Item 8.01. Other Events

On August 30, 2022, United States Steel Corporation (the "Corporation") and its indirect subsidiaries, Big River Steel LLC and BRS Finance Corp. (together, "Big River Steel," and collectively with the Corporation, the "Offerors") announced the early tender results through 5:00 p.m., New York City time, on August 30, 2022 (the "Early Tender Date") of the tender offers to purchase for cash (collectively, the "Tender Offers"), previously announced on August 17, 2022, for up to an aggregate principal amount of $300 million (the "Tender Cap Amount") of the outstanding (i) 6.875% Senior Notes due 2029 issued by the Corporation (the "2029 Notes"), (ii) 6.650% Senior Notes due 2037 issued by the Corporation (the "2037 Notes") and (iii) 6.625% Senior Secured Notes due 2029 issued by Big River Steel (the "2029 Secured Notes" and, together with the 2029 Notes and the 2037 Notes, the "Securities").

In connection with the announcement of the early tender results, the Offerors also announced (i) the increase of the Tender Cap Amount from $300,000,000 to an aggregate maximum principal amount of $300,859,000 (the "Amended Tender Cap Amount"), (ii) the increase of the applicable maximum principal amount of the 2029 Notes to be purchased from $225,000,000 to $225,001,000, and (iii) the increase of the applicable maximum principal amount of the 2037 Notes to be purchased from $75,000,000 to $75,858,000.

The Amended Tender Cap Amount has been achieved. Because the aggregate principal amount of Securities validly tendered at or prior to the Early Tender Date exceeded the Amended Tender Cap Amount, there will be an early settlement date but no final settlement date, and no Securities tendered after the Early Tender Date will be accepted for purchase.

The Offerors issued a press release on August 30, 2022, announcing the early tender results, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

This Current Report on Form 8-K does not constitute an offer to sell, or a solicitation of an offer to buy the Securities, or any security, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering would be unlawful.

Item 9.01. Financial Statements and Exhibits



(d) Exhibits:

Exhibit No.        Description

  99.1             Press release, dated August 30, 2022.

104                Cover Page Interactive Data File (embedded within the Inline XBRL document).

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