X US Steel Corp

Item 1.01. Entry into a Material Definitive Agreement.

Sixth Amended and Restated Credit Agreement

On May 27, 2022, United States Steel Corporation (the “Corporation”), as the borrower, and certain subsidiary guarantors entered into a Sixth Amended and Restated Credit Agreement dated as of May 27, 2022 (the “Sixth Amended and Restated Credit Agreement”) with the lenders party thereto, certain LC issuing banks party thereto and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent. In addition, J.P. Morgan Securities LLC and ING Capital LLC served as joint sustainability structuring agents. The Sixth Amended and Restated Credit Agreement amends and restates the Corporation’s Fifth Amended and Restated Credit Agreement, dated as of October 25, 2019 and subsequently amended as of September 30, 2020 (the “Prior Credit Agreement”).

The Sixth Amended and Restated Credit Agreement provides for a $1.75 billion sustainability-linked loan facility, with a scheduled maturity date of May 27, 2027. Similar to the Prior Credit Agreement, the Sixth Amended and Restated Credit Agreement may be terminated prior to its scheduled maturity date if, under certain circumstances, the Corporation does not meet certain liquidity requirements set forth therein.

Similar to the Prior Credit Agreement, the fixed charge coverage ratio must not be less than 1.00 to 1.00 when aggregate facility availability is less than the greater of (i) 10% of the maximum facility availability (an amount equal to the lesser of the aggregate lender commitments on such date and the aggregate borrowing base on such date) and (ii) $140 million (revised from $200 million in the Prior Credit Agreement).

The Sixth Amended and Restated Credit Agreement also includes other changes to the negative covenants, such as revising the liens covenant to govern liens on assets constituting collateral, principal properties and equity interests of subsidiaries that own principal properties (as opposed to liens on any assets). In addition, the Sixth Amended and Restated Credit Agreement includes a new covenant in respect of certain specified receivables financings, which restricts proceeds of certain transferred receivables from remaining deposited in collection accounts and limits the aggregate amount of certain receivables.

Amended and Restated Security Agreements

In connection with the Sixth Amended and Restated Credit Agreement, the Corporation entered into a Third Amended and Restated Borrower Security Agreement, certain of the Corporation’s subsidiaries (collectively, the “Subsidiary Grantors”) entered into a Third Amended and Restated Subsidiary Security Agreement and the Corporation entered into a Second Amended and Restated Borrowed Canadian Security Agreement, each dated as of May 27, 2022 (collectively, the “Amended and Restated Security Agreements”), with JPMorgan Chase Bank, N.A. as collateral agent. Pursuant to the Amended and Restated Security Agreements, the Corporation and the Subsidiary Grantors granted to the collateral agent for the benefit of the Secured Parties (as defined in the Amended and Restated Security Agreements) liens on substantially all inventory of the Corporation and the Subsidiary Grantors, trade accounts receivable and other related assets.

The foregoing descriptions of the Sixth Amended and Restated Credit Agreement and the Amended and Restated Security Agreements do not purport to be complete and are qualified in their entireties by the copies of such agreements filed herewith as Exhibits 10.1, 10.2, 10.3 and 10.4.