
|
(98
|
)
|
|
(38
|
)
|
|
(142
|
)
|
|||
Impairment of intangible assets (Note 13)
|
|
14
|
|
|
—
|
|
|
—
|
|
|||
Losses associated with U. S. Steel Canada Inc. (Notes 4 and 5)
|
|
—
|
|
|
392
|
|
|
416
|
|
|||
Restructuring and other charges (Note 24)
|
|
122
|
|
|
322
|
|
|
250
|
|
|||
Net loss (gain) on disposals of assets (Note 25)
|
|
5
|
|
|
(2
|
)
|
|
(23
|
)
|
|||
Other income, net
|
|
(2
|
)
|
|
(1
|
)
|
|
(12
|
)
|
|||
Total
|
|
10,426
|
|
|
12,776
|
|
|
17,094
|
|
|||
(Loss) earnings before interest and income taxes
|
|
(165
|
)
|
|
(1,202
|
)
|
|
413
|
|
|||
Interest expense (Note 7)
|
|
230
|
|
|
214
|
|
|
234
|
|
|||
Interest income
|
|
(5
|
)
|
|
(3
|
)
|
|
(12
|
)
|
|||
Loss on debt extinguishment (Note 7)
|
|
22
|
|
|
36
|
|
|
—
|
|
|||
Other financial costs (Note 7)
|
|
4
|
|
|
10
|
|
|
21
|
|
|||
Net interest and other financial costs
|
|
251
|
|
|
257
|
|
|
243
|
|
|||
(Loss) earnings before income taxes
|
|
(416
|
)
|
|
(1,459
|
)
|
|
170
|
|
|||
Income tax provision (Note 10)
|
|
24
|
|
|
183
|
|
|
68
|
|
|||
Net (loss) earnings
|
|
(440
|
)
|
|
(1,642
|
)
|
|
102
|
|
|||
Less: Net earnings attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
(Loss) earnings attributable to United States Steel Corporation
|
|
$
|
(440
|
)
|
|
$
|
(1,642
|
)
|
|
$
|
102
|
|
(Loss) earnings per common share
(Note 8)
|
|
|
|
|
|
|
||||||
(Loss) earnings per share attributable to United States Steel Corporation stockholders:
|
|
|
|
|
|
|
||||||
— Basic
|
|
$
|
(2.81
|
)
|
|
$
|
(11.24
|
)
|
|
$
|
0.71
|
|
— Diluted
|
|
$
|
(2.81
|
)
|
|
$
|
(11.24
|
)
|
|
$
|
0.69
|
|
|
|
Year Ended December 31,
|
||||||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Net (loss) earnings
|
|
$
|
(440
|
)
|
|
$
|
(1,642
|
)
|
|
$
|
102
|
|
Other comprehensive (loss) income, net of tax:
|
|
|
|
|
|
|
||||||
Changes in foreign currency translation adjustments
(a)
|
|
(38
|
)
|
|
(104
|
)
|
|
66
|
|
|||
Changes in pension and other employee benefit accounts
(a)
|
|
(292
|
)
|
|
373
|
|
|
(218
|
)
|
|||
Changes in unrecognized (losses) gains on other
(a)
|
|
2
|
|
|
3
|
|
|
(5
|
)
|
|||
Deconsolidation of U. S. Steel Canada
(b)
|
|
—
|
|
|
—
|
|
|
468
|
|
|||
Total other comprehensive income, net of tax
|
|
(328
|
)
|
|
272
|
|
|
311
|
|
|||
Comprehensive (loss) income including noncontrolling interest
|
|
(768
|
)
|
|
(1,370
|
)
|
|
413
|
|
|||
Comprehensive loss attributable to noncontrolling interest
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Comprehensive (loss) income attributable to United States Steel Corporation
|
|
$
|
(768
|
)
|
|
$
|
(1,370
|
)
|
|
$
|
413
|
|
Foreign currency translation adjustments
(c)
|
|
$
|
—
|
|
|
$
|
82
|
|
|
$
|
111
|
|
Pension and other benefits adjustments
(c)
|
|
—
|
|
|
(228
|
)
|
|
282
|
|
|||
Other adjustments
(c)
|
|
—
|
|
|
(2
|
)
|
|
3
|
|
|
|
December 31,
|
||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
||||
Assets
|
|
|
|
|
||||
Current assets:
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
1,515
|
|
|
$
|
755
|
|
Receivables, less allowance of $25 and $28
|
|
976
|
|
|
864
|
|
||
Receivables from related parties, less allowance of $265 and $254 (Note 22)
|
|
272
|
|
|
199
|
|
||
Inventories (Note 9)
|
|
1,573
|
|
|
2,074
|
|
||
Other current assets
|
|
20
|
|
|
25
|
|
||
Total current assets
|
|
4,356
|
|
|
3,917
|
|
||
Investments and long-term receivables, less allowance of $10 and $7 (Note 11)
|
|
528
|
|
|
540
|
|
||
Long-term receivables from related parties, less allowance of $1,627 and $1,446
|
|
—
|
|
|
—
|
|
||
Property, plant and equipment, net (Note 12)
|
|
3,979
|
|
|
4,411
|
|
||
Intangibles — net (Note 13)
|
|
175
|
|
|
196
|
|
||
Deferred income tax benefits (Note 10)
|
|
6
|
|
|
15
|
|
||
Other noncurrent assets
|
|
116
|
|
|
88
|
|
||
Total assets
|
|
$
|
9,160
|
|
|
$
|
9,167
|
|
Liabilities
|
|
|
|
|
||||
Current liabilities:
|
|
|
|
|
||||
Accounts payable and other accrued liabilities
|
|
$
|
1,602
|
|
|
$
|
1,412
|
|
Accounts payable to related parties (Note 22)
|
|
66
|
|
|
81
|
|
||
Payroll and benefits payable
|
|
400
|
|
|
462
|
|
||
Accrued taxes
|
|
128
|
|
|
99
|
|
||
Accrued interest
|
|
85
|
|
|
49
|
|
||
Current portion of long-term debt (Note 16)
|
|
50
|
|
|
45
|
|
||
Total current liabilities
|
|
2,331
|
|
|
2,148
|
|
||
Long-term debt, less unamortized discount and debt issuance costs (Note 16)
|
|
2,981
|
|
|
3,093
|
|
||
Employee benefits (Note 17)
|
|
1,216
|
|
|
1,101
|
|
||
Deferred income tax liabilities (Note 10)
|
|
28
|
|
|
29
|
|
||
Deferred credits and other noncurrent liabilities
|
|
329
|
|
|
359
|
|
||
Total liabilities
|
|
6,885
|
|
|
6,730
|
|
||
Contingencies and commitments (Note 25)
|
|
|
|
|
||||
Stockholders’ Equity
|
|
|
|
|
||||
Common stock issued — 176,424,554 shares issued and 150,925,911 shares issued (par value $1 per share, authorized 400,000,000 shares) (Notes 8 and 26)
|
|
176
|
|
|
151
|
|
||
Treasury stock, at cost (2,614,378 shares and 4,644,867 shares)
|
|
(182
|
)
|
|
(339
|
)
|
||
Additional paid-in capital
|
|
4,027
|
|
|
3,603
|
|
||
(Accumulated deficit) retained earnings
|
|
(250
|
)
|
|
190
|
|
||
Accumulated other comprehensive loss (Note 20)
|
|
(1,497
|
)
|
|
(1,169
|
)
|
||
Total United States Steel Corporation stockholders’ equity
|
|
2,274
|
|
|
2,436
|
|
||
Noncontrolling interests
|
|
1
|
|
|
1
|
|
||
Total liabilities and stockholders’ equity
|
|
$
|
9,160
|
|
|
$
|
9,167
|
|
|
|
Year Ended December 31,
|
||||||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Increase (decrease) in cash and cash equivalents
|
|
|
|
|
|
|
||||||
Operating activities:
|
|
|
|
|
|
|
||||||
Net (loss) earnings
|
|
$
|
(440
|
)
|
|
$
|
(1,642
|
)
|
|
$
|
102
|
|
Adjustments to reconcile net cash provided by operating activities:
|
|
|
|
|
|
|
||||||
Depreciation, depletion and amortization (Notes 12 and 13)
|
|
507
|
|
|
547
|
|
|
627
|
|
|||
Impairment of intangible assets (Note 13)
|
|
14
|
|
|
—
|
|
|
—
|
|
|||
Losses associated with U. S. Steel Canada Inc. (Notes 4 and 5)
|
|
—
|
|
|
392
|
|
|
416
|
|
|||
Restructuring and other charges (Note 24)
|
|
122
|
|
|
322
|
|
|
256
|
|
|||
Loss on debt extinguishment (Note 7)
|
|
22
|
|
|
36
|
|
|
—
|
|
|||
Provision for doubtful accounts
|
|
—
|
|
|
(15
|
)
|
|
—
|
|
|||
Pensions and other postretirement benefits
|
|
(62
|
)
|
|
50
|
|
|
(235
|
)
|
|||
Deferred income taxes (Note 10)
|
|
9
|
|
|
213
|
|
|
76
|
|
|||
Net loss (gain) on disposal of assets (Note 25)
|
|
5
|
|
|
(2
|
)
|
|
(23
|
)
|
|||
Distributions received, net of equity investees earnings
|
|
(89
|
)
|
|
(28
|
)
|
|
(135
|
)
|
|||
Changes in:
|
|
|
|
|
|
|
||||||
Current receivables
|
|
(182
|
)
|
|
792
|
|
|
(199
|
)
|
|||
Inventories
|
|
491
|
|
|
391
|
|
|
(247
|
)
|
|||
Current accounts payable and accrued expenses
|
|
287
|
|
|
(632
|
)
|
|
581
|
|
|||
Income taxes receivable/payable
|
|
10
|
|
|
6
|
|
|
161
|
|
|||
All other, net
|
|
33
|
|
|
(71
|
)
|
|
173
|
|
|||
Net cash provided by operating activities
|
|
727
|
|
|
359
|
|
|
1,553
|
|
|||
Investing activities:
|
|
|
|
|
|
|
||||||
Capital expenditures
|
|
(306
|
)
|
|
(500
|
)
|
|
(480
|
)
|
|||
Acquisitions
|
|
—
|
|
|
(25
|
)
|
|
—
|
|
|||
Disposal of assets
|
|
12
|
|
|
4
|
|
|
29
|
|
|||
Change in restricted cash, net
|
|
(3
|
)
|
|
13
|
|
|
29
|
|
|||
Investments, net
|
|
(21
|
)
|
|
(2
|
)
|
|
(5
|
)
|
|||
Net cash used in investing activities
|
|
(318
|
)
|
|
(510
|
)
|
|
(427
|
)
|
|||
Financing activities:
|
|
|
|
|
|
|
||||||
Issuance of long-term debt, net of financing costs (Note 16)
|
|
958
|
|
|
—
|
|
|
—
|
|
|||
Repayment of long-term debt (Note 16)
|
|
(1,070
|
)
|
|
(379
|
)
|
|
(325
|
)
|
|||
Settlement of contingent consideration
|
|
(15
|
)
|
|
—
|
|
|
—
|
|
|||
Net proceeds from public offering of common stock (Note 26)
|
|
482
|
|
|
—
|
|
|
—
|
|
|||
Receipts from exercise of stock options
|
|
35
|
|
|
1
|
|
|
13
|
|
|||
Dividends paid
|
|
(31
|
)
|
|
(29
|
)
|
|
(29
|
)
|
|||
Net cash provided by (used in) financing activities
|
|
359
|
|
|
(407
|
)
|
|
(341
|
)
|
|||
Effect of exchange rate changes on cash
|
|
(8
|
)
|
|
(41
|
)
|
|
(35
|
)
|
|||
Net increase (decrease) in cash and cash equivalents
|
|
760
|
|
|
(599
|
)
|
|
750
|
|
|||
Cash and cash equivalents at beginning of year
|
|
755
|
|
|
1,354
|
|
|
604
|
|
|||
Cash and cash equivalents at end of year
|
|
$
|
1,515
|
|
|
$
|
755
|
|
|
$
|
1,354
|
|
|
|
Dollars in Millions
|
|
Shares in Thousands
|
|||||||||||||||||
|
|
2016
|
|
2015
|
|
2014
|
|
2016
|
|
2015
|
|
2014
|
|||||||||
Common stock:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at beginning of year
|
|
$
|
151
|
|
|
$
|
151
|
|
|
$
|
151
|
|
|
150,926
|
|
|
150,926
|
|
|
150,926
|
|
Common stock issued
|
|
25
|
|
|
—
|
|
|
—
|
|
|
25,499
|
|
|
—
|
|
|
—
|
|
|||
Balance at end of year
|
|
$
|
176
|
|
|
$
|
151
|
|
|
$
|
151
|
|
|
176,425
|
|
|
150,926
|
|
|
150,926
|
|
Treasury stock:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at beginning of year
|
|
$
|
(339
|
)
|
|
$
|
(396
|
)
|
|
$
|
(480
|
)
|
|
(4,645
|
)
|
|
(5,271
|
)
|
|
(6,246
|
)
|
Common stock reissued for employee/non-employee director stock plans
|
|
157
|
|
|
57
|
|
|
84
|
|
|
2,031
|
|
|
626
|
|
|
975
|
|
|||
Balance at end of year
|
|
$
|
(182
|
)
|
|
$
|
(339
|
)
|
|
$
|
(396
|
)
|
|
(2,614
|
)
|
|
(4,645
|
)
|
|
(5,271
|
)
|
Additional paid-in capital:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at beginning of year
|
|
$
|
3,603
|
|
|
$
|
3,623
|
|
|
$
|
3,667
|
|
|
|
|
|
|
|
|||
Common stock issued
|
|
557
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
||||||
Dividends on common stock
|
|
(31
|
)
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
||||||
Employee stock plans
|
|
(102
|
)
|
|
(20
|
)
|
|
(44
|
)
|
|
|
|
|
|
|
||||||
Balance at end of year
|
|
$
|
4,027
|
|
|
$
|
3,603
|
|
|
$
|
3,623
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive Income (Loss)
|
||||||||||||||||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
|
2014
|
|
2016
|
|
2015
|
|
2014
|
||||||||||||
Retained earnings:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance at beginning of year
|
|
$
|
190
|
|
|
$
|
1,862
|
|
|
$
|
1,789
|
|
|
|
|
|
|
|
||||||
Net (loss) earnings attributable to United States Steel Corporation
|
|
(440
|
)
|
|
(1,642
|
)
|
|
102
|
|
|
$
|
(440
|
)
|
|
$
|
(1,642
|
)
|
|
$
|
102
|
|
|||
Dividends on common stock
|
|
—
|
|
|
(29
|
)
|
|
(29
|
)
|
|
|
|
|
|
|
|||||||||
Other
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
|
|
|
|
|
|||||||||
Balance at end of year
|
|
$
|
(250
|
)
|
|
$
|
190
|
|
|
$
|
1,862
|
|
|
|
|
|
|
|
||||||
Accumulated other comprehensive (loss) income:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Pension and other benefit adjustments (Note 17)
:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance at beginning of year
|
|
$
|
(1,479
|
)
|
|
$
|
(1,852
|
)
|
|
$
|
(2,127
|
)
|
|
|
|
|
|
|
||||||
Changes during year, net of taxes
(a) (b)
|
|
(288
|
)
|
|
364
|
|
|
296
|
|
|
(288
|
)
|
|
364
|
|
|
296
|
|
||||||
Changes during year, equity investee net of taxes
(a)
|
|
(4
|
)
|
|
9
|
|
|
(21
|
)
|
|
(4
|
)
|
|
9
|
|
|
(21
|
)
|
||||||
Balance at end of year
|
|
$
|
(1,771
|
)
|
|
$
|
(1,479
|
)
|
|
$
|
(1,852
|
)
|
|
|
|
|
|
|
||||||
Foreign currency translation adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance at beginning of year
|
|
$
|
312
|
|
|
$
|
416
|
|
|
$
|
375
|
|
|
|
|
|
|
|
||||||
Changes during year, net of taxes
(a) (b)
|
|
(38
|
)
|
|
(104
|
)
|
|
41
|
|
|
(38
|
)
|
|
(104
|
)
|
|
41
|
|
||||||
Balance at end of year
|
|
$
|
274
|
|
|
$
|
312
|
|
|
$
|
416
|
|
|
|
|
|
|
|
||||||
Other:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance at beginning of year
|
|
$
|
(2
|
)
|
|
$
|
(5
|
)
|
|
$
|
—
|
|
|
|
|
|
|
|
||||||
Changes during year, net of taxes
(a)
|
|
2
|
|
|
3
|
|
|
(5
|
)
|
|
2
|
|
|
3
|
|
|
(5
|
)
|
||||||
Balance at end of year
|
|
$
|
—
|
|
|
$
|
(2
|
)
|
|
$
|
(5
|
)
|
|
|
|
|
|
|
||||||
Total balances at end of year
|
|
$
|
(1,497
|
)
|
|
$
|
(1,169
|
)
|
|
$
|
(1,441
|
)
|
|
|
|
|
|
|
||||||
Total stockholders’ equity
|
|
$
|
2,274
|
|
|
$
|
2,436
|
|
|
$
|
3,799
|
|
|
|
|
|
|
|
||||||
Noncontrolling interests:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance at beginning of year
|
|
$
|
1
|
|
|
$
|
1
|
|
|
$
|
1
|
|
|
|
|
|
|
|
||||||
Net loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Balance at end of year
|
|
$
|
1
|
|
|
$
|
1
|
|
|
$
|
1
|
|
|
|
|
|
|
|
||||||
Total comprehensive (income) loss
|
|
|
|
|
|
|
|
$
|
(768
|
)
|
|
$
|
(1,370
|
)
|
|
$
|
413
|
|
Foreign currency translation adjustments
(c)
|
|
$
|
—
|
|
|
$
|
82
|
|
|
$
|
111
|
|
Pension and other benefits adjustments
(c)
|
|
—
|
|
|
(228
|
)
|
|
282
|
|
|||
Other adjustments
(c)
|
|
—
|
|
|
(2
|
)
|
|
3
|
|
(In millions)
|
|
Customer
Sales |
|
Intersegment
Sales |
|
Net
Sales |
|
Earnings
(loss) from investees |
|
Earnings (Loss) before Interest and Income Taxes
|
|
Depreciation,
depletion & amortization |
|
Capital
expenditures |
||||||||||||||
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Flat-Rolled
|
|
$
|
7,507
|
|
|
$
|
25
|
|
|
$
|
7,532
|
|
|
$
|
106
|
|
|
$
|
(3
|
)
|
|
$
|
349
|
|
|
$
|
111
|
|
USSE
|
|
2,243
|
|
|
3
|
|
|
2,246
|
|
|
—
|
|
|
185
|
|
|
80
|
|
|
83
|
|
|||||||
Tubular
|
|
449
|
|
|
2
|
|
|
451
|
|
|
6
|
|
|
(304
|
)
|
|
68
|
|
|
88
|
|
|||||||
Total reportable segments
|
|
10,199
|
|
|
30
|
|
|
10,229
|
|
|
112
|
|
|
(122
|
)
|
|
497
|
|
|
282
|
|
|||||||
Other Businesses
|
|
62
|
|
|
107
|
|
|
169
|
|
|
(2
|
)
|
|
63
|
|
|
10
|
|
|
24
|
|
|||||||
Reconciling Items and Eliminations
|
|
—
|
|
|
(137
|
)
|
|
(137
|
)
|
|
(12
|
)
|
|
(106
|
)
|
|
—
|
|
|
—
|
|
|||||||
Total
|
|
$
|
10,261
|
|
|
$
|
—
|
|
|
$
|
10,261
|
|
|
$
|
98
|
|
|
$
|
(165
|
)
|
|
$
|
507
|
|
|
$
|
306
|
|
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Flat-Rolled
|
|
$
|
8,293
|
|
|
$
|
268
|
|
|
$
|
8,561
|
|
|
$
|
49
|
|
|
$
|
(237
|
)
|
|
$
|
392
|
|
|
$
|
280
|
|
USSE
|
|
2,323
|
|
|
3
|
|
|
2,326
|
|
|
—
|
|
|
81
|
|
|
81
|
|
|
110
|
|
|||||||
Tubular
|
|
898
|
|
|
—
|
|
|
898
|
|
|
11
|
|
|
(179
|
)
|
|
64
|
|
|
102
|
|
|||||||
Total reportable segments
|
|
11,514
|
|
|
271
|
|
|
11,785
|
|
|
60
|
|
|
(335
|
)
|
|
537
|
|
|
492
|
|
|||||||
Other Businesses
|
|
60
|
|
|
105
|
|
|
165
|
|
|
(22
|
)
|
|
33
|
|
|
10
|
|
|
8
|
|
|||||||
Reconciling Items and Eliminations
|
|
—
|
|
|
(376
|
)
|
|
(376
|
)
|
|
—
|
|
|
(900
|
)
|
|
—
|
|
|
—
|
|
|||||||
Total
|
|
$
|
11,574
|
|
|
$
|
—
|
|
|
$
|
11,574
|
|
|
$
|
38
|
|
|
$
|
(1,202
|
)
|
|
$
|
547
|
|
|
$
|
500
|
|
2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Flat-Rolled
|
|
$
|
11,708
|
|
|
$
|
1,187
|
|
|
$
|
12,895
|
|
|
$
|
134
|
|
|
$
|
709
|
|
|
$
|
457
|
|
|
$
|
322
|
|
USSE
|
|
2,891
|
|
|
45
|
|
|
2,936
|
|
|
—
|
|
|
133
|
|
|
95
|
|
|
74
|
|
|||||||
Tubular
|
|
2,772
|
|
|
2
|
|
|
2,774
|
|
|
11
|
|
|
261
|
|
|
66
|
|
|
76
|
|
|||||||
Total reportable segments
|
|
17,371
|
|
|
1,234
|
|
|
18,605
|
|
|
145
|
|
|
1,103
|
|
|
618
|
|
|
472
|
|
|||||||
Other Businesses
|
|
136
|
|
|
133
|
|
|
269
|
|
|
(3
|
)
|
|
82
|
|
|
9
|
|
|
8
|
|
|||||||
Reconciling Items and Eliminations
|
|
—
|
|
|
(1,367
|
)
|
|
(1,367
|
)
|
|
—
|
|
|
(772
|
)
|
|
—
|
|
|
—
|
|
|||||||
Total
|
|
$
|
17,507
|
|
|
$
|
—
|
|
|
$
|
17,507
|
|
|
$
|
142
|
|
|
$
|
413
|
|
|
$
|
627
|
|
|
$
|
480
|
|
(In millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Items not allocated to segments:
|
|
|
|
|
|
|
||||||
Postretirement benefit income (expense)
(a)
|
|
$
|
62
|
|
|
$
|
(43
|
)
|
|
$
|
(114
|
)
|
Other items not allocated to segments:
|
|
|
|
|
|
|
||||||
Loss on shutdown of certain tubular pipe mill assets
(b)
|
|
(126
|
)
|
|
—
|
|
|
—
|
|
|||
Losses associated with U. S. Steel Canada Inc. (Notes 4 and 5)
|
|
—
|
|
|
(392
|
)
|
|
(416
|
)
|
|||
Loss on shutdown of coke production facilities
(b)
|
|
—
|
|
|
(153
|
)
|
|
—
|
|
|||
Granite City Works temporary idling charges
|
|
(18
|
)
|
|
(99
|
)
|
|
—
|
|
|||
Loss on shutdown of Fairfield Flat-Rolled Operations
(b)(c)
|
|
—
|
|
|
(91
|
)
|
|
—
|
|
|||
Restructuring and other charges (Note 24)
(b)
|
|
2
|
|
|
(78
|
)
|
|
—
|
|
|||
Postemployment benefit actuarial adjustment
|
|
—
|
|
|
(26
|
)
|
|
—
|
|
|||
Impairment of intangible assets (Note 13)
|
|
(14
|
)
|
|
—
|
|
|
—
|
|
|||
Impairment of equity investment (Note 11)
|
|
(12
|
)
|
|
(18
|
)
|
|
—
|
|
|||
Impairment of carbon alloy facilities (Note 24)
(b)
|
|
—
|
|
|
—
|
|
|
(195
|
)
|
|||
Litigation reserves (Note 25)
|
|
—
|
|
|
—
|
|
|
(70
|
)
|
|||
Write-off of pre-engineering costs at Keetac (Note 24)
(b)
|
|
—
|
|
|
—
|
|
|
(37
|
)
|
|||
Loss on assets held for sale (Note 24)
(b)
|
|
—
|
|
|
—
|
|
|
(14
|
)
|
|||
Gain on sale of real estate assets
(d)
|
|
—
|
|
|
—
|
|
|
55
|
|
|||
Curtailment gain
(
Note 17
)
|
|
—
|
|
|
—
|
|
|
19
|
|
|||
Total other items not allocated to segments
|
|
$
|
(168
|
)
|
|
$
|
(857
|
)
|
|
$
|
(658
|
)
|
Total reconciling items
|
|
$
|
(106
|
)
|
|
$
|
(900
|
)
|
|
$
|
(772
|
)
|
(a)
|
Consists of the net periodic benefit cost elements, other than service cost and amortization of prior service cost for active employees, associated with our defined pension, retiree health care and life insurance benefit plans.
|
(b)
|
Included in Restructuring and other charges on the Consolidated Statements of Operations. See Note 24 to the Consolidated Financial Statements.
|
(c)
|
Fairfield Flat-Rolled Operations includes the blast furnace and associated steelmaking operations, along with most of the flat-rolled finishing operations at Fairfield Works. The #5 coating line continues to operate.
|
(d)
|
Gain on sale of surface rights and mineral royalty revenue streams in the state of Alabama.
|
(In millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Flat-Rolled
|
|
$
|
8,969
|
|
|
$
|
10,047
|
|
|
$
|
13,533
|
|
Tubular
|
|
481
|
|
|
929
|
|
|
2,818
|
|
|||
Other
(a)
|
|
811
|
|
|
598
|
|
|
1,156
|
|
|||
Total
|
|
$
|
10,261
|
|
|
$
|
11,574
|
|
|
$
|
17,507
|
|
(a)
|
Primarily includes sales of steel production by-products, railroad services and real estate operations.
|
(In millions)
|
|
Year
|
|
Net
Sales |
|
Assets
|
|
||||
North America
|
|
2016
|
|
$
|
8,018
|
|
|
$
|
3,671
|
|
(a)
|
|
|
2015
|
|
9,251
|
|
|
4,057
|
|
(a)
|
||
|
|
2014
|
|
14,616
|
|
|
4,180
|
|
(a)
|
||
Europe
|
|
2016
|
|
2,243
|
|
|
789
|
|
|
||
|
|
2015
|
|
2,323
|
|
|
832
|
|
|
||
|
|
2014
|
|
2,891
|
|
|
890
|
|
|
||
Other Foreign Countries
|
|
2016
|
|
—
|
|
|
18
|
|
|
||
|
|
2015
|
|
—
|
|
|
24
|
|
|
||
|
|
2014
|
|
—
|
|
|
36
|
|
|
||
Total
|
|
2016
|
|
10,261
|
|
|
4,478
|
|
|
||
|
|
2015
|
|
11,574
|
|
|
4,913
|
|
|
||
|
|
2014
|
|
$
|
17,507
|
|
|
$
|
5,106
|
|
|
(a)
|
Assets with a book value of
$3,670 million
,
$4,047 million
and
$4,172 million
were located in the United States at December 31,
2016
,
2015
and
2014
, respectively.
|
(Dollars in millions)
|
Period from January 1, 2014 - September 15, 2014
|
||
Total net sales
|
$
|
1,508
|
|
Total operating expenses
|
1,587
|
|
|
Loss from continuing operations
|
(79
|
)
|
|
Net interest and other financial costs
|
121
|
|
|
Loss before income taxes
|
(200
|
)
|
|
Income tax benefit
|
—
|
|
|
Net loss
|
$
|
(200
|
)
|
Level 2 Other Observable Inputs
|
Level 3 Other Unobservable Inputs
|
Market Participant Weighted Average Cost of Capital
(1)
|
Recent Operating Budgets
|
Perpetual Growth Rate
(2)
|
Long Range Strategic Plans
|
Market Comparables
|
Estimated Shipments
|
Replacement Cost
|
Projected Raw Material Costs
|
|
Projected Margins
|
|
Recoverability Measures
|
(In millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Interest income:
|
|
|
|
|
|
|
||||||
Interest income
|
|
$
|
(5
|
)
|
|
$
|
(3
|
)
|
|
$
|
(12
|
)
|
Interest expense and other financial costs:
|
|
|
|
|
|
|
||||||
Interest incurred
|
|
234
|
|
|
228
|
|
|
248
|
|
|||
Less interest capitalized
|
|
4
|
|
|
14
|
|
|
14
|
|
|||
Total interest expense
|
|
230
|
|
|
214
|
|
|
234
|
|
|||
Loss on debt extinguishment
(a)
|
|
22
|
|
|
36
|
|
|
—
|
|
|||
Foreign currency net gain
(b)
|
|
(14
|
)
|
|
(15
|
)
|
|
(1
|
)
|
|||
Financial costs on:
|
|
|
|
|
|
|
||||||
Sale of receivables
|
|
—
|
|
|
2
|
|
|
3
|
|
|||
Amended Credit Agreement
|
|
6
|
|
|
4
|
|
|
4
|
|
|||
USSK credit facilities
|
|
3
|
|
|
3
|
|
|
3
|
|
|||
Other
|
|
—
|
|
|
5
|
|
|
—
|
|
|||
Amortization of discounts and deferred financing costs
|
|
9
|
|
|
11
|
|
|
12
|
|
|||
Total other financial costs
|
|
4
|
|
|
10
|
|
|
21
|
|
|||
Net interest and other financial costs
|
|
$
|
251
|
|
|
$
|
257
|
|
|
$
|
243
|
|
(a)
|
Represents a net pretax charge of
$22 million
during 2016 related to the retirement of our 2017, and partial redemption of our 2018, 2020 and 2021 Senior Notes, and a
$36 million
pretax charge during 2015 related to the retirement of our 2019 Senior Convertible Notes.
|
(b)
|
The functional currency for USSE is the euro and the functional currency for USSC was the Canadian dollar. Foreign currency net gain is a result of transactions denominated in currencies other than the euro or Canadian dollar, prior to USSC's CCAA filing on September 16, 2014. Additionally, for 2014, foreign currency net gain includes the impacts of the remeasurement of a U.S. dollar-denominated intercompany loan to a European subsidiary and the impacts of euro-U.S. dollar derivatives activity.
|
(Dollars in millions, except per share amounts)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Net (loss) earnings attributable to United States Steel Corporation shareholders
|
|
$
|
(440
|
)
|
|
$
|
(1,642
|
)
|
|
$
|
102
|
|
Plus income effect of assumed conversion-interest on convertible notes
|
|
—
|
|
|
—
|
|
|
3
|
|
|||
Net (loss) earnings after assumed conversion
|
|
$
|
(440
|
)
|
|
$
|
(1,642
|
)
|
|
$
|
105
|
|
Weighted-average shares outstanding (in thousands):
|
|
|
|
|
|
|
||||||
Basic
|
|
156,673
|
|
|
146,094
|
|
|
145,164
|
|
|||
Effect of convertible notes
|
|
—
|
|
|
—
|
|
|
5,670
|
|
|||
Effect of stock options, restricted stock units and performance awards
|
|
—
|
|
|
—
|
|
|
1,269
|
|
|||
Adjusted weighted-average shares outstanding, diluted
|
|
156,673
|
|
|
146,094
|
|
|
152,103
|
|
|||
Basic (loss) earnings per common share
|
|
$
|
(2.81
|
)
|
|
$
|
(11.24
|
)
|
|
$
|
0.71
|
|
Diluted (loss) earnings per common share
|
|
$
|
(2.81
|
)
|
|
$
|
(11.24
|
)
|
|
$
|
0.69
|
|
(In thousands)
|
|
2016
|
|
2015
|
|
2014
|
|
|||
Securities granted under the 2005 Stock Incentive Plan
|
|
8,820
|
|
|
8,298
|
|
|
3,223
|
|
|
(In millions)
|
|
December 31, 2016
|
|
December 31, 2015
|
||||
Raw materials
|
|
$
|
449
|
|
|
$
|
766
|
|
Semi-finished products
|
|
686
|
|
|
841
|
|
||
Finished products
|
|
375
|
|
|
392
|
|
||
Supplies and sundry items
|
|
63
|
|
|
75
|
|
||
Total
|
|
$
|
1,573
|
|
|
$
|
2,074
|
|
|
|
2016
|
|
2015
|
|
2014
|
||||||||||||||||||||||||||||||
(In millions)
|
|
Current
|
|
Deferred
|
|
Total
|
|
Current
|
|
Deferred
|
|
Total
|
|
Current
|
|
Deferred
|
|
Total
|
||||||||||||||||||
Federal
|
|
$
|
(18
|
)
|
|
$
|
—
|
|
|
$
|
(18
|
)
|
|
$
|
(29
|
)
|
|
$
|
168
|
|
|
$
|
139
|
|
|
$
|
—
|
|
|
$
|
80
|
|
|
$
|
80
|
|
State and local
|
|
1
|
|
|
—
|
|
|
1
|
|
|
(5
|
)
|
|
33
|
|
|
28
|
|
|
(9
|
)
|
|
(29
|
)
|
|
(38
|
)
|
|||||||||
Foreign
|
|
32
|
|
|
9
|
|
|
41
|
|
|
4
|
|
|
12
|
|
|
16
|
|
|
1
|
|
|
25
|
|
|
26
|
|
|||||||||
Total
|
|
$
|
15
|
|
|
$
|
9
|
|
|
$
|
24
|
|
|
$
|
(30
|
)
|
|
$
|
213
|
|
|
$
|
183
|
|
|
$
|
(8
|
)
|
|
$
|
76
|
|
|
$
|
68
|
|
(In millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Statutory rate applied to earnings (loss) before income taxes
|
|
$
|
(146
|
)
|
|
$
|
(511
|
)
|
|
$
|
59
|
|
Valuation allowance
|
|
252
|
|
|
804
|
|
|
—
|
|
|||
Excess percentage depletion
|
|
(49
|
)
|
|
(49
|
)
|
|
(99
|
)
|
|||
State and local income taxes after federal income tax effects
|
|
(20
|
)
|
|
(42
|
)
|
|
(25
|
)
|
|||
Adjustments of prior years’ federal income taxes
|
|
(6
|
)
|
|
(23
|
)
|
|
(10
|
)
|
|||
Tax credits
|
|
(39
|
)
|
|
(7
|
)
|
|
(4
|
)
|
|||
Effects of foreign operations
|
|
36
|
|
|
5
|
|
|
25
|
|
|||
Loss on deconsolidation of USSC
|
|
—
|
|
|
—
|
|
|
116
|
|
|||
Alternative minimum tax credit refund
|
|
(18
|
)
|
|
—
|
|
|
—
|
|
|||
Other
|
|
14
|
|
|
6
|
|
|
6
|
|
|||
Total provision
|
|
$
|
24
|
|
|
$
|
183
|
|
|
$
|
68
|
|
(In millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Unrecognized tax benefits, beginning of year
|
|
$
|
74
|
|
|
$
|
112
|
|
|
$
|
127
|
|
Increases – tax positions taken in prior years
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Decreases – tax positions taken in prior years
|
|
(4
|
)
|
|
(5
|
)
|
|
(7
|
)
|
|||
Increases – current tax positions
|
|
3
|
|
|
—
|
|
|
1
|
|
|||
Settlements
|
|
—
|
|
|
(26
|
)
|
|
—
|
|
|||
Lapse of statute of limitations
|
|
(1
|
)
|
|
(7
|
)
|
|
(9
|
)
|
|||
Unrecognized tax benefits, end of year
|
|
$
|
72
|
|
|
$
|
74
|
|
|
$
|
112
|
|
|
|
December 31,
|
||||||
(In millions)
|
|
2016
|
|
2015
|
||||
Deferred tax assets:
|
|
|
|
|
||||
Federal tax loss carryforwards (expiring in 2033 through 2036)
|
|
$
|
754
|
|
|
$
|
466
|
|
State tax credit carryforwards (expiring in 2018 through 2030)
|
|
15
|
|
|
11
|
|
||
State tax loss carryforwards (expiring in 2018 through 2036)
|
|
110
|
|
|
60
|
|
||
Minimum tax credit carryforwards
|
|
109
|
|
|
128
|
|
||
General business credit carryforwards (expiring in 2025 through 2036)
|
|
85
|
|
|
77
|
|
||
Foreign tax loss and credit carryforwards (expiring in 2017 through 2023)
|
|
51
|
|
|
16
|
|
||
Employee benefits
|
|
633
|
|
|
623
|
|
||
Receivables, payables and debt
|
|
5
|
|
|
33
|
|
||
Future reduction of foreign tax credits
|
|
1
|
|
|
—
|
|
||
Expected federal benefit for deducting state deferred income taxes
|
|
—
|
|
|
2
|
|
||
Inventory
|
|
—
|
|
|
123
|
|
||
Contingencies and accrued liabilities
|
|
97
|
|
|
95
|
|
||
Investments in subsidiaries and equity investees
|
|
211
|
|
|
259
|
|
||
Valuation allowance
|
|
(1,113
|
)
|
|
(808
|
)
|
||
Total deferred tax assets
|
|
958
|
|
|
1,085
|
|
||
Deferred tax liabilities:
|
|
|
|
|
||||
Property, plant and equipment
|
|
899
|
|
|
1,035
|
|
||
Inventory
|
|
23
|
|
|
—
|
|
||
Future reduction of foreign tax credits
|
|
—
|
|
|
6
|
|
||
Expected federal benefit for deducting state deferred income taxes
|
|
9
|
|
|
—
|
|
||
Indefinite-lived intangible assets
|
|
28
|
|
|
29
|
|
||
Other temporary differences
|
|
21
|
|
|
29
|
|
||
Total deferred tax liabilities
|
|
980
|
|
|
1,099
|
|
||
Net deferred tax liability
|
|
$
|
(22
|
)
|
|
$
|
(14
|
)
|
|
|
December 31,
|
||||||
(In millions)
|
|
2016
|
|
2015
|
||||
Equity method investments
|
|
$
|
499
|
|
|
$
|
502
|
|
Receivables due after one year, less allowance of $10 and $7
|
|
25
|
|
|
33
|
|
||
Other
|
|
4
|
|
|
5
|
|
||
Total
|
|
$
|
528
|
|
|
$
|
540
|
|
(In millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Income data – year ended December 31:
|
|
|
|
|
|
|
||||||
Net Sales
|
|
$
|
2,839
|
|
|
$
|
3,176
|
|
|
$
|
3,794
|
|
Operating income
|
|
345
|
|
|
529
|
|
|
584
|
|
|||
Net earnings
|
|
323
|
|
|
491
|
|
|
545
|
|
|||
Balance sheet date – December 31:
|
|
|
|
|
|
|
||||||
Current Assets
|
|
$
|
771
|
|
|
$
|
732
|
|
|
|
||
Noncurrent Assets
|
|
989
|
|
|
988
|
|
|
|
||||
Current liabilities
|
|
478
|
|
|
485
|
|
|
|
||||
Noncurrent Liabilities
|
|
506
|
|
|
490
|
|
|
|
Investee
|
Country
|
December 31, 2016
Interest |
|
Acero Prime, S. R. L. de CV
|
Mexico
|
40
|
%
|
Apolo Tubulars S.A.
|
Brazil
|
50
|
%
|
Chrome Deposit Corporation
|
United States
|
50
|
%
|
Daniel Ross Bridge, LLC
|
United States
|
50
|
%
|
Double G Coatings Company L.P.
|
United States
|
50
|
%
|
Feralloy Processing Company
|
United States
|
49
|
%
|
Hibbing Development Company
|
United States
|
24.1
|
%
|
Hibbing Taconite Company
(a)
|
United States
|
14.7
|
%
|
Leeds Retail Center, LLC
|
United States
|
33.3
|
%
|
Patriot Premium Threading Services
|
United States
|
50
|
%
|
PRO-TEC Coating Company
|
United States
|
50
|
%
|
Strategic Investment Fund Partners II
(b)
|
United States
|
5.2
|
%
|
Swan Point Development Company, Inc.
|
United States
|
50
|
%
|
Tilden Mining Company, L.C.
(c)
|
United States
|
15
|
%
|
USS-POSCO Industries
|
United States
|
50
|
%
|
Worthington Specialty Processing
|
United States
|
49
|
%
|
(a)
|
Hibbing Taconite Company (HTC) is an unincorporated joint venture that is owned, in part, by Hibbing Development Company (HDC),
|
(b)
|
Strategic Investment Fund Partners II is a limited partnership and in accordance with ASC Topic 323, the financial activities are accounted for using the equity method.
|
(c)
|
Tilden Mining Company, L.C. is a limited liability company and in accordance with ASC Topic 323 “Partnerships and Unincorporated Joint Ventures,” (ASC Topic 323) its financial activities are accounted for using the equity method.
|
|
|
|
|
December 31,
|
|||||||
(In millions)
|
|
Useful Lives
|
|
2016
|
|
2015
|
|||||
Land and depletable property
|
|
—
|
|
|
$
|
204
|
|
|
$
|
198
|
|
Buildings
|
|
35 years
|
|
|
1,051
|
|
|
1,036
|
|
||
Machinery and equipment
|
|
5-40 years
|
|
|
12,128
|
|
|
12,220
|
|
||
Information technology
|
|
5-6 years
|
|
|
777
|
|
|
763
|
|
||
Assets under capital lease
|
|
5-15 years
|
|
|
36
|
|
|
36
|
|
||
Total
|
|
|
|
14,196
|
|
|
14,253
|
|
|||
Less accumulated depreciation and depletion
|
|
|
|
10,217
|
|
|
9,842
|
|
|||
Net
|
|
|
|
$
|
3,979
|
|
|
$
|
4,411
|
|
|
|
|
|
As of December 31, 2016
|
|
As of December 31, 2015
|
||||||||||||||||||||
(In millions)
|
|
Useful
Lives |
|
Gross
Carrying Amount |
|
Accumulated
Amortization |
|
Net
Amount |
|
Gross
Carrying Amount |
|
Accumulated
Amortization |
|
Net
Amount |
||||||||||||
Customer relationships
|
|
10-22 Years
|
|
$
|
132
|
|
|
$
|
59
|
|
|
$
|
73
|
|
|
$
|
132
|
|
|
$
|
52
|
|
|
$
|
80
|
|
Other
|
|
4-20 Years
|
|
36
|
|
|
9
|
|
|
27
|
|
|
17
|
|
|
8
|
|
|
9
|
|
||||||
Total amortizable intangible assets
|
|
|
|
$
|
168
|
|
|
$
|
68
|
|
|
$
|
100
|
|
|
$
|
149
|
|
|
$
|
60
|
|
|
$
|
89
|
|
|
|
Executive Stock Options
|
|
Non-executive Stock
Options |
|
Restricted Stock Units
|
|
TSR Performance Awards
|
|
ROCE Performance Awards
|
|||||
2016 Grants
|
|
498,960
|
|
|
834,250
|
|
|
1,120,332
|
|
|
308,130
|
|
|
—
|
|
2015 Grants
|
|
493,430
|
|
|
1,145,110
|
|
|
807,432
|
|
|
273,560
|
|
|
—
|
|
2014 Grants
|
|
461,960
|
|
|
1,054,480
|
|
|
746,430
|
|
|
282,770
|
|
|
262,800
|
|
(In millions, except per share amounts)
|
|
Year Ended
December 31, 2016 |
|
Year Ended December 31, 2015
|
|
Year Ended December 31, 2014
|
||||||
Stock-based compensation expense recognized:
|
|
|
|
|
|
|
||||||
Cost of sales
|
|
$
|
9
|
|
|
$
|
14
|
|
|
$
|
12
|
|
Selling, general and administrative expenses
|
|
13
|
|
|
23
|
|
|
23
|
|
|||
Total
|
|
22
|
|
|
37
|
|
|
35
|
|
|||
Related deferred income tax benefit
(a)
|
|
—
|
|
|
13
|
|
|
12
|
|
|||
Decrease in net income
|
|
$
|
22
|
|
|
$
|
24
|
|
|
$
|
23
|
|
Decrease in basic earnings per share
|
|
0.14
|
|
|
0.16
|
|
|
0.15
|
|
|||
Decrease in diluted earnings per share
|
|
0.14
|
|
|
0.16
|
|
|
0.15
|
|
Black-Scholes Assumptions
(a)
|
|
2016 Grants
|
|
2015 Grants
|
|
2014 Grants
|
||||||
Grant date price per share of option award
|
|
$
|
14.78
|
|
|
$
|
24.74
|
|
|
$
|
24.30
|
|
Exercise price per share of option award
|
|
$
|
14.78
|
|
|
$
|
24.74
|
|
|
$
|
24.30
|
|
Expected annual dividends per share
|
|
$
|
0.20
|
|
|
$
|
0.20
|
|
|
$
|
0.20
|
|
Expected life in years
|
|
5.0
|
|
|
5.0
|
|
|
5.0
|
|
|||
Expected volatility
|
|
53
|
%
|
|
47
|
%
|
|
49
|
%
|
|||
Risk-free interest rate
|
|
1.5
|
%
|
|
1.6
|
%
|
|
1.6
|
%
|
|||
Average grant date fair value per share of unvested option awards as calculated from above
|
|
$
|
6.24
|
|
|
$
|
10.02
|
|
|
$
|
9.94
|
|
|
|
Shares
|
|
Weighted-
Average Exercise Price (per share) |
|
Weighted-
Average Remaining Contractual Term (in years) |
|
Aggregate
Intrinsic Value (in millions) |
|||||
Outstanding at January 1, 2016
|
|
6,865,841
|
|
|
$
|
33.39
|
|
|
|
|
|
||
Granted
|
|
1,333,210
|
|
|
$
|
14.78
|
|
|
|
|
|
||
Exercised
|
|
(1,522,345
|
)
|
|
$
|
23.49
|
|
|
|
|
|
||
Forfeited or expired
|
|
(983,495
|
)
|
|
$
|
43.46
|
|
|
|
|
|
||
Outstanding at December 31, 2016
|
|
5,693,211
|
|
|
$
|
29.94
|
|
|
5.96
|
|
$
|
53
|
|
Exercisable at December 31, 2016
|
|
3,312,330
|
|
|
$
|
37.49
|
|
|
4.04
|
|
$
|
21
|
|
Exercisable and expected to vest at December 31, 2016
|
|
5,325,620
|
|
|
$
|
30.72
|
|
|
5.96
|
|
$
|
48
|
|
Performance Period
|
|
Fair Value
(in millions) |
|
Minimum
Shares |
|
Target
Shares |
|
Maximum
Shares |
|||||
2016 - 2019
|
|
$
|
3
|
|
|
—
|
|
|
301,440
|
|
|
602,880
|
|
2015 - 2018
|
|
$
|
6
|
|
|
—
|
|
|
229,196
|
|
|
458,392
|
|
2014 - 2017
|
|
|
|
|
|
|
|
|
|||||
TSR
|
|
$
|
5
|
|
|
—
|
|
|
220,943
|
|
|
441,886
|
|
ROCE
|
|
$
|
5
|
|
|
—
|
|
|
205,453
|
|
|
410,906
|
|
|
|
Restricted
Stock Units |
|
TSR Performance
Awards (a) |
|
ROCE Performance
Awards (a) |
|
Total
|
|
Weighted-
Average Grant-Date Fair Value |
||||||
Nonvested at January 1, 2016
|
|
1,432,569
|
|
|
601,867
|
|
|
212,036
|
|
|
2,246,472
|
|
|
$
|
23.37
|
|
Granted
|
|
1,120,332
|
|
|
308,130
|
|
|
—
|
|
|
1,428,462
|
|
|
13.39
|
|
|
Vested
|
|
(704,059
|
)
|
|
(62,101
|
)
|
|
—
|
|
|
(766,160
|
)
|
|
22.28
|
|
|
Performance adjustment factor
(b)
|
|
—
|
|
|
(58,014
|
)
|
|
—
|
|
|
(58,014
|
)
|
|
21.26
|
|
|
Forfeited or expired
|
|
(255,687
|
)
|
|
(38,303
|
)
|
|
(6,583
|
)
|
|
(300,573
|
)
|
|
19.75
|
|
|
Nonvested at December 31, 2016
|
|
1,593,155
|
|
|
751,579
|
|
|
205,453
|
|
|
2,550,187
|
|
|
$
|
18.58
|
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Number of awards granted
|
|
1,428,462
|
|
|
1,080,992
|
|
|
1,292,000
|
|
|||
Weighted-average grant-date fair value per share
|
|
$
|
13.39
|
|
|
$
|
24.63
|
|
|
$
|
23.80
|
|
|
|
|
|
Fair Value
|
||||||
(In millions)
|
|
Balance Sheet
Location |
|
December 31, 2016
|
|
December 31, 2015
|
||||
Foreign exchange forward contracts
|
|
Accounts receivable
|
|
$
|
9
|
|
|
$
|
4
|
|
Foreign exchange forward contracts
|
|
Accounts payable
|
|
$
|
—
|
|
|
$
|
1
|
|
|
|
Statement of
Operations Location |
|
Amount of Gain
(Loss) |
||||||||||
(In millions)
|
|
|
Year Ended December 31, 2016
|
|
Year Ended December 31, 2015
|
|
Year Ended December 31, 2014
|
|||||||
Foreign exchange forward contracts
|
|
Other financial costs
|
|
$
|
7
|
|
|
$
|
39
|
|
|
$
|
50
|
|
|
|
|
|
|
|
December 31,
|
||||||
(In millions)
|
|
Interest
Rates % |
|
Maturity
|
|
2016
|
|
2015
|
||||
2037 Senior Notes
|
|
6.65
|
|
2037
|
|
$
|
350
|
|
|
$
|
350
|
|
2022 Senior Notes
|
|
7.50
|
|
2022
|
|
400
|
|
|
400
|
|
||
2021 Senior Notes
|
|
6.875
|
|
2021
|
|
200
|
|
|
275
|
|
||
2021 Senior Secured Notes
|
|
8.375
|
|
2021
|
|
980
|
|
|
—
|
|
||
2020 Senior Notes
|
|
7.375
|
|
2020
|
|
432
|
|
|
600
|
|
||
2018 Senior Notes
|
|
7.00
|
|
2018
|
|
161
|
|
|
500
|
|
||
2017 Senior Notes
|
|
6.05
|
|
2017
|
|
—
|
|
|
450
|
|
||
Environmental Revenue Bonds
|
|
5.50 - 6.88
|
|
2017 - 2042
|
|
447
|
|
|
490
|
|
||
Recovery Zone Facility Bonds
|
|
6.75
|
|
2040
|
|
70
|
|
|
70
|
|
||
Fairfield Caster Lease
|
|
|
|
2022
|
|
28
|
|
|
30
|
|
||
Other capital leases and all other obligations
|
|
|
|
2019
|
|
1
|
|
|
1
|
|
||
Third Amended and Restated Credit Agreement
|
|
Variable
|
|
2020
|
|
—
|
|
|
—
|
|
||
USSK Credit Agreement
|
|
Variable
|
|
2019
|
|
—
|
|
|
—
|
|
||
USSK credit facilities
|
|
Variable
|
|
2017 - 2018
|
|
—
|
|
|
—
|
|
||
Total debt
|
|
|
|
|
|
3,069
|
|
|
3,166
|
|
||
Less unamortized discount and debt issuance costs
|
|
|
|
|
|
38
|
|
|
28
|
|
||
Less short-term debt and long-term debt due within one year
|
|
|
|
|
|
50
|
|
|
45
|
|
||
Long-term debt
|
|
|
|
|
|
$
|
2,981
|
|
|
$
|
3,093
|
|
Year
|
Redemption Price
|
|
2018
|
106.28
|
%
|
2019
|
104.19
|
%
|
2020 and thereafter
|
100.00
|
%
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
Later
Years |
|
Total
|
||||||||||||||
$
|
50
|
|
|
$
|
165
|
|
|
$
|
59
|
|
|
$
|
435
|
|
|
$
|
1,184
|
|
|
$
|
1,176
|
|
|
$
|
3,069
|
|
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||||||
(In millions)
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Change in benefit obligations
|
|
|
|
|
|
|
|
|
||||||||
Benefit obligations at January 1
|
|
$
|
6,374
|
|
|
$
|
7,319
|
|
|
$
|
2,310
|
|
|
$
|
2,715
|
|
Service cost
|
|
54
|
|
|
102
|
|
|
20
|
|
|
21
|
|
||||
Interest cost
|
|
258
|
|
|
263
|
|
|
98
|
|
|
97
|
|
||||
Plan amendments
|
|
(25
|
)
|
|
—
|
|
|
172
|
|
|
—
|
|
||||
Actuarial losses (gains)
|
|
264
|
|
|
(402
|
)
|
|
(6
|
)
|
|
(318
|
)
|
||||
Exchange rate (gain)/loss
|
|
(1
|
)
|
|
(3
|
)
|
|
—
|
|
|
2
|
|
||||
Settlements, curtailments and termination benefits
|
|
(25
|
)
|
|
(207
|
)
|
|
(1
|
)
|
|
—
|
|
||||
Benefits paid
|
|
(685
|
)
|
|
(698
|
)
|
|
(161
|
)
|
|
(207
|
)
|
||||
Benefit obligations at December 31
|
|
$
|
6,214
|
|
|
$
|
6,374
|
|
|
$
|
2,432
|
|
|
$
|
2,310
|
|
Change in plan assets
|
|
|
|
|
|
|
|
|
||||||||
Fair value of plan at January 1
|
|
$
|
5,639
|
|
|
$
|
6,353
|
|
|
$
|
1,990
|
|
|
$
|
2,120
|
|
Actual return on plan assets
|
|
414
|
|
|
(22
|
)
|
|
94
|
|
|
(8
|
)
|
||||
Employer contributions
|
|
113
|
|
|
—
|
|
|
—
|
|
|
10
|
|
||||
Benefits paid from plan assets
|
|
(684
|
)
|
|
(692
|
)
|
|
(100
|
)
|
|
(132
|
)
|
||||
Fair value of plan assets at December 31
|
|
$
|
5,482
|
|
|
$
|
5,639
|
|
|
$
|
1,984
|
|
|
$
|
1,990
|
|
Funded status of plans at December 31
|
|
(732
|
)
|
|
(735
|
)
|
|
(448
|
)
|
|
(320
|
)
|
|
|
|
|
2016
|
|
|
||||||||||
(In millions)
|
|
12/31/2015
|
|
Amortization
|
|
Activity
|
|
12/31/2016
|
||||||||
Pensions
|
|
|
|
|
||||||||||||
Prior Service Cost
|
|
$
|
28
|
|
|
$
|
(11
|
)
|
|
$
|
(25
|
)
|
|
$
|
(8
|
)
|
Actuarial Losses
|
|
2,431
|
|
|
(129
|
)
|
|
260
|
|
|
2,562
|
|
||||
Other Benefits
|
|
|
|
|
|
|
|
|
||||||||
Prior Service Cost
|
|
(167
|
)
|
|
(26
|
)
|
|
171
|
|
|
(22
|
)
|
||||
Actuarial Losses
|
|
94
|
|
|
(3
|
)
|
|
50
|
|
|
141
|
|
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||||||
(In millions)
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Current liabilities
|
|
(3
|
)
|
|
(6
|
)
|
|
(60
|
)
|
|
(66
|
)
|
||||
Noncurrent liabilities
|
|
(729
|
)
|
|
(729
|
)
|
|
(388
|
)
|
|
(254
|
)
|
||||
Accumulated other comprehensive loss
(a)
|
|
2,554
|
|
|
2,459
|
|
|
119
|
|
|
(73
|
)
|
||||
Net amount recognized
|
|
$
|
1,822
|
|
|
$
|
1,724
|
|
|
$
|
(329
|
)
|
|
$
|
(393
|
)
|
(a)
|
Accumulated other comprehensive loss effects associated with accounting for pensions and other benefits in accordance with ASC Topic 715 at December 31,
2016
and December 31,
2015
, respectively, are reflected net of tax of
$939 million
and
$938 million
respectively, on the Consolidated Statements of Stockholders’ Equity.
|
|
|
December 31,
|
||||||
(In millions)
|
|
2016
|
|
2015
|
||||
Information for pension plans with an accumulated benefit obligation in excess of plan assets:
|
|
|
|
|
||||
Aggregate accumulated benefit obligations (ABO)
|
|
$
|
(6,064
|
)
|
|
$
|
(6,166
|
)
|
Aggregate projected benefit obligations (PBO)
|
|
(6,214
|
)
|
|
(6,374
|
)
|
||
Aggregate fair value of plan assets
|
|
5,482
|
|
|
5,639
|
|
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||||||||||||||
(In millions)
|
|
2016
|
|
2015
|
|
2014
|
|
2016
|
|
2015
|
|
2014
|
||||||||||||
Components of net periodic benefit cost:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Service cost
|
|
$
|
54
|
|
|
$
|
102
|
|
|
$
|
106
|
|
|
$
|
20
|
|
|
$
|
21
|
|
|
$
|
22
|
|
Interest cost
|
|
258
|
|
|
263
|
|
|
396
|
|
|
98
|
|
|
97
|
|
|
132
|
|
||||||
Expected return on plan assets
|
|
(422
|
)
|
|
(435
|
)
|
|
(563
|
)
|
|
(151
|
)
|
|
(155
|
)
|
|
(143
|
)
|
||||||
Amortization - prior service costs
|
|
11
|
|
|
17
|
|
|
22
|
|
|
26
|
|
|
(6
|
)
|
|
(16
|
)
|
||||||
- actuarial losses (gains)
|
|
129
|
|
|
241
|
|
|
271
|
|
|
3
|
|
|
7
|
|
|
(1
|
)
|
||||||
Net periodic benefit cost (benefit), excluding below
|
|
30
|
|
|
188
|
|
|
232
|
|
|
(4
|
)
|
|
(36
|
)
|
|
(6
|
)
|
||||||
Multiemployer plans
(a)
|
|
63
|
|
|
68
|
|
|
76
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Settlement, termination and curtailment losses/(gains)
|
|
13
|
|
|
35
|
|
|
29
|
|
|
(1
|
)
|
|
(4
|
)
|
|
(19
|
)
|
||||||
Net periodic benefit cost (benefit)
|
|
$
|
106
|
|
|
$
|
291
|
|
|
$
|
337
|
|
|
$
|
(5
|
)
|
|
$
|
(40
|
)
|
|
$
|
(25
|
)
|
(a)
|
Primarily represents pension expense for the SPT covering USW employees hired from National Steel Corporation and new USW employees hired after May 21, 2003.
|
(In millions)
|
|
Pension
Benefits 2017 |
|
Other
Benefits 2017 |
||||
Amortization of actuarial loss
|
|
$
|
148
|
|
|
$
|
3
|
|
Amortization of prior service cost
|
|
—
|
|
|
29
|
|
||
Total recognized from accumulated other comprehensive income
|
|
$
|
148
|
|
|
$
|
32
|
|
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||
|
|
2016
|
2015
|
|
2016
|
2015
|
||||||
|
|
U.S. and Europe
|
|
U.S. and Europe
|
|
U.S.
|
|
U.S.
|
||||
Actuarial assumptions used to determine benefit obligations at December 31:
|
|
|
|
|
|
|
|
|
||||
Discount rate
|
|
4.00
|
%
|
|
4.25
|
%
|
|
4.00
|
%
|
|
4.25
|
%
|
Increase in compensation rate
|
|
2.60
|
%
|
|
2.60
|
%
|
|
3.50
|
%
|
|
3.50
|
%
|
|
|
Pension Benefits
|
|||||||
|
|
2016
|
2015
|
|
2014
|
||||
|
|
U.S. and Europe
|
|
U.S. and Europe
|
|
U.S. and Europe
|
|||
Actuarial assumptions used to determine net periodic benefit cost for the year ended December 31:
|
|
|
|
|
|
|
|||
Discount rate
|
|
4.25
|
%
|
|
3.75
|
%
|
|
4.50
|
%
|
Expected annual return on plan assets
|
|
7.50
|
%
|
|
7.50
|
%
|
|
7.75
|
%
|
Increase in compensation rate
|
|
2.60
|
%
|
|
3.00
|
%
|
|
3.00
|
%
|
|
|
Other Benefits
|
|||||||
|
|
2016
|
2015
|
2014
|
|||||
|
|
U.S.
|
|
U.S.
|
|
U.S.
|
|||
Discount rate
|
|
4.25
|
%
|
|
3.75
|
%
|
|
4.50
|
%
|
Expected annual return on plan assets
|
|
7.50
|
%
|
|
7.50
|
%
|
|
7.75
|
%
|
Increase in compensation rate
|
|
3.50
|
%
|
|
3.50
|
%
|
|
4.00
|
%
|
|
|
2016
|
|
2015
|
Assumed health care cost trend rates at December 31:
|
|
U.S.
|
|
U.S.
|
Health care cost trend rate assumed for next year
|
|
7.00%
|
|
7.00%
|
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)
|
|
5.00%
|
|
5.00%
|
Year that the rate reaches the ultimate trend rate
|
|
2021
|
|
2020
|
(In millions)
|
|
1-Percentage-
Point Increase |
|
1-Percentage-
Point Decrease |
||||
Expected return on plan assets
|
|
|
|
|
||||
Incremental (decrease) increase in:
|
|
|
|
|
||||
Net periodic pension costs for 2017
|
|
$
|
(75
|
)
|
|
$
|
75
|
|
Discount rate
|
|
|
|
|
||||
Incremental (decrease) increase in:
|
|
|
|
|
||||
Net periodic pension & other benefits costs for 2017
|
|
$
|
(5
|
)
|
|
$
|
5
|
|
Pension & other benefits liabilities at December 31, 2016
|
|
$
|
(736
|
)
|
|
$
|
874
|
|
Health care cost escalation trend rates
|
|
|
|
|
||||
Incremental increase (decrease) in:
|
|
|
|
|
||||
Other postretirement benefit obligations
|
|
$
|
100
|
|
|
$
|
(86
|
)
|
Service and interest costs components for 2017
|
|
$
|
5
|
|
|
$
|
(4
|
)
|
•
|
Level 1 – Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Partnership has the ability to access.
|
•
|
Level 2 – Inputs to the valuation methodology include:
|
•
|
Level 3 – Inputs to the valuation methodology are unobservable and significant to the fair value measurement.
|
Level 1
|
|
Level 2
|
|
Level 3
|
Short-term Investments
|
|
Debt Securities - U.S.
|
|
Private Equities
|
Equity Securities - U.S.
|
|
Government Bonds - U.S.
|
|
Real Estate
|
Exchange-traded Funds
|
|
Mortgage-backed GNMAs & FNMAs
|
|
Mineral Interests
|
Investment Trusts
|
|
|
|
Timberlands
|
|
|
Fair Value Measurements at December 31, 2016 (in millions)
|
||||||||||
|
|
Total
|
|
Quoted Prices in
Active Markets (Level 1) |
|
Significant
Unobservable Inputs (Level 3) |
||||||
Asset Classes
|
|
|
|
|
|
|
||||||
Short-term investments
|
|
$
|
98
|
|
|
$
|
98
|
|
|
$
|
—
|
|
Exchange-Traded Funds
|
|
61
|
|
|
61
|
|
|
—
|
|
|||
Equity Securities - U.S.
(a)
|
|
124
|
|
|
124
|
|
|
—
|
|
|||
Mineral Interests
|
|
3
|
|
|
—
|
|
|
3
|
|
|||
Timberlands
|
|
312
|
|
|
—
|
|
|
312
|
|
|||
Private equities
(b)
|
|
8
|
|
|
—
|
|
|
8
|
|
|||
Real Estate
(c)
|
|
34
|
|
|
—
|
|
|
34
|
|
|||
All Other
(d)
|
|
(4
|
)
|
|
(4
|
)
|
|
—
|
|
|||
Total assets in the fair value hierarchy
|
|
$
|
636
|
|
|
$
|
279
|
|
|
$
|
357
|
|
Investments measured at net asset value
(e)
|
|
4,846
|
|
|
|
|
|
|||||
Investments at fair value
|
|
$
|
5,482
|
|
|
|
|
|
|
|
Net Asset Value at December 31, 2016
|
|
Unfunded Commitments
|
|
Redemption Frequency
|
|
Redemption Notice Period
|
||||
Private Equity Funds
(a)
|
|
$
|
273
|
|
|
$
|
124
|
|
|
Not redeemable
|
|
N/A
|
Real Estate Funds
(a)
|
|
252
|
|
|
156
|
|
|
**
|
|
N/A
|
||
Interest in Internally Managed Partnership - Fixed Income
(b)
|
|
1,490
|
|
|
N/A
|
|
|
N/A
|
|
N/A
|
||
Interest in Internally Managed Partnership - Equity
(c)
|
|
2,232
|
|
|
N/A
|
|
|
N/A
|
|
N/A
|
||
Interest in Investment Partnerships
(d)
|
|
599
|
|
|
N/A
|
|
|
N/A
|
|
N/A
|
||
Investments measured at net asset value
|
|
$
|
4,846
|
|
|
|
|
|
|
|
Debt Securities – U.S.
|
$
|
885
|
|
Government Bonds – U.S.
|
564
|
|
|
Other
(1)
|
41
|
|
|
Total
|
$
|
1,490
|
|
Exchange-Traded Funds
|
$
|
100
|
|
Equity Securities – U.S.
|
2,038
|
|
|
Other
(2)
|
94
|
|
|
Total
|
$
|
2,232
|
|
|
|
Fair Value Measurements at December 31, 2015 (in millions)
|
||||||||||
|
|
Total
|
|
Quoted Prices in
Active Markets (Level 1) |
|
Significant
Unobservable Inputs (Level 3) |
||||||
Asset Classes
|
|
|
|
|
|
|
||||||
Short-term investments
|
|
$
|
102
|
|
|
$
|
102
|
|
|
$
|
—
|
|
Exchange-Traded Funds
|
|
106
|
|
|
106
|
|
|
—
|
|
|||
Interest in Investment Trusts
|
|
71
|
|
|
71
|
|
|
—
|
|
|||
Mineral Interests
|
|
3
|
|
|
—
|
|
|
3
|
|
|||
Timberlands
|
|
282
|
|
|
—
|
|
|
282
|
|
|||
Private equities
(a)
|
|
12
|
|
|
—
|
|
|
12
|
|
|||
Real Estate
(b)
|
|
39
|
|
|
—
|
|
|
39
|
|
|||
All Other
(c)
|
|
(6
|
)
|
|
(6
|
)
|
|
—
|
|
|||
Total assets in the fair value hierarchy
|
|
$
|
609
|
|
|
$
|
273
|
|
|
$
|
336
|
|
Investments measured at net asset value
(d)
|
|
5,030
|
|
|
|
|
|
|||||
Investments at fair value
|
|
$
|
5,639
|
|
|
|
|
|
(a)
|
Includes investments in CAI Partners and Company III LP, Clayton Dubilier Rice Fund VI, Electra Partners Club 2007 LP and FF&P Investor 8 ERISA LP.
|
(b)
|
Includes investments in the Avanti Funds and the Mariano Ranch properties.
|
(c)
|
Includes
$35 million
of investment sales and
$(41) million
of miscellaneous payables.
|
(d)
|
In accordance with ASC Topic 820, certain investments that were measured at net asset value per share (or its equivalent) have not been classified in the fair value hierarchy.
|
|
|
Net Asset Value at December 31, 2015
|
|
Unfunded Commitments
|
|
Redemption Frequency
|
|
Redemption Notice Period
|
||||
Private Equity Funds
(a)
|
|
$
|
268
|
|
|
$
|
116
|
|
|
Not redeemable
|
|
N/A
|
Real Estate Funds
(a)
|
|
268
|
|
|
133
|
|
|
**
|
|
N/A
|
||
Interest in Internally Managed Partnership - Fixed Income
(b)
|
|
1,550
|
|
|
N/A
|
|
|
N/A
|
|
N/A
|
||
Interest in Internally Managed Partnership - Equity
(c)
|
|
2,350
|
|
|
N/A
|
|
|
N/A
|
|
N/A
|
||
Interest in Investment Partnerships
(d)
|
|
594
|
|
|
N/A
|
|
|
N/A
|
|
N/A
|
||
Investments measured at net asset value
|
|
$
|
5,030
|
|
|
|
|
|
|
|
Debt Securities – U.S.
|
$
|
1,070
|
|
Government Bonds – U.S.
|
562
|
|
|
Agency Mortgages
|
37
|
|
|
Other
(1)
|
(119
|
)
|
|
Total
|
$
|
1,550
|
|
Equity Securities – U.S.
|
$
|
2,091
|
|
Equity Securities – Foreign
|
107
|
|
|
Other
(2)
|
152
|
|
|
Total
|
$
|
2,350
|
|
|
|
Level 3 assets only |
||||||
(In millions)
|
|
2016
|
|
2015
|
||||
Balance at beginning of period
|
|
$
|
336
|
|
|
$
|
388
|
|
Transfers in and/or out of Level 3
|
|
—
|
|
|
—
|
|
||
Actual return on plan assets:
|
|
|
|
|
||||
Realized (loss)/gain
|
|
(2
|
)
|
|
4
|
|
||
Net unrealized gain/(loss)
|
|
29
|
|
|
(47
|
)
|
||
Purchases, sales, issuances and settlements:
|
|
|
|
|
||||
Purchases
|
|
1
|
|
|
2
|
|
||
Sales
|
|
(7
|
)
|
|
(11
|
)
|
||
Balance at end of period
|
|
$
|
357
|
|
|
$
|
336
|
|
|
|
Fair Value Measurements at December 31, 2016 (in millions)
|
||||||||||||||
|
|
Total
|
|
Quoted Prices in
Active Markets (Level 1) |
|
Other Significant Observable Inputs (Level 2)
|
|
Significant
Unobservable Inputs (Level 3) |
||||||||
Asset Classes
|
|
|
|
|
|
|
|
|
||||||||
Short-term investments
|
|
$
|
24
|
|
|
$
|
24
|
|
|
—
|
|
|
$
|
—
|
|
|
Equity Securities - U.S.
|
|
21
|
|
|
21
|
|
|
—
|
|
|
—
|
|
||||
Debt Securities - U.S.
|
|
1,369
|
|
|
—
|
|
|
1,369
|
|
|
—
|
|
||||
Government bonds - U.S.
|
|
173
|
|
|
—
|
|
|
173
|
|
|
—
|
|
||||
Agency Mortgages
|
|
13
|
|
|
—
|
|
|
13
|
|
|
—
|
|
||||
Timberlands
|
|
37
|
|
|
—
|
|
|
—
|
|
|
37
|
|
||||
Private equities
(a)
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
||||
All Other
(b)
|
|
18
|
|
|
18
|
|
|
—
|
|
|
—
|
|
||||
Total assets in the fair value hierarchy
|
|
$
|
1,656
|
|
|
$
|
63
|
|
|
$
|
1,555
|
|
|
$
|
38
|
|
Investments measured at net asset value
(c)
|
|
328
|
|
|
|
|
|
|
|
|||||||
Investments at fair value
|
|
$
|
1,984
|
|
|
|
|
|
|
|
|
|
Net Asset Value at December 31, 2016
|
|
Unfunded Commitments
|
|
Redemption Frequency
|
|
Redemption Notice Period
|
||||
Private Equity Funds
(a)
|
|
$
|
66
|
|
|
$
|
22
|
|
|
Not redeemable
|
|
N/A
|
Real Estate Funds
(a)
|
|
41
|
|
|
21
|
|
|
**
|
|
N/A
|
||
Interest in Internally Managed Partnership - Equity
(b)
|
|
162
|
|
|
N/A
|
|
|
N/A
|
|
N/A
|
||
Interest in Investment Partnerships
(c)
|
|
59
|
|
|
N/A
|
|
|
N/A
|
|
N/A
|
||
Investments measured at net asset value
|
|
$
|
328
|
|
|
|
|
|
|
|
Equity Securities – U.S.
|
$
|
160
|
|
Withdrawal
(1)
|
(15
|
)
|
|
Other
(2)
|
17
|
|
|
Total
|
$
|
162
|
|
|
|
Fair Value Measurements at December 31, 2015 (in millions)
|
||||||||||
|
|
Total
|
|
Quoted Prices in
Active Markets (Level 1) |
|
Significant
Unobservable Inputs (Level 3) |
||||||
Asset Classes
|
|
|
|
|
|
|
||||||
Short-term investments
|
|
$
|
28
|
|
|
$
|
28
|
|
|
$
|
—
|
|
Equity Securities - U.S.
|
|
23
|
|
|
23
|
|
|
—
|
|
|||
Timberlands
|
|
39
|
|
|
—
|
|
|
39
|
|
|||
Private equities
(a)
|
|
2
|
|
|
—
|
|
|
2
|
|
|||
All Other
(b)
|
|
8
|
|
|
8
|
|
|
—
|
|
|||
Total assets in the fair value hierarchy
|
|
$
|
100
|
|
|
$
|
59
|
|
|
$
|
41
|
|
Investments measured at net asset value
(c)
|
|
1,890
|
|
|
|
|
|
|||||
Investments at fair value
|
|
$
|
1,990
|
|
|
|
|
|
|
|
Net Asset Value at December 31, 2015
|
|
Unfunded Commitments
|
|
Redemption Frequency
|
|
Redemption Notice Period
|
||||
Private Equity Funds
(a)
|
|
$
|
58
|
|
|
$
|
29
|
|
|
Not redeemable
|
|
N/A
|
Real Estate Funds
(a)
|
|
42
|
|
|
27
|
|
|
**
|
|
N/A
|
||
Interest in Internally Managed Partnership - Fixed Income
(b)
|
|
692
|
|
|
N/A
|
|
|
N/A
|
|
N/A
|
||
Interest in Internally Managed Partnership - Equity
(c)
|
|
973
|
|
|
N/A
|
|
|
N/A
|
|
N/A
|
||
Interest in Investment Partnerships
(d)
|
|
125
|
|
|
N/A
|
|
|
N/A
|
|
N/A
|
||
Investments measured at net asset value
|
|
$
|
1,890
|
|
|
|
|
|
|
|
Debt Securities – U.S.
|
$
|
346
|
|
Government Bonds – U.S.
|
181
|
|
|
Agency Mortgages
|
12
|
|
|
Other
(1)
|
153
|
|
|
Total
|
$
|
692
|
|
Equity Securities – U.S.
|
$
|
1,033
|
|
Equity Securities – Foreign
|
53
|
|
|
Other
(2)
|
(113
|
)
|
|
Total
|
$
|
973
|
|
|
|
Level 3 assets only |
||||||
(In millions)
|
|
2016
|
|
2015
|
||||
Balance at beginning of period
|
|
$
|
41
|
|
|
$
|
42
|
|
Transfers in and/or out of Level 3
|
|
—
|
|
|
—
|
|
||
Actual return on plan assets:
|
|
|
|
|
||||
Net unrealized (loss)
|
|
(2
|
)
|
|
—
|
|
||
Purchases, sales, issuances and settlements:
|
|
|
|
|
||||
Sales
|
|
(1
|
)
|
|
(1
|
)
|
||
Balance at end of period
|
|
$
|
38
|
|
|
$
|
41
|
|
|
|
Employer
Identification Number/ Pension Plan Number |
|
Pension
Protection
Act Zone
Status as of December 31 (a) |
|
FIP/RP Status
Pending/ Implemented (b) |
|
U.S. Steel
Contributions (in millions) |
|
Surcharge
Imposed (c) |
|
Expiration Date
of Collective Bargaining Agreement |
||||||||||||||
Pension Fund
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
2014
|
|
2016
|
|
2015
|
|
|||||||||||
Steelworkers Pension Trust
|
|
23-6648508/499
|
|
Green
|
|
Green
|
|
No
|
|
$
|
63
|
|
|
$
|
66
|
|
|
$
|
73
|
|
|
No
|
|
No
|
|
September 1, 2018
|
(a)
|
The zone status is based on information that U. S. Steel received from the plan and is certified by the plan’s actuary. Among other factors, plans in the green zone are at least
80 percent
funded, while plans in the yellow zone are less than
80 percent
funded and plans in the red zone are less than
65 percent
funded.
|
(b)
|
Indicates if a financial improvement plan (FIP) or a rehabilitation plan (RP) is either pending or has been implemented.
|
(c)
|
Indicates whether there were charges to U. S. Steel from the plan.
|
(In millions)
|
|
Pension
Benefits |
|
Other
Benefits |
||||
2017
|
|
$
|
635
|
|
|
$
|
170
|
|
2018
|
|
495
|
|
|
182
|
|
||
2019
|
|
485
|
|
|
189
|
|
||
2020
|
|
469
|
|
|
192
|
|
||
2021
|
|
451
|
|
|
191
|
|
||
Years 2022 - 2026
|
|
2,060
|
|
|
906
|
|
|
|
December 31,
|
|
||||||
(In millions)
|
|
2016
|
|
2015
|
|
||||
Balance at beginning of year
|
|
$
|
89
|
|
|
$
|
48
|
|
|
Additional obligations incurred
|
|
2
|
|
|
45
|
|
(a)
|
||
Obligations settled
|
|
(15
|
)
|
|
(6
|
)
|
|
||
Foreign currency translation effects
|
|
—
|
|
|
(1
|
)
|
|
||
Accretion expense
|
|
3
|
|
|
3
|
|
|
||
Balance at end of period
|
|
$
|
79
|
|
|
$
|
89
|
|
|
|
|
December 31, 2016
|
|
December 31, 2015
|
||||||||||||
(In millions)
|
|
Fair Value
|
|
Carrying
Amount |
|
Fair Value
|
|
Carrying
Amount |
||||||||
Financial liabilities:
|
|
|
|
|
|
|
|
|
||||||||
Long-term debt
(a)
|
|
$
|
3,139
|
|
|
$
|
3,002
|
|
|
$
|
1,896
|
|
|
$
|
3,107
|
|
(In millions)
(a)
|
|
Pension and
Other Benefit
Items
|
|
Foreign
Currency
Items
|
|
Other
|
|
Total
|
||||||||
Balance at December 31, 2014
|
|
$
|
(1,852
|
)
|
|
$
|
416
|
|
|
$
|
(5
|
)
|
|
$
|
(1,441
|
)
|
Other comprehensive income (loss) before reclassifications
|
|
196
|
|
|
(104
|
)
|
|
(25
|
)
|
|
67
|
|
||||
Amounts reclassified from AOCI
|
|
177
|
|
(b)
|
—
|
|
|
28
|
|
|
205
|
|
||||
Net current-period other comprehensive income (loss)
|
|
373
|
|
|
(104
|
)
|
|
3
|
|
|
272
|
|
||||
Balance at December 31, 2015
|
|
$
|
(1,479
|
)
|
|
$
|
312
|
|
|
$
|
(2
|
)
|
|
$
|
(1,169
|
)
|
Other comprehensive income before reclassifications
|
|
(111
|
)
|
|
(38
|
)
|
|
20
|
|
|
(129
|
)
|
||||
Amounts reclassified from AOCI
|
|
(181
|
)
|
|
—
|
|
|
(18
|
)
|
|
(199
|
)
|
||||
Net current-period other comprehensive (loss) income
|
|
(292
|
)
|
|
(38
|
)
|
|
2
|
|
|
(328
|
)
|
||||
Balance at December 31, 2016
|
|
$
|
(1,771
|
)
|
|
$
|
274
|
|
|
$
|
—
|
|
|
$
|
(1,497
|
)
|
|
|
|
|
Amount reclassified
from AOCI |
||||||||||
(In millions)
(a)
|
|
Details about AOCI components
|
|
2016
|
|
2015
|
|
2014
|
||||||
|
|
Amortization of pension and other benefit items
|
|
|
|
|
|
|
||||||
|
|
Prior service costs
(b)
|
|
$
|
(37
|
)
|
|
$
|
(11
|
)
|
|
$
|
(6
|
)
|
|
|
Actuarial losses
(b)
|
|
(132
|
)
|
|
(265
|
)
|
|
(270
|
)
|
|||
|
|
Settlements, termination and curtailment losses
(b)
|
|
(12
|
)
|
|
—
|
|
|
(10
|
)
|
|||
|
|
Total before tax
|
|
(181
|
)
|
|
(276
|
)
|
|
(286
|
)
|
|||
|
|
Tax benefit
|
|
—
|
|
|
99
|
|
|
109
|
|
|||
|
|
Net of tax
(c)
|
|
$
|
(181
|
)
|
|
$
|
(177
|
)
|
|
$
|
(177
|
)
|
(b)
|
These AOCI components are included in the computation of net periodic benefit cost (see Note 17 for additional details).
|
|
|
Year Ended December 31,
|
||||||||||
(In millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Net cash used in operating activities included:
|
|
|
|
|
|
|
||||||
Interest and other financial costs paid (net of amount capitalized)
|
|
$
|
(193
|
)
|
|
$
|
(229
|
)
|
|
$
|
(236
|
)
|
Income taxes (paid) refunded
|
|
$
|
(6
|
)
|
|
$
|
—
|
|
|
$
|
157
|
|
Non-cash investing and financing activities:
|
|
|
|
|
|
|
||||||
Change in accrued capital expenditures
(a)
|
|
$
|
—
|
|
|
$
|
59
|
|
|
$
|
12
|
|
U. S. Steel common stock issued for employee stock plans
|
|
$
|
32
|
|
|
$
|
18
|
|
|
$
|
17
|
|
U. S. Steel common stock issued for defined benefit pension plans
|
|
$
|
100
|
|
|
$
|
—
|
|
|
$
|
—
|
|
(In millions)
|
|
Capital
Leases |
|
Operating
Leases |
||||
2017
|
|
$
|
5
|
|
|
$
|
72
|
|
2018
|
|
5
|
|
|
50
|
|
||
2019
|
|
5
|
|
|
28
|
|
||
2020
|
|
5
|
|
|
14
|
|
||
2021
|
|
5
|
|
|
11
|
|
||
Later years
|
|
12
|
|
|
66
|
|
||
Sublease rentals
|
|
—
|
|
|
—
|
|
||
Total minimum lease payments
|
|
$
|
37
|
|
|
$
|
241
|
|
Less imputed interest costs
|
|
9
|
|
|
|
|||
Present value of net minimum lease payments included in long-term debt (see Note 16)
|
|
$
|
28
|
|
|
|
|
|
Year Ended December 31,
|
||||||||||
(In millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Minimum rentals
|
|
$
|
115
|
|
|
$
|
117
|
|
|
$
|
111
|
|
Contingent rentals
|
|
8
|
|
|
11
|
|
|
12
|
|
|||
Sublease rentals
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Net rental expense
|
|
$
|
123
|
|
|
$
|
128
|
|
|
$
|
123
|
|
(in millions)
|
|
Employee Related Costs
|
|
Pension and Other Benefits Charges
|
|
Exit Costs
|
|
Non-cash Charges
|
|
Total
|
||||||||||
Balance at December 31, 2014
|
|
$
|
5
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Additional charges
|
|
77
|
|
|
18
|
|
|
122
|
|
(a)
|
126
|
|
(b)
|
343
|
|
|||||
Cash payments/utilization
|
|
(19
|
)
|
|
(18
|
)
|
|
(9
|
)
|
|
(126
|
)
|
|
(172
|
)
|
|||||
Other adjustments and reclasses
|
|
(15
|
)
|
|
—
|
|
|
(6
|
)
|
|
—
|
|
|
(21
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance at December 31, 2015
|
|
$
|
48
|
|
|
$
|
—
|
|
|
$
|
107
|
|
|
$
|
—
|
|
|
$
|
155
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Additional charges
|
|
24
|
|
|
—
|
|
|
—
|
|
|
124
|
|
(c)
|
148
|
|
|||||
Cash payments/utilization
|
|
(40
|
)
|
|
—
|
|
|
(39
|
)
|
|
(124
|
)
|
|
(203
|
)
|
|||||
Other adjustments and reclasses
|
|
(18
|
)
|
|
—
|
|
|
(8
|
)
|
|
—
|
|
|
(26
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance at December 31, 2016
|
|
$
|
14
|
|
|
$
|
—
|
|
|
$
|
60
|
|
|
$
|
—
|
|
|
$
|
74
|
|
(in millions)
|
|
December 31, 2016
|
|
December 31, 2015
|
||||
Accounts payable
|
|
$
|
50
|
|
|
$
|
90
|
|
Payroll and benefits payable
|
|
11
|
|
|
48
|
|
||
Employee benefits
|
|
1
|
|
|
—
|
|
||
Deferred credits and other noncurrent liabilities
|
|
12
|
|
|
17
|
|
||
Total
|
|
$
|
74
|
|
|
$
|
155
|
|
Period ended
|
|
Opening
Number of Claims |
|
Claims
Dismissed, Settled and Resolved |
|
New
Claims |
|
Closing
Number of Claims |
December 31, 2014
|
|
3,320
|
|
190
|
|
325
|
|
3,455
|
December 31, 2015
|
|
3,455
|
|
415
|
|
275
|
|
3,315
|
December 31, 2016
|
|
3,315
|
|
225
|
|
250
|
|
3,340
|
|
|
Year Ended December 31,
|
||||||
(In millions)
|
|
2016
|
|
2015
|
||||
Beginning of period
|
|
$
|
197
|
|
|
$
|
212
|
|
Accruals for environmental remediation deemed probable and reasonably estimable
|
|
1
|
|
|
—
|
|
||
Adjustments for changes in estimates
|
|
(7
|
)
|
|
(5
|
)
|
||
Obligations settled
|
|
(12
|
)
|
|
(10
|
)
|
||
End of period
|
|
$
|
179
|
|
|
$
|
197
|
|
(In millions)
|
|
December 31, 2016
|
|
December 31, 2015
|
||||
Accounts payable
|
|
$
|
19
|
|
|
$
|
14
|
|
Deferred credits and other noncurrent liabilities
|
|
160
|
|
|
183
|
|
||
Total
|
|
$
|
179
|
|
|
$
|
197
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
Later years
|
|
Total
|
$733
|
|
$658
|
|
$327
|
|
$306
|
|
$298
|
|
$1,172
|
|
$3,494
|
|
|
2016
|
|
2015
|
||||||||||||||||||||||||||||
(In millions, except per share data)
|
|
4th Qtr.
|
|
3rd Qtr.
|
|
2nd Qtr.
|
|
1st Qtr.
|
|
4th Qtr.
|
|
3rd Qtr.
|
|
2nd Qtr.
|
|
1st Qtr.
|
||||||||||||||||
Net sales
|
|
$
|
2,650
|
|
|
$
|
2,686
|
|
|
$
|
2,584
|
|
|
$
|
2,341
|
|
|
$
|
2,572
|
|
|
$
|
2,830
|
|
|
$
|
2,900
|
|
|
$
|
3,272
|
|
Segment (loss) earnings before interest and income taxes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Flat-rolled
|
|
65
|
|
|
114
|
|
|
6
|
|
|
(188
|
)
|
|
(88
|
)
|
|
(18
|
)
|
|
(64
|
)
|
|
(67
|
)
|
||||||||
USSE
|
|
63
|
|
|
81
|
|
|
55
|
|
|
(14
|
)
|
|
6
|
|
|
18
|
|
|
20
|
|
|
37
|
|
||||||||
Tubular
|
|
(87
|
)
|
|
(75
|
)
|
|
(78
|
)
|
|
(64
|
)
|
|
(64
|
)
|
|
(50
|
)
|
|
(66
|
)
|
|
1
|
|
||||||||
Total reportable segments
|
|
$
|
41
|
|
|
$
|
120
|
|
|
$
|
(17
|
)
|
|
$
|
(266
|
)
|
|
$
|
(146
|
)
|
|
$
|
(50
|
)
|
|
$
|
(110
|
)
|
|
$
|
(29
|
)
|
Other Businesses
|
|
21
|
|
|
18
|
|
|
10
|
|
|
14
|
|
|
9
|
|
|
10
|
|
|
6
|
|
|
8
|
|
||||||||
Items not allocated to segments
|
|
(126
|
)
|
|
(6
|
)
|
|
35
|
|
|
(9
|
)
|
|
(316
|
)
|
|
(130
|
)
|
|
(288
|
)
|
|
(166
|
)
|
||||||||
Total (loss) earnings before interest and income taxes
|
|
$
|
(64
|
)
|
|
$
|
132
|
|
|
$
|
28
|
|
|
$
|
(261
|
)
|
|
$
|
(453
|
)
|
|
$
|
(170
|
)
|
|
$
|
(392
|
)
|
|
$
|
(187
|
)
|
Net (loss) earnings
|
|
(105
|
)
|
|
51
|
|
|
(46
|
)
|
|
(340
|
)
|
|
(1,133
|
)
|
|
(173
|
)
|
|
(261
|
)
|
|
(75
|
)
|
||||||||
Net (loss) earnings attributable to United States Steel Corporation
|
|
$
|
(105
|
)
|
|
$
|
51
|
|
|
$
|
(46
|
)
|
|
$
|
(340
|
)
|
|
$
|
(1,133
|
)
|
|
$
|
(173
|
)
|
|
$
|
(261
|
)
|
|
$
|
(75
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Gross profit (loss)
|
|
$
|
220
|
|
|
$
|
326
|
|
|
$
|
187
|
|
|
$
|
(95
|
)
|
|
$
|
(57
|
)
|
|
$
|
176
|
|
|
$
|
108
|
|
|
$
|
206
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Common stock data
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Net (loss) earnings per share attributable to United States Steel Corporation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
- Basic
|
|
$
|
(0.61
|
)
|
|
$
|
0.32
|
|
|
$
|
(0.32
|
)
|
|
$
|
(2.32
|
)
|
|
$
|
(7.74
|
)
|
|
$
|
(1.18
|
)
|
|
$
|
(1.79
|
)
|
|
$
|
(0.52
|
)
|
- Diluted
|
|
$
|
(0.61
|
)
|
|
$
|
0.32
|
|
|
$
|
(0.32
|
)
|
|
$
|
(2.32
|
)
|
|
$
|
(7.74
|
)
|
|
$
|
(1.18
|
)
|
|
$
|
(1.79
|
)
|
|
$
|
(0.52
|
)
|
Dividends paid per share
|
|
$
|
0.05
|
|
|
$
|
0.05
|
|
|
$
|
0.05
|
|
|
$
|
0.05
|
|
|
$
|
0.05
|
|
|
$
|
0.05
|
|
|
$
|
0.05
|
|
|
$
|
0.05
|
|
Price range of common stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
- Low
|
|
$
|
16.17
|
|
|
$
|
15.72
|
|
|
$
|
12.77
|
|
|
$
|
6.15
|
|
|
$
|
6.80
|
|
|
$
|
10.02
|
|
|
$
|
20.26
|
|
|
$
|
20.13
|
|
- High
|
|
$
|
39.14
|
|
|
$
|
27.64
|
|
|
$
|
20.55
|
|
|
$
|
17.04
|
|
|
$
|
13.48
|
|
|
$
|
21.49
|
|
|
$
|
27.68
|
|
|
$
|
27.49
|
|
|
|
Proven and Probable Reserves
As of December 31, 2016 |
|
Production
|
||||||||||||||
(Millions of short tons)
|
|
Owned
|
|
Leased
|
|
Total
|
|
2016
|
|
2015
|
|
2014
|
||||||
Iron ore pellets:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Minntac Mine and Pellet Plant
|
|
111
|
|
|
385
|
|
|
496
|
|
|
15.0
|
|
|
13.6
|
|
|
16.4
|
|
Keetac Mine and Pellet Plant
|
|
19
|
|
|
365
|
|
|
384
|
|
|
—
|
|
|
1.9
|
|
|
5.8
|
|
Tilden Mining Company, L.C.*
|
|
23
|
|
|
—
|
|
|
23
|
|
|
1.3
|
|
|
0.6
|
|
|
1.5
|
|
Hibbing Taconite Company*
|
|
—
|
|
|
10
|
|
|
10
|
|
|
1.3
|
|
|
1.3
|
|
|
1.3
|
|
Total
|
|
153
|
|
|
760
|
|
|
913
|
|
|
17.6
|
|
|
17.4
|
|
|
25.0
|
|
*
|
Represents U. S. Steel’s proportionate share of proven and probable reserves and production as these investments are unconsolidated equity affiliates.
|
(Thousands of tons, unless otherwise noted)
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
Raw Steel Production
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Gary, IN
|
|
5,608
|
|
|
5,172
|
|
|
5,936
|
|
|
6,396
|
|
|
6,230
|
|
|||||
Great Lakes, MI
|
|
2,543
|
|
|
2,257
|
|
|
2,442
|
|
|
2,883
|
|
|
2,839
|
|
|||||
Mon Valley, PA
|
|
2,555
|
|
|
2,266
|
|
|
2,563
|
|
|
2,918
|
|
|
2,835
|
|
|||||
Granite City, IL
|
|
—
|
|
|
1,162
|
|
|
2,285
|
|
|
2,538
|
|
|
2,421
|
|
|||||
Fairfield, AL
(a)
|
|
—
|
|
|
480
|
|
|
1,992
|
|
|
1,943
|
|
|
2,341
|
|
|||||
Lake Erie, Ontario, Canada
(a)
|
|
—
|
|
|
—
|
|
|
1,744
|
|
|
1,189
|
|
|
2,450
|
|
|||||
Hamilton, Ontario, Canada
(b)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total Flat-Rolled facilities
|
|
10,706
|
|
|
11,337
|
|
|
16,962
|
|
|
17,867
|
|
|
19,116
|
|
|||||
U. S. Steel Košice
|
|
4,967
|
|
|
4,669
|
|
|
4,788
|
|
|
4,598
|
|
|
4,434
|
|
|||||
U. S. Steel Serbia
(c)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
88
|
|
|||||
Total USSE facilities
|
|
4,967
|
|
|
4,669
|
|
|
4,788
|
|
|
4,598
|
|
|
4,522
|
|
|||||
Total
|
|
15,673
|
|
|
16,006
|
|
|
21,750
|
|
|
22,465
|
|
|
23,638
|
|
|||||
Raw Steel Capability
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Flat-Rolled
(a)
|
|
17,000
|
|
|
17,000
|
|
|
19,400
|
|
|
24,300
|
|
|
24,300
|
|
|||||
USSE
|
|
5,000
|
|
|
5,000
|
|
|
5,000
|
|
|
5,000
|
|
|
5,000
|
|
|||||
Total
|
|
22,000
|
|
|
22,000
|
|
|
24,400
|
|
|
29,300
|
|
|
29,300
|
|
|||||
Production as % of total capability:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Flat-Rolled
|
|
63
|
%
|
|
60
|
%
|
|
80
|
%
|
|
74
|
%
|
|
78
|
%
|
|||||
USSE
|
|
99
|
%
|
|
93
|
%
|
|
96
|
%
|
|
92
|
%
|
|
87
|
%
|
|||||
Coke Production
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Flat-Rolled
(a)
|
|
2,961
|
|
|
3,957
|
|
|
5,406
|
|
|
6,494
|
|
|
6,156
|
|
|||||
USSE
|
|
1,545
|
|
|
1,600
|
|
|
1,539
|
|
|
1,508
|
|
|
1,537
|
|
|||||
Total
|
|
4,506
|
|
|
5,557
|
|
|
6,945
|
|
|
8,002
|
|
|
7,693
|
|
|||||
Iron Ore Pellet Production
(d)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total
|
|
17,635
|
|
|
17,422
|
|
|
24,959
|
|
|
24,151
|
|
|
24,271
|
|
|||||
Steel Shipments by Segment
(e)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Flat-Rolled
(a)
|
|
10,094
|
|
|
10,595
|
|
|
13,908
|
|
|
14,644
|
|
|
15,974
|
|
|||||
USSE
|
|
4,496
|
|
|
4,357
|
|
|
4,179
|
|
|
4,000
|
|
|
3,816
|
|
|||||
Tubular
|
|
400
|
|
|
593
|
|
|
1,744
|
|
|
1,757
|
|
|
1,886
|
|
|||||
Total steel shipments
|
|
14,990
|
|
|
15,545
|
|
|
19,831
|
|
|
20,401
|
|
|
21,676
|
|
|||||
Average Realized Price (dollars per net ton)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Flat-Rolled
|
|
$
|
666
|
|
|
$
|
695
|
|
|
$
|
772
|
|
|
$
|
735
|
|
|
$
|
750
|
|
USSE
|
|
$
|
483
|
|
|
$
|
516
|
|
|
$
|
667
|
|
|
$
|
706
|
|
|
$
|
742
|
|
Tubular
|
|
$
|
1,071
|
|
|
$
|
1,464
|
|
|
$
|
1,538
|
|
|
$
|
1,530
|
|
|
$
|
1,687
|
|
(a)
|
As a result of the CCAA filing and deconsolidation of USSC on September 16, 2014, the year ended December 31, 2014 raw steel and coke production amounts and shipments for Flat-Rolled do not include USSC after September 15, 2014 and Flat-Rolled's annual raw steel capability was reduced to 19.4 million tons. As a result of the permanent shutdown of the blast furnace and associated steelmaking operations, along with most of the flat-rolled finishing operations at Fairfield Works late in the third quarter of 2015, Flat-Rolled's annual raw steel capability was reduced to 17.0 million tons. In 2015, coke operations at Gary Works and Granite City Works were permanently shutdown.
|
(b)
|
On December 31, 2013, U. S. Steel permanently shut down its iron and steelmaking facilities at Hamilton Works.
|
(c)
|
On January 31, 2012, U. S. Steel sold U. S. Steel Serbia.
|
(d)
|
Includes our share of production from Hibbing and Tilden.
|
(e)
|
Does not include shipments by joint ventures and other equity investees of U. S. Steel, but instead reflects the shipments of substrate materials, primarily hot-rolled and cold-rolled sheets, to those entities.
|
(Thousands of net tons)
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
|||||
Steel Shipments by Market - North American Facilities
(a) (b)
|
|
|
|
|
|
|
|
|
|
|
|||||
Steel service centers
|
|
1,765
|
|
|
1,702
|
|
|
2,578
|
|
|
2,721
|
|
|
2,882
|
|
Further conversion:
|
|
|
|
|
|
|
|
|
|
|
|||||
Trade customers
|
|
2,650
|
|
|
3,039
|
|
|
4,013
|
|
|
4,409
|
|
|
5,119
|
|
Joint ventures
|
|
1,423
|
|
|
1,254
|
|
|
1,519
|
|
|
1,664
|
|
|
1,823
|
|
Transportation (including automotive)
|
|
1,725
|
|
|
2,011
|
|
|
2,445
|
|
|
2,480
|
|
|
2,511
|
|
Construction and construction products
|
|
765
|
|
|
704
|
|
|
897
|
|
|
905
|
|
|
1,013
|
|
Containers
|
|
600
|
|
|
692
|
|
|
1,287
|
|
|
1,259
|
|
|
1,290
|
|
Appliances & electrical equipment
|
|
420
|
|
|
429
|
|
|
616
|
|
|
666
|
|
|
727
|
|
Oil, gas and petrochemicals
|
|
340
|
|
|
513
|
|
|
1,545
|
|
|
1,540
|
|
|
1,601
|
|
Export from the United States
|
|
456
|
|
|
259
|
|
|
340
|
|
|
450
|
|
|
550
|
|
All other
|
|
350
|
|
|
585
|
|
|
412
|
|
|
307
|
|
|
344
|
|
Total
|
|
10,494
|
|
|
11,188
|
|
|
15,652
|
|
|
16,401
|
|
|
17,860
|
|
Steel Shipments by Market - USSE
|
|
|
|
|
|
|
|
|
|
|
|||||
Steel service centers
|
|
801
|
|
|
718
|
|
|
682
|
|
|
560
|
|
|
567
|
|
Further conversion:
|
|
|
|
|
|
|
|
|
|
|
|||||
Trade customers
|
|
274
|
|
|
304
|
|
|
299
|
|
|
286
|
|
|
310
|
|
Transportation (including automotive)
|
|
660
|
|
|
705
|
|
|
674
|
|
|
709
|
|
|
650
|
|
Construction and construction products
|
|
1,811
|
|
|
1,703
|
|
|
1,584
|
|
|
1,501
|
|
|
1,350
|
|
Containers
|
|
436
|
|
|
424
|
|
|
403
|
|
|
393
|
|
|
387
|
|
Appliances & electrical equipment
|
|
236
|
|
|
236
|
|
|
267
|
|
|
275
|
|
|
272
|
|
Oil, gas and petrochemicals
|
|
4
|
|
|
—
|
|
|
3
|
|
|
15
|
|
|
20
|
|
All other
|
|
274
|
|
|
267
|
|
|
267
|
|
|
261
|
|
|
260
|
|
Total
|
|
4,496
|
|
|
4,357
|
|
|
4,179
|
|
|
4,000
|
|
|
3,816
|
|
(a)
|
Does not include shipments by joint ventures and other equity investees of U. S. Steel, but instead reflects the shipments of substrate materials, primarily hot-rolled and cold-rolled sheets, to those entities.
|
(b)
|
As a result of the CCAA filing, shipments do not include USSC after September 15, 2014.
|
(Dollars in millions, except per share amounts)
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
Net sales by segment:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Flat-Rolled
(a)
|
|
$
|
7,532
|
|
|
$
|
8,561
|
|
|
$
|
12,895
|
|
|
$
|
12,830
|
|
|
$
|
14,555
|
|
USSE
(b)
|
|
2,246
|
|
|
2,326
|
|
|
2,936
|
|
|
2,944
|
|
|
3,094
|
|
|||||
Tubular
|
|
451
|
|
|
898
|
|
|
2,774
|
|
|
2,777
|
|
|
3,291
|
|
|||||
Total reportable segments
|
|
$
|
10,229
|
|
|
$
|
11,785
|
|
|
$
|
18,605
|
|
|
$
|
18,551
|
|
|
$
|
20,940
|
|
Other Businesses
|
|
169
|
|
|
165
|
|
|
269
|
|
|
273
|
|
|
327
|
|
|||||
Intersegment sales
|
|
(137
|
)
|
|
(376
|
)
|
|
(1,367
|
)
|
|
(1,400
|
)
|
|
(1,939
|
)
|
|||||
Total
|
|
$
|
10,261
|
|
|
$
|
11,574
|
|
|
$
|
17,507
|
|
|
$
|
17,424
|
|
|
$
|
19,328
|
|
Segment (loss) earnings before interest and income taxes:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Flat-Rolled
(a)
|
|
$
|
(3
|
)
|
|
$
|
(237
|
)
|
|
$
|
709
|
|
|
$
|
105
|
|
|
$
|
400
|
|
USSE
(b)
|
|
185
|
|
|
81
|
|
|
133
|
|
|
28
|
|
|
34
|
|
|||||
Tubular
|
|
(304
|
)
|
|
(179
|
)
|
|
261
|
|
|
190
|
|
|
366
|
|
|||||
Total reportable segments
|
|
$
|
(122
|
)
|
|
$
|
(335
|
)
|
|
$
|
1,103
|
|
|
$
|
323
|
|
|
$
|
800
|
|
Other Businesses
|
|
63
|
|
|
33
|
|
|
82
|
|
|
77
|
|
|
55
|
|
|||||
Items not allocated to segments
(c)
|
|
(106
|
)
|
|
(900
|
)
|
|
(772
|
)
|
|
(2,300
|
)
|
|
(608
|
)
|
|||||
Total (loss) earnings before interest and income taxes
|
|
$
|
(165
|
)
|
|
$
|
(1,202
|
)
|
|
$
|
413
|
|
|
$
|
(1,900
|
)
|
|
$
|
247
|
|
Net interest and other financial costs
|
|
251
|
|
|
257
|
|
|
243
|
|
|
332
|
|
|
241
|
|
|||||
Income tax provision (benefit)
|
|
24
|
|
|
183
|
|
|
68
|
|
|
(587
|
)
|
|
131
|
|
|||||
Net (loss) earnings attributable to United States Steel Corporation
|
|
$
|
(440
|
)
|
|
$
|
(1,642
|
)
|
|
$
|
102
|
|
|
$
|
(1,645
|
)
|
|
$
|
(124
|
)
|
Per common share:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
- Basic
|
|
$
|
(2.81
|
)
|
|
$
|
(11.24
|
)
|
|
$
|
0.71
|
|
|
$
|
(11.37
|
)
|
|
$
|
(0.86
|
)
|
- Diluted
|
|
$
|
(2.81
|
)
|
|
$
|
(11.24
|
)
|
|
$
|
0.69
|
|
|
$
|
(11.37
|
)
|
|
$
|
(0.86
|
)
|
(a)
|
Excludes the results of USSC beginning September 16, 2014 as a result of the CCAA filing. See Note 4 to the Consolidated Financial Statements.
|
(b)
|
Includes the results of USSS through the disposition date of January 31, 2012.
|
(c)
|
See Note 3 to the Consolidated Financial Statements.
|
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
|
||||||||||
Balance Sheet Position at Year-End (dollars in millions)
(a)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Current assets
|
|
$
|
4,356
|
|
|
$
|
3,917
|
|
|
$
|
5,829
|
|
|
$
|
5,502
|
|
|
$
|
5,203
|
|
|
Net property, plant & equipment
|
|
3,979
|
|
|
4,411
|
|
|
4,574
|
|
|
5,922
|
|
|
6,408
|
|
|
|||||
Total assets
|
|
9,160
|
|
|
9,167
|
|
(b)
|
11,975
|
|
(b)(c)
|
12,679
|
|
(b)(c)
|
15,171
|
|
(b)
|
|||||
Short-term debt and current maturities of long-term debt
|
|
50
|
|
|
45
|
|
|
378
|
|
|
323
|
|
|
2
|
|
|
|||||
Other current liabilities
|
|
2,331
|
|
|
2,148
|
|
|
3,191
|
|
|
2,922
|
|
|
2,988
|
|
|
|||||
Long-term debt
|
|
2,981
|
|
|
3,093
|
|
(b)
|
3,082
|
|
(b)
|
3,569
|
|
(b)
|
3,890
|
|
(b)
|
|||||
Employee benefits
|
|
1,216
|
|
|
1,101
|
|
|
1,117
|
|
|
2,064
|
|
|
4,416
|
|
|
|||||
Total United States Steel Corporation stockholders’ equity
|
|
2,274
|
|
|
2,436
|
|
|
3,799
|
|
|
3,375
|
|
|
3,477
|
|
|
|||||
Cash Flow Data (dollars in millions)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net cash provided by operating activities
(a) (d)
|
|
$
|
727
|
|
|
$
|
359
|
|
|
$
|
1,553
|
|
|
$
|
405
|
|
|
$
|
1,150
|
|
|
Capital expenditures
(a) (d)
|
|
306
|
|
|
500
|
|
|
480
|
|
|
468
|
|
|
738
|
|
|
|||||
Dividends paid
|
|
31
|
|
|
29
|
|
|
29
|
|
|
29
|
|
|
29
|
|
|
|||||
Employee Data
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total employment costs (dollars in millions)
(a)
|
|
$
|
2,342
|
|
|
$
|
2,780
|
|
|
$
|
3,408
|
|
|
$
|
3,611
|
|
|
$
|
3,710
|
|
(e)
|
Average North America employment costs (dollars per hour)
(a)
|
|
$
|
61.75
|
|
|
$
|
65.64
|
|
|
$
|
57.55
|
|
|
$
|
55.06
|
|
|
$
|
56.47
|
|
|
Average number of North America employees
(a)
|
|
15,048
|
|
|
19,391
|
|
|
22,408
|
|
|
25,621
|
|
|
25,925
|
|
|
|||||
Average number of USSE employees
|
|
11,927
|
|
|
12,052
|
|
|
12,272
|
|
|
12,470
|
|
|
12,858
|
|
(e)
|
|||||
Number of pensioners at year-end
|
|
47,765
|
|
|
49,802
|
|
|
52,483
|
|
|
68,221
|
|
|
70,822
|
|
|
|||||
Stockholder Data at Year-End
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Common shares outstanding, net of treasury shares (millions)
|
|
173.8
|
|
|
146.3
|
|
|
145.7
|
|
|
144.7
|
|
|
144.3
|
|
|
|||||
Registered shareholders (thousands)
|
|
14.8
|
|
|
15.4
|
|
|
16.1
|
|
|
16.8
|
|
|
17.8
|
|
|
|||||
Market price of common stock
|
|
$
|
33.01
|
|
|
$
|
7.98
|
|
|
$
|
26.74
|
|
|
$
|
29.50
|
|
|
$
|
23.85
|
|
|
(a)
|
Excludes the results of USSC beginning September 16, 2014 as a result of the CCAA filing. See Note 4 to the Consolidated Financial Statements.
|
(b)
|
2015, 2014, 2013 and 2012 amounts have been adjusted to retroactively adopt Accounting Standards Update 2015-03,
Interest-Imputation of Interest (Subtopic 835-30) - Simplifying the Presentation of Debt Issuance Costs
, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of the debt liability.
|
(c)
|
2014 and 2013 amounts have been adjusted to retroactively adopt Accounting Standards Update 2015-17,
Balance Sheet Classification of Deferred Taxes
, which requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as noncurrent on the balance sheet. The amounts for 2012 were not affected by the adoption.
|
(d)
|
2014, 2013 and 2012 amounts have been revised to correct a prior period error that resulted in an increase in capital expenditures of $61 million, a decrease in capital expenditures of $9 million, and an increase in capital expenditures of $15 million, respectively with an offsetting change to net cash provided by operating activities.
|
(e)
|
The 2012 average is reflective of the average number of employees at USSK only. USSS employed 5,350 individuals for the month of January 2012 at a total cost of approximately $1 million, which is not reflected in this amount. USSS was sold on January 31, 2012.
|
Plan Category
|
|
(1) Number of securities
to be issued upon exercise of outstanding options, warrants and rights |
|
(2) Weighted-average
exercise price of outstanding options, warrants and rights |
|
(3) Number of securities
remaining available for future issuance under equity compensation plans (excluding securities reflected in Column (1)) |
Equity compensation plans approved by security holders
(a)
|
|
9,559,564
|
|
$29.94
|
|
5,524,364
(b)
|
Equity compensation plans not approved by security holders
(c)
|
|
5,055
|
|
(one for one)
|
|
—
|
Total
|
|
9,564,619
|
|
—
|
|
5,524,364
|
(a)
|
The numbers in columns (1) and (2) of this row contemplate all shares that could potentially be issued as a result of outstanding grants under the 2005 Stock Incentive Plan and the 2016 Omnibus Incentive Compensation Plan as of
December 31, 2016
. (For more information, see Note 14 to the Consolidated Financial Statements. Column (1) includes (i) 359,134 shares of common stock that could be issued for the Common Stock Units outstanding under the Deferred Compensation Program for Non-Employee Directors and (ii) 1,914,064 shares that could be issued for the 957,032 performance awards outstanding under the Long-Term Incentive Compensation Program (a program under the 2005 Stock Incentive Plan and the 2016 Omnibus Incentive Compensation Plan). The calculation in column (2) does not include the Common Stock Units since the weighted average exercise price for Common Stock Units is one for one; that is, one share of common stock will be given in exchange for each unit of such phantom stock accumulated through the date of the director’s retirement. Also, the calculation in column (2) does not include the performance awards since the weighted average exercise price for performance awards can range from zero for one to two for one; that is, performance awards may result in up to 1,914,064 shares of common stock being issued (two for one), or some lesser number of shares (including zero shares of common stock issued), depending upon the Corporation’s common stock performance versus that of a peer group of companies.
|
(b)
|
Represents shares available under the 2005 Stock Incentive Plan and 2016 Omnibus Incentive Compensation Plan.
|
(c)
|
At
December 31, 2016
, U. S. Steel had no securities remaining for future issuance under equity compensation plans that had not been approved by security holders. Column (1) represents Common Stock Units that were issued pursuant to the Deferred Compensation Plan for Non-Employee Directors prior to its being amended to make it a program under the 2005 Stock Incentive Plan and 2016 Omnibus Plan. The weighted average exercise price for Common Stock Units in column (2) is one for one; that is, one share of common stock will be given in exchange for each unit of phantom stock upon the director’s retirement from the Board of Directors. All future grants under this amended plan/program will count as shares issued under to the 2016 Omnibus Incentive Compensation Plan, a shareholder approved plan.
|
(a)
|
Master Share Purchase Agreement by and between U. S. Steel Serbia B.V. and U. S. Steel Košice s.r.o., wholly owned subsidiaries of U. S. Steel, and the Republic of Serbia.
|
|
Incorporated by reference to Exhibit 2.1 to United States Steel Corporation’s Form 8-K filed on February 6, 2012, Commission File Number 1-16811.
|
(a)
|
United States Steel Corporation Restated Certificate of Incorporation dated September 30, 2003.
|
|
Incorporated by reference to Exhibit 3.1 to United States Steel Corporation’s Form 10-Q for the quarter ended September 30, 2003, Commission File Number 1-16811.
|
|
|
|
|
(b)
|
Certificate of Amendment to Restated Certificate of Incorporation of United States Steel Corporation dated as of April 30, 2014.
|
|
Incorporated by reference to Exhibit 3.B to United States Steel Corporation’s Form 10-K for the year ended December 31, 2015, Commission File Number 1-16811.
|
|
|
|
|
(c)
|
Amended and Restated By-Laws of United States Steel Corporation dated as of November 1, 2016.
|
|
Incorporated by reference to Exhibit 3.1 to United States Steel Corporation's Form 8-K filed on November 2, 2016, Commission File Number 1-16811.
|
|
|
|
|
(d)
|
Certificate of Amendment to Restated Certificate of Incorporation of United States Steel Corporation, Dated April 21, 2016
|
|
Incorporated by reference to Exhibit 3.1 to United States Steel Corporation’s Form 10-Q for the quarter ended June 30, 2016, Commission File Number 1-16811.
|
(a)
|
Indenture dated as of May 21, 2007 between United States Steel Corporation and The Bank of New York Mellon, formerly known as The Bank of New York.
|
|
Incorporated by reference to Exhibit 4.1 to United States Steel Corporation’s Form 8-K filed on May 22, 2007, Commission File Number 1-16811.
|
|
|
|
|
(b)
|
First Supplemental Indenture dated as of May 21, 2007, between United States Steel Corporation and The Bank of New York Mellon, formerly known as The Bank of New York, regarding 5.65% Senior Notes due June 1, 2013, 6.05% Senior Notes due June 1, 2017 and 6.65% Senior Notes due June 1, 2037.
|
|
Incorporated by reference to Exhibit 4.2 to United States Steel Corporation’s Form 8-K filed on May 22, 2007, Commission File Number 1-16811.
|
|
|
|
|
(c)
|
Second Supplemental Indenture dated as of December 10, 2007, between United States Steel Corporation and The Bank of New York Mellon, formerly known as The Bank of New York, regarding 7.00% Senior Notes due February 1, 2018.
|
|
Incorporated by reference to Exhibit 4.1 to United States Steel Corporation’s Form 8-K filed on December 10, 2007, Commission File Number 1-16811.
|
|
|
|
|
(d)
|
Fourth Supplemental Indenture dated as of March 19, 2010, between United States Steel Corporation and The Bank of New York Mellon, formerly known as The Bank of New York, regarding 7.375% Senior Notes due April 1, 2020.
|
|
Incorporated by reference to Exhibit 4.1 to United States Steel Corporation’s Form 8-K filed on March 23, 2010, Commission File Number 1-16811.
|
|
|
|
|
(e)
|
Fifth Supplemental Indenture dated as of March 15, 2012, between United States Steel Corporation and The Bank of New York Mellon, formerly known as The Bank of New York, regarding 7.50% Senior Notes due March 15, 2022.
|
|
Incorporated by reference to Exhibit 4.1 to United States Steel Corporation’s Form 8-K filed on March 16, 2012, Commission File Number 1-16811.
|
|
|
|
|
(f)
|
Sixth Supplemental Indenture dated as of March 26, 2013, between United States Steel Corporation and The Bank of New York Mellon, formerly known as The Bank of New York, regarding 6.875% Senior Notes due April 1, 2021.
|
|
Incorporated by reference to Exhibit 4.1 to United States Steel Corporation’s Form 8-K filed on March 27, 2013, Commission File Number 1-16811.
|
|
|
|
|
(g)
|
United States Steel Corporation Certificate of Elimination filed with the Secretary of State of the State of Delaware on December 5, 2007.
|
|
Incorporated by reference to Exhibit 3.1 to United States Steel Corporation's Form 8-K filed on December 6, 2007, Commission File Number 1-16811.
|
|
|
|
|
(h)
|
Indenture, dated as of May 10, 2016, by and among United States Steel Corporation, the guarantor named on the signature page thereto and U.S. Bank National Association, as trustee and notes collateral agent.
|
|
Incorporated by reference to Exhibit 4.1 to United States Steel Corporation’s Form 8-K filed on May 10, 2016, Commission File Number 1-16811.
|
(a)
|
United States Steel Corporation Supplemental Retirement Account Program.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 10-Q for the quarter ended September 30, 2015, Commission File Number 1-16811.
|
|
|
|
|
(b)
|
United States Steel Corporation Executive Management Supplemental Pension Program.
|
|
Incorporated by reference to Exhibit 10.2 to United States Steel Corporation’s Form 8-K filed on August 21, 2015, Commission File Number 1-16811.
|
|
|
|
|
(c)
|
United States Steel Corporation Supplemental Thrift Program.
|
|
Incorporated by reference to Exhibit 10.7 to United States Steel Corporation’s Form 10-Q for the quarter ended September 30, 2013, Commission File Number 1-16811.
|
|
|
|
|
(d)
|
United States Steel Corporation Deferred Compensation Program for Non-Employee Directors, a program under the 2005 Stock Incentive Plan.
|
|
Incorporated by reference to Exhibit 10(d) to United States Steel Corporation’s Form 10-K for the year ended December 31, 2011, Commission File Number 1-16811.
|
|
|
|
|
(e)
|
Form of Offer Letter to Mario Longhi.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on July 2, 2012, Commission File Number 1-16811.
|
|
|
|
|
(f)
|
Exhibit A to Offer Letter to Mario Longhi – Supplemental Account as Amended and Restated (effective November 1, 2013, the Supplemental Account was merged into the Supplemental Retirement Account Program filed as Exhibit 10(b)).
|
|
Incorporated by reference to Exhibit 10.10 to United States Steel Corporation’s Form 10-Q for the quarter ended September 30, 2013, Commission File Number 1-16811.
|
|
|
|
|
(g)
|
Form of Non-Compete Agreement attached to Offer Letter to Mario Longhi.
|
|
Incorporated by reference to Exhibit 10.4 to United States Steel Corporation’s Form 8-K filed on July 2, 2012, Commission File Number 1-16811.
|
|
|
|
|
(h)
|
Form of Offer Letter to David B. Burritt.
|
|
Incorporated by reference to Exhibit 10.2 to United States Steel Corporation's Form 8-K filed on August 20, 2013, Commission File Number 1-16811.
|
|
|
|
|
(i)
|
Tax Sharing Agreement between USX Corporation (renamed Marathon Oil Corporation) and United States Steel Corporation.
|
|
Incorporated by reference to Exhibit 99.3 to United States Steel Corporation’s Form 8-K filed on January 3, 2002, Commission File Number 1-16811.
|
|
|
|
|
(j)
|
Financial Matters Agreement between USX Corporation (renamed Marathon Oil Corporation) and United States Steel Corporation.
|
|
Incorporated by reference to Exhibit 99.5 to United States Steel Corporation’s Form 8-K filed on January 3, 2002, Commission File Number 1-16811.
|
|
|
|
|
(k)
|
Third Amended and Restated Credit Agreement dated as of July 27, 2015, among United States Steel Corporation, the Lenders party thereto, the LC Issuing Banks party thereto and JPMorgan Chase Bank, National Association as Administrative Agent and Collateral Agent.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 10-Q for the quarter ended June 30, 2015, Commission File Number 1-16811.
|
|
|
|
|
(l)
|
Amendment No. 1 to Third Amended and Restated Credit Agreement, dated as of February 24, 2016.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on February 24, 2016, Commission File Number 1-16811.
|
|
|
|
|
(m)
|
Amended and Restated Security Agreement dated as of July 27, 2015, between United States Steel Corporation and JPMorgan Chase Bank, National Association as Collateral Agent.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 10-Q for the quarter ended June 30, 2015, Commission File Number 1-16811.
|
|
|
|
|
(n)
|
EUR 200,000,000 multicurrency revolving credit facility agreement dated February 22. 2016, among U. S. Steel Košice, s.r.o., and ING Bank N.V., Commerzbank Aktiengesellschaft, Slovenská sporiteĺňa, a.s., Komerční banka, a.s. and Citibank Europe plc.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on February 24, 2016, Commission File Number 1-16811.
|
|
|
|
|
(o)
|
Summary of non-employee director fee arrangements.
|
|
Incorporated by reference to Exhibit 10(bb) to United States Steel Corporation’s Form 10-K for the year ended December 31, 2013, Commission File Number 1-16811.
|
|
|
|
|
(p)
|
United States Steel Corporation Non Tax-Qualified Pension Plan.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on August 21, 2015, Commission File Number 1-16811.
|
|
|
|
|
(q)
|
United States Steel Corporation Non Tax-Qualified Retirement Account Program.
|
|
Incorporated by reference to Exhibit 10(dd) to United States Steel Corporation’s Form 10-K for the year ended December 31, 2013, Commission File Number 1-16811.
|
|
|
|
|
(r)
|
United States Steel Corporation 2005 Stock Incentive Plan.
|
|
Incorporated by reference to Appendix B to United States Steel Corporation’s Definitive Proxy Statement on Schedule 14A filed on March 11, 2005, Commission File Number 1-16811.
|
|
|
|
|
(s)
|
United States Steel Corporation 2005 Stock Incentive Plan, Amended and Restated, April 27, 2010.
|
|
Incorporated by reference to Appendix A to United States Steel Corporation’s Definitive Proxy Statement on Schedule 14A filed on March 12, 2010, Commission File Number 1-16811.
|
|
|
|
|
(t)
|
United States Steel Corporation 2005 Stock Incentive Plan, Amended and Restated, April 29, 2014.
|
|
Incorporated by reference to Appendix A to United States Steel Corporation’s Definitive Proxy Statement on Schedule 14A filed on March 14, 2014, Commission File Number 1-16811.
|
|
|
|
|
(u)
|
Administrative Regulations for the Long-Term Incentive Compensation Program under the United States Steel Corporation 2005 Stock Incentive Plan, Amended and Restated, May 28, 2013.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on May 30, 2013, Commission File Number 1-16811.
|
|
|
|
|
(v)
|
Administrative Regulations for the Long-Term Incentive Compensation Program under the United States Steel Corporation 2005 Stock Incentive Plan, Amended and Restated, February 25, 2014.
|
|
Incorporated by reference to Exhibit 10.5 to United States Steel Corporation’s Form 8-K filed on March 3, 2014, Commission File Number 1-16811.
|
|
|
|
|
(w)
|
Administrative Procedures for the Long-Term Incentive Compensation Program under the United States Steel Corporation 2005 Stock Incentive Plan, as Amended and Restated, and under the United States Steel Corporation 2010 Annual Incentive Compensation Plan, as amended February 24, 2015.
|
|
Incorporated by reference to Exhibit 10.3 to United States Steel Corporation’s Form 10-Q for the quarter ended March 31, 2015, Commission File Number 1-16811.
|
|
|
|
|
(x)
|
Non-Employee Director Stock Program, a program under the 2005 Stock Incentive Plan.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on May 31, 2005, Commission File Number 1-16811.
|
|
|
|
|
(y)
|
Form of stock option grant under the Long-Term Incentive Compensation Program, a program under the 2005 Stock Incentive Plan.
|
|
Incorporated by reference to Exhibit 10(x) to United States Steel Corporation’s Form 10-K for the year ended December 31, 2006, Commission File Number 1-16811.
|
|
|
|
|
(z)
|
Form of Performance Award Grant Agreement under the 2005 Stock Incentive Plan.
|
|
Incorporated by reference to Exhibit 10.3 to United States Steel Corporation’s Form 8-K filed on March 3, 2011, Commission File Number 1-16811.
|
|
|
|
|
(aa)
|
Form of Stock Option Grant Agreement under the 2005 Stock Incentive Plan.
|
|
Incorporated by reference to Exhibit 10.2 to United States Steel Corporation’s Form 10-Q for the quarter ended March 31, 2011, Commission File Number 1-16811.
|
|
|
|
|
(bb)
|
Form of Restricted Stock Unit Retention Grant Agreement under the 2005 Stock Incentive Plan.
|
|
Incorporated by reference to Exhibit 10.2 to United States Steel Corporation’s Form 10-Q for the quarter ended March 31, 2011, Commission File Number 1-16811.
|
|
|
|
|
(cc)
|
Form of Restricted Stock Unit Annual Grant Agreement under the 2005 Stock Incentive Plan.
|
|
Incorporated by reference to Exhibit 10.5 to United States Steel Corporation’s Form 10-Q for the quarter ended March 31, 2011, Commission File Number 1-16811.
|
|
|
|
|
(dd)
|
Form of Retention Performance Award Grant Agreement.
|
|
Incorporated by reference to Exhibit 10.5 to United States Steel Corporation’s Form 8-K filed on July 2, 2012, Commission File Number 1-16811.
|
|
|
|
|
(ee)
|
Form of Non-Qualified Stock Option Grant Agreement.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 10-Q for the quarter ended March 31, 2015, Commission File Number 1-16811.
|
|
|
|
|
(ff)
|
Form of Incentive Award Agreement, 2010 Annual Incentive Compensation Plan.
|
|
Incorporated by reference to Exhibit 10.2 to United States Steel Corporation’s Form 10-Q for the quarter ended March 31, 2015, Commission File Number 1-16811.
|
|
|
|
|
(gg)
|
United States Steel Corporation 2010 Annual Incentive Compensation Plan.
|
|
Incorporated by reference to Appendix B to United States Steel Corporation’s Definitive Proxy Statement on Schedule 14A filed on March 12, 2010, Commission File Number 1-16811.
|
|
|
|
|
(hh)
|
Administrative Regulations for the Executive Management Annual Incentive Compensation Plan under the 2010 Annual Incentive Compensation Plan.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on January 31, 2014, Commission File Number 1-16811.
|
|
|
|
|
(ii)
|
Administrative Procedures for the Executive Management Annual Incentive Compensation Program under the United States Steel Corporation 2010 Annual Incentive Compensation Plan, as amended January 27, 2015
|
|
Incorporated by reference to Exhibit 10.4 to United States Steel Corporation’s Form 10-Q for the quarter ended March 31, 2015, Commission File Number 1-16811.
|
|
|
|
|
(jj)
|
United States Steel Corporation Change in Control Severance Plan effective January 1, 2016.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on November 6, 2015, Commission File Number 1-16811.
|
|
|
|
|
(kk)
|
Administrative Procedures for the Long-Term Incentive Compensation Program under the United States Steel Corporation 2005 Stock Incentive Plan, as Amended and Restated, and under the United States Steel Corporation Annual Incentive Compensation Plan, as amended February 22, 2016.
|
|
Incorporated by reference to Exhibit 10(kk) to United States Steel Corporation’s Form 10-K for the year ended December 31, 2015, Commission File Number 1-16811.
|
|
|
|
|
(ll)
|
Administrative Procedures for the Executive Management Annual Incentive Compensation Program under the United States Steel Corporation Annual Incentive Compensation Plan, as amended February 22, 2016.
|
|
Incorporated by reference to Exhibit 10(ll) to United States Steel Corporation’s Form 10-K for the year ended December 31, 2015, Commission File Number 1-16811.
|
|
|
|
|
(mm)
|
United States Steel Corporation 2016 Omnibus Incentive Compensation Plan.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 10-Q for the quarter ended March 31, 2016, Commission File Number 1-16811.
|
|
|
|
|
(nn)
|
United States Steel Corporation 2016 Omnibus Incentive Compensation Plan Restricted Stock Unit Grant Agreement - Retention Grant Form
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 10-Q for the quarter ended June 30, 2016, Commission File Number 1-16811.
|
|
|
|
|
(oo)
|
United States Steel Corporation 2016 Omnibus Incentive Compensation Plan Restricted Stock Unit Grant Agreement - Annual Grant Form
|
|
Incorporated by reference to Exhibit 10.2 to United States Steel Corporation’s Form 10-Q for the quarter ended June 30, 2016, Commission File Number 1-16811.
|
|
|
|
|
(pp)
|
United States Steel Corporation 2016 Omnibus Incentive Compensation Plan - Stock Option Grant Form
|
|
Incorporated by reference to Exhibit 10.3 to United States Steel Corporation’s Form 10-Q for the quarter ended June 30, 2016, Commission File Number 1-16811.
|
|
|
|
|
(qq)
|
Administrative Procedures for the Executive Management Annual Incentive Compensation Program under the United States Steel Corporation Annual Incentive Compensation Plan, as amended November 1, 2016.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 10-Q for the quarter ended September 30, 2016, Commission File Number 1-16811.
|
|
|
|
|
(rr)
|
United States Steel Corporation Non Tax-Qualified Retirement Account Program, amended effective as of January 1, 2016.
|
|
Incorporated by reference to Exhibit 10.2 to United States Steel Corporation’s Form 10-Q for the quarter ended September 30, 2016, Commission File Number 1-16811.
|
|
|
|
|
(ss)
|
United States Steel Corporation Supplemental Thrift Program, as amended November 1, 2016.
|
|
Incorporated by reference to Exhibit 10.3 to United States Steel Corporation’s Form 10-Q for the quarter ended September 30, 2016, Commission File Number 1-16811.
|
|
|
|
|
(tt)
|
Purchase Agreement, dated May 3, 2016, by and among United States Steel Corporation, the subsidiary guarantor named therein and J.P. Morgan Securities LLC, for itself and on behalf of the several initial purchasers listed in Schedule 1 thereto.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on May 3, 2016, Commission File Number 1-16811.
|
|
|
|
|
(uu)
|
Collateral Agreement, dated as of May 10, 2016, by and among United States Steel Corporation, certain of its subsidiaries and U.S. Bank National Association, as collateral agent.
|
|
Incorporated by reference to Exhibit 10.1 to United States Steel Corporation’s Form 8-K filed on May 10, 2016, Commission File Number 1-16811.
|
|
|
|
|
(vv)
|
Underwriting Agreement for Common Stock dated August 9, 2016
|
|
Incorporated by reference to Exhibit 1.1 to United States Steel Corporation’s Form 8-K filed on August 15, 2016, Commission File Number 1-16811.
|
|
|
|
|
10.1.
|
Form of United States Steel Corporation 2016 Omnibus Incentive Compensation Plan Restricted Stock Unit Grant Agreement (Annual Grant)
|
|
|
10.2.
|
Form of United States Steel Corporation 2016 Omnibus Incentive Compensation Plan Restricted Stock Unit Grant Agreement (Retention Grant)
|
|
|
10.3.
|
Form of United States Steel Corporation 2016 Omnibus Incentive Compensation Plan Non-Qualified Stock Option Grant Agreement
|
|
|
10.4
|
Form of United States Steel Corporation 2016 Omnibus Incentive Compensation Plan Performance Share Award Grant Agreement
|
|
|
10.5
|
Form of United States Steel Corporation 2016 Omnibus Incentive Compensation Plan Performance Cash Award Grant Agreement
|
|
|
10.6
|
Administrative Procedures for the Executive Management Annual Incentive Compensation Program under the United States Steel Corporation 2016 Omnibus Incentive Compensation Plan effective February 28, 2017
|
|
|
12.1.
|
Computation of Ratio of Earnings to Fixed Charges
|
|
|
21.
|
List of Subsidiaries
|
|
|
23.
|
Consent of PricewaterhouseCoopers LLP
|
|
|
24.
|
Powers of Attorney
|
|
|
31.1.
|
Certification of Chief Executive Officer required by Rules 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as promulgated by the Securities and Exchange Commission pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
31.2.
|
Certification of Chief Financial Officer required by Rules 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as promulgated by the Securities and Exchange Commission pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
32.1.
|
Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
32.2.
|
Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
95.
|
Mine Safety Disclosure required under Section 1503 of the Dodd-Frank Wall Street Reform and Consumer Protection Act
|
|
|
101.
|
INS XBRL Instance Document
|
|
|
101.
|
SCH XBRL Taxonomy Extension Schema Document
|
|
|
101.
|
CAL XBRL Taxonomy Extension Calculation Linkbase Document
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101.
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DEF XBRL Taxonomy Extension Definition Linkbase Document
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101.
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LAB XBRL Taxonomy Extension Label Linkbase Document
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101.
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PRE XBRL Taxonomy Extension Presentation Linkbase Document
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Additions
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Deductions
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Description
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Balance at
Beginning of Period |
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Charged to
Costs and Expenses |
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Charged
to Other Accounts |
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Charged to
Costs and Expenses |
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Charged
to Other Accounts |
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Balance
at End of Period |
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Year ended December 31, 2016:
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||||||||||||
Reserves deducted in the balance sheet from the assets to which they apply:
|
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|
|
|
|
|
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|
|
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||||||||||||
Allowance for doubtful accounts
|
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$
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28
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|
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$
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—
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|
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$
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—
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|
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$
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—
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|
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$
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3
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$
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25
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Allowance for related party doubtful accounts
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254
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|
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—
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|
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11
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|
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—
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—
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265
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Investments and long-term receivables reserve
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7
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—
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3
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—
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—
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10
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Long-term receivables from related parties reserve
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1,446
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—
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181
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—
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—
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1,627
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Deferred tax valuation allowance:
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Domestic
|
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804
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174
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131
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|
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—
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|
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—
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1,109
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Foreign
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4
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—
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|
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—
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—
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—
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4
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Year ended December 31, 2015:
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Reserves deducted in the balance sheet from the assets to which they apply:
|
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|
|
|
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|
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||||||||||||
Allowance for doubtful accounts
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$
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45
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|
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$
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—
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|
|
$
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—
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|
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$
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11
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|
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$
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6
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|
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$
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28
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Allowance for related party doubtful accounts
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218
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74
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|
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—
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|
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—
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|
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38
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254
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||||||
Investments and long-term receivables reserve
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8
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—
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—
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—
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1
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7
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Long-term receivables from related parties reserve
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1,188
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465
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—
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—
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207
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1,446
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Deferred tax valuation allowance:
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State
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—
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753
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51
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—
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—
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804
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Foreign
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5
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—
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—
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1
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—
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4
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Year ended December 31, 2014:
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Reserves deducted in the balance sheet from the assets to which they apply:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Allowance for doubtful accounts
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$
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53
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$
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—
|
|
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$
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—
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|
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$
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—
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|
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$
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8
|
|
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$
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45
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Allowance for related party doubtful accounts
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—
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|
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—
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218
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(a)
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—
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—
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218
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Investments and long-term receivables reserve
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10
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—
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—
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—
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2
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8
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Long-term receivables from related parties reserve
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—
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—
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1,188
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(a)
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—
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—
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1,188
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Deferred tax valuation allowance:
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Foreign
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1,028
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—
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—
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—
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1,023
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(b)
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5
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(a)
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Represents the reserve for related party notes and trade accounts payable due from USSC after the deconsolidation as of the end of the day on September 15, 2014 (See Note 4). U. S. Steel has estimated a recovery rate based upon the fair value of the net assets of USSC available for distribution to its creditors in relation to the secured and unsecured creditor claims in the CCAA filing.
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(b)
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As a result of USSC's CCAA filing, the Canadian deferred tax asset and the related valuation allowance were deconsolidated from U. S. Steel's balance sheet as of the end of the day on September 15, 2014 (See Note 4).
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By:
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/s/ Colleen M. Darragh
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Colleen M. Darragh
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Vice President & Controller
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Signature
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Title
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/s/ Mario Longhi
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President & Chief Executive Officer &
Director |
Mario Longhi
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/s/ David B. Burritt
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Executive Vice President &
Chief Financial Officer |
David B. Burritt
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/s/ Colleen M. Darragh
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Vice President & Controller
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Colleen M. Darragh
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*
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Director
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Patricia Diaz Dennis
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*
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Director
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Dan O. Dinges
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*
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Director
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John G. Drosdick
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*
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Director
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John J. Engel
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*
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Director
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Murry S. Gerber
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*
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Director
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Stephen J. Girsky
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*
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Director
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Paul A. Mascarenas
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*
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Director
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Glenda G. McNeal
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*
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Director
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Robert J. Stevens
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*
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Director
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David S. Sutherland
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*
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Director
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Patricia A. Tracey
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*
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B
Y
:
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/s/ David B. Burritt
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David B. Burritt
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Attorney-in-Fact
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Acero Prime
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Acero Prime, S.R.L. de CV
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AD
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antidumping
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ARO
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Asset Retirement Obligation
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ASC
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Accounting Standards Codification
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Apolo
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Apolo Tubulars S.A.
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BAT
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Best Available Technique
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CAA
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Clean Air Act
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CAL
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continuous annealing line
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CCAA
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Canada's Companies' Creditors Arrangement Act
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CDC
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Chrome Deposit Corporation
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CERCLA
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Comprehensive Environmental Response, Compensation and Liability Act
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CMS
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Corrective Measure Study
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Commerce
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U.S. Department of Commerce
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CO
2
|
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carbon dioxide
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CORE
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corrosion-resistant
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CVD
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countervailing duties
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CWA
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Clean Water Act
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DESCO
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Double Eagle Steel Coating Company
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Double G
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Double G Coatings Company LLC
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EAF
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Electric Arc Furnace
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EBITDA
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earnings before interest, taxes, depreciation and amortization
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EC
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European Commission
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Economic Profit
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After tax income from operations in excess of weighted average cost of capital
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ERB
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Environmental Revenue Bond
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ERP
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Enterprise resource planning
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ERW
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electric resistance welded
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ETS
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Emissions Trading System
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EU
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European Union
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Eurofer
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European Confederation of Iron and Steel Industries
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Flat-Rolled
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Flat-Rolled Products segment
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FPC
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Feralloy Processing Company
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Gateway
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Gateway Energy & Coke Company, LLC, a subsidiary of SunCoke Energy
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GHG
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greenhouse gas
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Hibbing
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Hibbing Taconite Company
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HWD
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hazardous waste disposal
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HWT
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hazardous waste treatment
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Keetac
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U. S. Steel’s iron ore operations at Keewatin, Minnesota
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MACT
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Maximum Achievable Control Technology
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Minntac
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U. S. Steel’s iron ore operations at Mt. Iron, Minnesota
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NAAQS
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National Ambient Air Quality Standards
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NESHAP
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National Emission Standards for Hazardous Air Pollutants
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NPDES
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National Pollutant Discharge Elimination System
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OCTG
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oil country tubular goods
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O. D.
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outer diameter
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OSHA
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Occupational Safety and Health Administration
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PRO-TEC
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PRO-TEC Coating Company, U. S. Steel and Kobe Steel Ltd. joint venture
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PRP
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potentially responsible party
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RCRA
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Resource Conservation and Recovery Act
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REACH
|
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Registration, Evaluation, Authorization and Restriction of Chemicals, Regulation 1907/2006
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RFI
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RCRA Facility Investigation
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SEC
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Securities and Exchange Commission
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SIP
|
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State Implementation Plan
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SPT
|
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Steelworkers Pension Trust
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Tilden
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Tilden Mining Company
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tons
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|
net tons
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Tubular
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Tubular Products segment
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U.S. EPA
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U.S. Environmental Protection Agency
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U.S. GAAP
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accounting standards generally accepted in the United States
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UPI
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USS-POSCO Industries, U. S. Steel and POSCO joint venture
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USSC
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U. S. Steel Canada Inc.
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USSE
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U. S. Steel Europe segment
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USITC
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U.S. International Trade Commission
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USSK
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U. S. Steel Košice
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USSS
|
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U. S. Steel Serbia
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USSTP
|
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U. S. Steel Tubular Products
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USW
|
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United Steelworkers
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Worthington
|
|
Worthington Specialty Processing, U. S. Steel and Worthington Industries, Inc. joint venture
|
WTO
|
|
World Trade Organization
|