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    United States Steel Corporation Reports Second Quarter 2024 Results

    8/1/24 4:17:00 PM ET
    $X
    Steel/Iron Ore
    Industrials
    Get the next $X alert in real time by email
    • Second quarter 2024 net earnings of $183 million, or $0.72 per diluted share.
    • Second quarter 2024 adjusted net earnings of $211 million, or $0.84 per diluted share.
    • Second quarter 2024 adjusted EBITDA of $443 million.

    United States Steel Corporation (NYSE:X) reported second quarter 2024 net earnings of $183 million, or $0.72 per diluted share. Adjusted net earnings was $211 million, or $0.84 per diluted share. This compares to second quarter 2023 net earnings of $477 million, or $1.89 per diluted share. Adjusted net earnings for the second quarter 2023 was $483 million, or $1.92 per diluted share.

    Commenting on the Company's second quarter performance, U. S. Steel President and Chief Executive Officer, David B. Burritt said, "We were pleased with our performance during the second quarter, as adjusted EBITDA of $443 million improved sequentially in spite of pricing headwinds that grew in the quarter across our operating segments. Most notable was better than forecasted results in our North American Flat-Rolled segment, in large part from enhanced product mix and cost management that kept earnings resilient in a dynamic market. Our Mini Mill segment performed well, delivering 17% EBITDA margin when adjusting for $30 million in one-time start-up costs for strategic projects. Both Tubular and USSE performed as expected in the second quarter."

    Burritt continued, "We expect third quarter adjusted EBITDA in the range of $275 million and $325 million, as recent pricing dynamics continue to impact our business. Our North American Flat-Rolled segment results should soften slightly, as lower spot prices more than offset continuing strength in our contract order book and lower spending. Our Mini Mill segment results will likely reflect lower spot prices and $30 million of related start-up and one-time construction costs ahead of a planned fourth quarter start-up of Big River 2 (BR2). In Europe, results are expected to be consistent with the second quarter reflecting lower selling prices largely offset by lower raw material costs. Our Tubular segment results should be lower as selling prices decline in the third quarter."

    Commenting on the Company's transaction with Nippon Steel Corporation, Burritt noted, "We continue to make progress on the U.S. regulatory processes ahead of the anticipated closing of our transaction with Nippon Steel Corporation later this year, which will bring advanced technologies to U. S. Steel to support a stronger domestic steel industry with enhanced competition and will strengthen national, economic, and job security."

    Commenting on the Company's other strategic initiatives, Burritt concluded, "Separately, construction on BR2 is achieving key milestones as we target start-up in the fourth quarter. Also at Big River, the recently commissioned dual galvalume® / galvanized coating line is ramping as expected. Galvanized coils are being delivered to customers and the team is on-track to produce galvalume coils later this summer. You can find additional details and photos of these Big River Steel projects in the investor presentation posted today on our website."

    Earnings Highlights

     

    Three Months Ended June 30,

    Six Months Ended June 30,

    (Dollars in millions, except per share amounts)

     

    2024

     

     

    2023

     

     

    2024

     

     

    2023

     

    Net Sales

    $

    4,118

     

    $

    5,008

     

    $

    8,278

     

    $

    9,478

     

    Segment earnings (loss) before interest and income taxes

     

     

     

     

    Flat-Rolled

    $

    183

     

    $

    231

     

    $

    217

     

    $

    224

     

    Mini Mill

     

    28

     

     

    132

     

     

    127

     

     

    144

     

    U. S. Steel Europe

     

    (10

    )

     

    72

     

     

    6

     

     

    38

     

    Tubular

     

    29

     

     

    157

     

     

    86

     

     

    389

     

    Other

     

    (4

    )

     

    (12

    )

     

    (6

    )

     

    (9

    )

    Total segment earnings before interest and income taxes

    $

    226

     

    $

    580

     

    $

    430

     

    $

    786

     

    Other items not allocated to segments

     

    (45

    )

     

    (16

    )

     

    (95

    )

     

    (33

    )

    Earnings before interest and income taxes

    $

    181

     

    $

    564

     

    $

    335

     

    $

    753

     

    Net interest and other financial benefits

     

    (58

    )

     

    (57

    )

     

    (113

    )

     

    (118

    )

    Income tax expense

     

    56

     

     

    144

     

     

    94

     

     

    195

     

    Net earnings

    $

    183

     

    $

    477

     

    $

    354

     

    $

    676

     

    Earnings per diluted share

    $

    0.72

     

    $

    1.89

     

    $

    1.40

     

    $

    2.67

     

     

     

     

     

     

    Adjusted net earnings (a)

    $

    211

     

    $

    483

     

    $

    417

     

    $

    678

     

    Adjusted net earnings per diluted share (a)

    $

    0.84

     

    $

    1.92

     

    $

    1.64

     

    $

    2.68

     

    Adjusted earnings before interest, income taxes, depreciation and amortization (EBITDA) (a)

    $

    443

     

    $

    804

     

    $

    857

     

    $

    1,231

     

    (a) Please refer to the non-GAAP Financial Measures section of this document for the reconciliation of these amounts.

    UNITED STATES STEEL CORPORATION

    PRELIMINARY SUPPLEMENTAL STATISTICS (Unaudited)

     

     

    Three Months Ended June 30,

     

    Six Months Ended June 30,

     

     

     

    2024

     

     

    2023

     

     

     

    2024

     

     

    2023

     

    OPERATING STATISTICS

     

     

     

     

     

    Average realized price: ($/net ton unless otherwise noted) (a)

     

     

     

     

     

     

    Flat-Rolled

     

    1,051

     

     

    1,088

     

     

     

    1,052

     

     

    1,050

     

     

    Mini Mill

     

    869

     

     

    1,011

     

     

     

    923

     

     

    897

     

     

    U. S. Steel Europe

     

    821

     

     

    965

     

     

     

    826

     

     

    939

     

     

    U. S. Steel Europe (€/net ton)

     

    762

     

     

    886

     

     

     

    763

     

     

    868

     

     

    Tubular

     

    2,108

     

     

    3,493

     

     

     

    2,190

     

     

    3,636

     

     

     

     

     

     

     

     

    Steel shipments (thousands of net tons): (a)

     

     

     

     

     

     

    Flat-Rolled

     

    2,045

     

     

    2,235

     

     

     

    4,094

     

     

    4,513

     

     

    Mini Mill

     

    562

     

     

    587

     

     

     

    1,130

     

     

    1,246

     

     

    U. S. Steel Europe

     

    875

     

     

    1,034

     

     

     

    1,947

     

     

    1,917

     

     

    Tubular

     

    109

     

     

    111

     

     

     

    223

     

     

    242

     

     

    Total steel shipments

     

    3,591

     

     

    3,967

     

     

     

    7,394

     

     

    7,918

     

     

     

     

     

     

     

     

    Intersegment steel (unless otherwise noted) shipments (thousands of net tons):

     

     

     

     

     

     

    Mini Mill to Flat-Rolled

     

    92

     

     

    142

     

     

     

    204

     

     

    225

     

     

    Flat-Rolled to Mini Mill

     

    —

     

     

    —

     

     

     

    1

     

     

    —

     

     

    Flat-Rolled to Mini Mill (pig iron)

     

    88

     

     

    86

     

     

     

    165

     

     

    115

     

     

    Flat-Rolled to USSE (coal)

     

    139

     

     

    159

     

     

     

    258

     

     

    458

     

     

     

     

     

     

     

     

    Raw steel production (thousands of net tons):

     

     

     

     

     

     

    Flat-Rolled

     

    2,072

     

     

    2,529

     

     

     

    4,183

     

     

    4,922

     

     

    Mini Mill

     

    725

     

     

    749

     

     

     

    1,442

     

     

    1,508

     

     

    U. S. Steel Europe

     

    980

     

     

    1,213

     

     

     

    2,059

     

     

    2,305

     

     

    Tubular

     

    117

     

     

    129

     

     

     

    263

     

     

    300

     

     

     

     

     

     

     

     

    Raw steel capability utilization: (b)

     

     

     

     

     

     

    Flat-Rolled

     

    63

    %

     

    77

    %

     

     

    64

    %

     

    75

    %

     

    Mini Mill

     

    88

    %

     

    91

    %

     

     

    88

    %

     

    92

    %

     

    U. S. Steel Europe

     

    79

    %

     

    97

    %

     

     

    83

    %

     

    93

    %

     

    Tubular

     

    52

    %

     

    57

    %

     

     

    59

    %

     

    67

    %

     

     

     

     

     

     

     

    CAPITAL EXPENDITURES (dollars in millions)

     

     

     

     

     

     

    Flat-Rolled

     

    125

     

     

    104

     

     

     

    264

     

     

    243

     

     

    Mini Mill

     

    475

     

     

    488

     

     

     

    938

     

     

    1,051

     

     

    U. S. Steel Europe

     

    27

     

     

    16

     

     

     

    55

     

     

    42

     

     

    Tubular

     

    4

     

     

    5

     

     

     

    14

     

     

    17

     

     

    Other Businesses

     

    —

     

     

    —

     

     

     

    —

     

     

    —

     

     

    Total

    $

    631

     

    $

    613

     

     

    $

    1,271

     

    $

    1,353

     

    (a) Excludes intersegment shipments.

    (b) Based on annual raw steel production capability of 13.2 million net tons for Flat-Rolled, 3.3 million net tons for Mini Mill, 5.0 million net tons for U. S. Steel Europe and 0.9 million net tons for Tubular.

     

    UNITED STATES STEEL CORPORATION

    CONDENSED STATEMENT OF OPERATIONS (Unaudited)

     

    Three Months Ended June 30,

     

    Six Months Ended June 30,

    (Dollars in millions, except per share amounts)

     

    2024

     

     

    2023

     

     

     

    2024

     

     

    2023

     

    Net Sales

    $

    4,118

     

    $

    5,008

     

     

    $

    8,278

     

    $

    9,478

     

     

     

     

     

     

     

    Operating expenses (income):

     

     

     

     

     

    Cost of sales

     

    3,629

     

     

    4,161

     

     

     

    7,294

     

     

    8,114

     

    Selling, general and administrative expenses

     

    105

     

     

    103

     

     

     

    224

     

     

    202

     

    Depreciation, depletion and amortization

     

    217

     

     

    224

     

     

     

    427

     

     

    445

     

    Earnings from investees

     

    (45

    )

     

    (38

    )

     

     

    (59

    )

     

    (25

    )

    Asset impairment charges

     

    12

     

     

    —

     

     

     

    19

     

     

    4

     

    Restructuring and other charges

     

    —

     

     

    2

     

     

     

    6

     

     

    3

     

    Other losses (gains), net

     

    19

     

     

    (8

    )

     

     

    32

     

     

    (18

    )

    Total operating expenses

     

    3,937

     

     

    4,444

     

     

     

    7,943

     

     

    8,725

     

     

     

     

     

     

     

    Earnings before interest and income taxes

     

    181

     

     

    564

     

     

     

    335

     

     

    753

     

    Net interest and other financial benefits

     

    (58

    )

     

    (57

    )

     

     

    (113

    )

     

    (118

    )

     

     

     

     

     

     

    Earnings before income taxes

     

    239

     

     

    621

     

     

     

    448

     

     

    871

     

    Income tax expense

     

    56

     

     

    144

     

     

     

    94

     

     

    195

     

     

     

     

     

     

     

    Net earnings

     

    183

     

     

    477

     

     

     

    354

     

     

    676

     

    Less: Net earnings attributable to noncontrolling interests

     

    —

     

     

    —

     

     

     

    —

     

     

    —

     

    Net earnings attributable to United States Steel Corporation

    $

    183

     

    $

    477

     

     

    $

    354

     

    $

    676

     

     

     

     

     

     

     

    COMMON STOCK DATA:

     

     

     

     

     

    Net earnings per share attributable to United States Steel Corporation Stockholders

     

     

     

     

     

    Basic

    $

    0.82

     

    $

    2.12

     

     

    $

    1.58

     

    $

    2.99

     

    Diluted

    $

    0.72

     

    $

    1.89

     

     

    $

    1.40

     

    $

    2.67

     

    Weighted average shares, in thousands

     

     

     

     

     

    Basic

     

    224,893

     

     

    225,538

     

     

     

    224,496

     

     

    226,430

     

    Diluted

     

    254,248

     

     

    254,155

     

     

     

    254,428

     

     

    255,757

     

    Dividends paid per common share

    $

    0.05

     

    $

    0.05

     

     

    $

    0.10

     

    $

    0.10

     

    UNITED STATES STEEL CORPORATION

    CONDENSED CASH FLOW STATEMENT (Unaudited)

     

     

    Six Months

    Ended June 30,

    Six Months

    Ended June 30,

    (Dollars in millions)

     

    2024

     

     

    2023

     

    Increase (decrease) in cash, cash equivalents and restricted cash

    Operating activities:

     

     

     

    Net earnings

    $

    354

     

    $

    676

     

     

    Depreciation, depletion and amortization

     

    427

     

     

    445

     

     

    Asset impairment charges

     

    19

     

     

    4

     

     

    Restructuring and other charges

     

    6

     

     

    3

     

     

    Pensions and other postretirement benefits

     

    (62

    )

     

    (84

    )

     

    Active employee benefit investments

     

    41

     

     

    7

     

     

    Deferred income taxes

     

    87

     

     

    135

     

     

    Working capital changes

     

    (219

    )

     

    (111

    )

     

    Income taxes receivable/payable

     

    (42

    )

     

    48

     

     

    Other operating activities

     

    (165

    )

     

    (229

    )

    Net cash provided by operating activities

     

    446

     

     

    894

     

     

     

     

     

    Investing activities:

     

     

     

    Capital expenditures

     

    (1,271

    )

     

    (1,353

    )

     

    Proceeds from sale of assets

     

    1

     

     

    3

     

     

    Other investing activities

     

    (5

    )

     

    —

     

    Net cash used in investing activities

     

    (1,275

    )

     

    (1,350

    )

     

     

     

     

    Financing activities:

     

     

     

    Issuance of long-term debt, net of financing costs

     

    —

     

     

    238

     

     

    Repayment of long-term debt

     

    (33

    )

     

    (20

    )

     

    Common stock repurchased

     

    —

     

     

    (150

    )

     

    Other financing activities

     

    (43

    )

     

    (42

    )

    Net cash (used in) provided by financing activities

     

    (76

    )

     

    26

     

     

     

     

     

    Effect of exchange rate changes on cash

     

    (10

    )

     

    8

     

     

     

     

     

    Net decrease in cash, cash equivalents and restricted cash

     

    (915

    )

     

    (422

    )

    Cash, cash equivalents and restricted cash at beginning of year

     

    2,988

     

     

    3,539

     

     

     

     

     

    Cash, cash equivalents and restricted cash at end of period

    $

    2,073

     

    $

    3,117

     

    UNITED STATES STEEL CORPORATION

    CONDENSED BALANCE SHEET (Unaudited)

     

     

    June 30,

    December 31,

    (Dollars in millions)

    2024

    2023

    Cash and cash equivalents

    $

    2,031

    $

    2,948

    Receivables, net

     

    1,678

     

    1,548

    Inventories

     

    2,020

     

    2,128

    Other current assets

     

    221

     

    319

     

    Total current assets

     

    5,950

     

    6,943

     

     

     

     

    Operating lease assets

     

    90

     

    109

    Property, plant and equipment, net

     

    11,222

     

    10,393

    Investments and long-term receivables, net

     

    809

     

    761

    Intangibles, net

     

    426

     

    436

    Goodwill

     

    920

     

    920

    Other noncurrent assets

     

    999

     

    889

     

    Total assets

    $

    20,416

    $

    20,451

     

     

     

     

    Accounts payable and other accrued liabilities

     

    2,680

     

    3,028

    Payroll and benefits payable

     

    333

     

    442

    Short-term debt and current maturities of long-term debt

     

    162

     

    142

    Other current liabilities

     

    281

     

    336

     

    Total current liabilities

     

    3,456

     

    3,948

     

     

     

     

    Noncurrent operating lease liabilities

     

    58

     

    73

    Long-term debt, less unamortized discount and debt issuance costs

     

    4,078

     

    4,080

    Employee benefits

     

    117

     

    126

    Deferred income tax liabilities

     

    679

     

    587

    Other long-term liabilities

     

    542

     

    497

    United States Steel Corporation stockholders' equity

     

    11,393

     

    11,047

    Noncontrolling interests

     

    93

     

    93

     

    Total liabilities and stockholders' equity

    $

    20,416

    $

    20,451

    UNITED STATES STEEL CORPORATION

    NON-GAAP FINANCIAL MEASURES

    RECONCILIATION OF ADJUSTED NET EARNINGS

     

     

    Three Months Ended June 30,

    Six Months Ended June 30,

    (Dollars in millions)

    2024

    2023

    2024

    2023

    Net earnings and diluted net earnings per share attributable to United States Steel Corporation, as reported

    $

    183

     

    $

    0.72

    $

    477

     

    $

    1.89

    $

    354

     

    $

    1.40

    $

    676

     

    $

    2.67

     

    Restructuring and other charges

     

    —

     

     

     

    2

     

     

     

    6

     

     

     

    3

     

     

     

    Stock-based compensation expense

     

    16

     

     

     

    12

     

     

     

    27

     

     

     

    23

     

     

     

    Asset impairment charges

     

    12

     

     

     

    —

     

     

     

    19

     

     

     

    4

     

     

     

    VEBA asset surplus adjustment

     

    (8

    )

     

     

    (8

    )

     

     

    (12

    )

     

     

    (30

    )

     

     

    Environmental remediation charges

     

    1

     

     

     

    2

     

     

     

    3

     

     

     

    2

     

     

     

    Strategic alternatives review process costs

     

    18

     

     

     

    —

     

     

     

    41

     

     

     

    —

     

     

     

    Other charges, net

     

    (2

    )

     

     

    —

     

     

     

    (1

    )

     

     

    1

     

     

    Adjusted pre-tax net earnings to United States Steel Corporation

     

    220

     

     

     

    485

     

     

     

    437

     

     

     

    679

     

     

     

    Tax impact of adjusted items (a)

     

    (9

    )

     

     

    (2

    )

     

     

    (20

    )

     

     

    (1

    )

     

    Adjusted net earnings and diluted net earnings per share attributable to United States Steel Corporation

    $

    211

     

    $

    0.84

    $

    483

     

    $

    1.92

    $

    417

     

    $

    1.64

    $

    678

     

    $

    2.68

    Weighted average diluted ordinary shares outstanding, in millions

     

    254.2

     

     

     

    254.2

     

     

     

    254.4

     

     

     

    255.8

     

     

    (a) The tax impact of adjusted items for both the three and six months ended June 30, 2024, and 2023 were calculated using a blended tax rate of 24%.

    UNITED STATES STEEL CORPORATION

    NON-GAAP FINANCIAL MEASURES

    RECONCILIATION OF ADJUSTED EBITDA

     

     

    Three Months Ended June 30,

    Six Months Ended June 30,

    (Dollars in millions)

     

    2024

     

     

    2023

     

     

    2024

     

     

    2023

     

    Reconciliation to Adjusted EBITDA

     

     

     

     

     

    Net earnings attributable to United States Steel Corporation

    $

    183

     

    $

    477

     

    $

    354

     

     

    676

     

     

    Income tax expense

     

    56

     

     

    144

     

     

    94

     

     

    195

     

     

    Net interest and other financial benefits

     

    (58

    )

     

    (57

    )

     

    (113

    )

     

    (118

    )

     

    Depreciation, depletion and amortization expense

     

    217

     

     

    224

     

     

    427

     

     

    445

     

    EBITDA

     

    398

     

     

    788

     

     

    762

     

     

    1,198

     

     

    Restructuring and other charges

     

    —

     

     

    2

     

     

    6

     

     

    3

     

     

    Stock-based compensation expense

     

    16

     

     

    12

     

     

    27

     

     

    23

     

     

    Asset impairment charges

     

    12

     

     

    —

     

     

    19

     

     

    4

     

     

    Environmental remediation charges

     

    1

     

     

    2

     

     

    3

     

     

    2

     

     

    Strategic alternatives review process costs

     

    18

     

     

    —

     

     

    41

     

     

    —

     

     

    Other charges, net

     

    (2

    )

     

    —

     

     

    (1

    )

     

    1

     

    Adjusted EBITDA

    $

    443

     

    $

    804

     

    $

    857

     

    $

    1,231

     

     

    Net earnings margin (a)

     

    4.4

    %

     

    9.5

    %

     

    4.3

    %

     

    7.1

    %

     

    Adjusted EBITDA margin (a)

     

    10.8

    %

     

    16.1

    %

     

    10.4

    %

     

    13.0

    %

    (a) The net earnings and adjusted EBITDA margins represent net earnings or adjusted EBITDA divided by net sales.

    UNITED STATES STEEL CORPORATION

    NON-GAAP FINANCIAL MEASURES

    RECONCILIATION OF PAST TWELVE MONTHS OF FREE AND INVESTABLE CASH FLOW

     

    3rd

    4th

    1st

    2nd

     

     

    Quarter

    Quarter

    Quarter

    Quarter

    Total of the

    (Dollars in millions)

     

    2023

     

     

    2023

     

     

    2024

     

     

    2024

     

    Four Quarters

    Net cash provided (used) by operating activities

    $

    817

     

    $

    389

     

    $

    (28

    )

    $

    474

     

    $

    1,652

     

    Net cash used in investing activities

     

    (585

    )

     

    (633

    )

     

    (645

    )

     

    (630

    )

     

    (2,493

    )

    Free cash flow

     

    232

     

     

    (244

    )

     

    (673

    )

     

    (156

    )

     

    (841

    )

    Strategic capital expenditures

     

    423

     

     

    425

     

     

    468

     

     

    468

     

     

    1,784

     

    Investable free cash flow

    $

    655

     

    $

    181

     

    $

    (205

    )

    $

    312

     

    $

    943

     

    We present adjusted net earnings, adjusted net earnings per diluted share, earnings before interest, income taxes, depreciation and amortization (EBITDA), adjusted EBITDA and adjusted EBITDA margin, which are non-GAAP measures, as additional measurements to enhance the understanding of our operating performance. We believe that EBITDA, considered along with net earnings, is a relevant indicator of trends relating to our operating performance and provides management and investors with additional information for comparison of our operating results to the operating results of other companies.

    Adjusted net earnings and adjusted net earnings per diluted share are non-GAAP measures that exclude the effects of items that include: restructuring and other charges, stock-based compensation expense, asset impairment charges, VEBA asset surplus adjustment, environmental remediation charges, strategic alternatives review process costs, tax impact of adjusted items and other charges, net (Adjustment Items). Adjusted EBITDA and adjusted EBITDA margins are also non-GAAP measures that exclude the effects of certain Adjustment Items. We present adjusted net earnings, adjusted net earnings per diluted share, adjusted EBITDA and adjusted EBITDA margin to enhance the understanding of our ongoing operating performance and established trends affecting our core operations by excluding the effects of events that can obscure underlying trends. U. S. Steel's management considers adjusted net earnings, adjusted net earnings per diluted share, adjusted EBITDA, and adjusted EBITDA margin as alternative measures of operating performance and not alternative measures of the Company's liquidity. U. S. Steel's management considers adjusted net earnings, adjusted net earnings per diluted share, adjusted EBITDA, and adjusted EBITDA margin useful to investors by facilitating a comparison of our operating performance to the operating performance of our competitors. Additionally, the presentation of adjusted net earnings, adjusted net earnings per diluted share, adjusted EBITDA, and adjusted EBITDA margin provides insight into management's view and assessment of the Company's ongoing operating performance because management does not consider the Adjustment Items when evaluating the Company's financial performance. Adjusted net earnings, adjusted net earnings per diluted share, adjusted EBITDA, and adjusted EBITDA margin should not be considered a substitute for net earnings, earnings per diluted share or other financial measures as computed in accordance with U.S. GAAP and are not necessarily comparable to similarly titled measures used by other companies.

    We also present free cash flow, a non-GAAP measure of cash generated from operations after any investing activity and investable free cash flow, a non-GAAP measure of cash generated from operations after any investing activity adjusted for strategic capital expenditures. We believe that free cash flow and investable free cash flow provide further insight into the Company's overall utilization of cash. A condensed consolidated statement of operations (unaudited), condensed consolidated cash flow statement (unaudited), condensed consolidated balance sheet (unaudited) and preliminary supplemental statistics (unaudited) for U. S. Steel are attached.

    CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

    This release contains information regarding the Company and NSC that may constitute "forward-looking statements," as that term is defined under the Private Securities Litigation Reform Act of 1995 and other securities laws, that are subject to risks and uncertainties. We intend the forward-looking statements to be covered by the safe harbor provisions for forward-looking statements in those sections. Generally, we have identified such forward-looking statements by using the words "believe," "expect," "intend," "estimate," "anticipate," "project," "target," "forecast," "aim," "should," "plan," "goal," "future," "will," "may" and similar expressions or by using future dates in connection with any discussion of, among other things, statements expressing general views about future operating or financial results, operating or financial performance, trends, events or developments that we expect or anticipate will occur in the future, anticipated cost savings, potential capital and operational cash improvements and changes in the global economic environment, the construction or operation of new or existing facilities or capabilities, statements regarding our greenhouse gas emissions reduction goals, as well as statements regarding the proposed transaction, including the timing of the completion of the transaction. However, the absence of these words or similar expressions does not mean that a statement is not forward-looking. Forward-looking statements include all statements that are not historical facts, but instead represent only the Company's beliefs regarding future goals, plans and expectations about our prospects for the future and other events, many of which, by their nature, are inherently uncertain and outside of the Company's or NSC's control. It is possible that the Company's or NSC's actual results and financial condition may differ, possibly materially, from the anticipated results and financial condition indicated in these forward-looking statements. Management of the Company believes that these forward-looking statements are reasonable as of the time made. However, caution should be taken not to place undue reliance on any such forward-looking statements because such statements speak only as of the date when made. In addition, forward looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from the Company's or NSC's historical experience and our present expectations or projections. Risks and uncertainties include without limitation: the ability of the parties to consummate the proposed transaction on a timely basis or at all; the timing, receipt and terms and conditions of any required governmental and regulatory approvals of the proposed transaction; the occurrence of any event, change or other circumstances that could give rise to the termination of the definitive agreement and plan of merger relating to the proposed transaction (the "Merger Agreement"); the risk that the parties to the Merger Agreement may not be able to satisfy the conditions to the proposed transaction in a timely manner or at all; risks related to disruption of management time from ongoing business operations due to the proposed transaction; certain restrictions during the pendency of the proposed transaction that may impact the Company's ability to pursue certain business opportunities or strategic transactions; the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of the Company's common stock; the risk of any unexpected costs or expenses resulting from the proposed transaction; the risk of any litigation relating to the proposed transaction; the risk that the proposed transaction and its announcement could have an adverse effect on the ability of the Company or NSC to retain customers and retain and hire key personnel and maintain relationships with customers, suppliers, employees, stockholders and other business relationships and on its operating results and business generally; and the risk the pending proposed transaction could distract management of the Company. The Company directs readers to its Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 and Form 10-K for the year ended December 31, 2023, and the other documents it files with the SEC for other risks associated with the Company's future performance. These documents contain and identify important factors that could cause actual results to differ materially from those contained in the forward-looking statements. All information in this report is as of the date above. The Company does not undertake any duty to update any forward-looking statement to conform the statement to actual results or changes in the Company's expectations whether as a result of new information, future events or otherwise, except as required by law.

    Founded in 1901, United States Steel Corporation is a leading steel producer. With an unwavering focus on safety, the Company's customer-centric Best for All® strategy is advancing a more secure, sustainable future for U. S. Steel and its stakeholders. With a renewed emphasis on innovation, U. S. Steel serves the automotive, construction, appliance, energy, containers, and packaging industries with high value-added steel products such as U. S. Steel's proprietary XG3® advanced high-strength steel. The Company also maintains competitively advantaged iron ore production and has an annual raw steelmaking capability of 22.4 million net tons. U. S. Steel is headquartered in Pittsburgh, Pennsylvania, with world-class operations across the United States and in Central Europe. For more information, please visit www.ussteel.com.

    ©2024 U. S. Steel All Rights Reserved

    View source version on businesswire.com: https://www.businesswire.com/news/home/20240801471450/en/

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