The $600âŻmillion seniorâunsecured guaranteed note offering will add a sizable new tranche of debt to Cliffsâ balance sheet. Because the notes are senior and unsecured (albeit guaranteed by the companyâs domestic parent), the liability will be recorded as senior debt in the capitalâstructure model, raising the netâdebt/EBITDA (or totalâdebt/EBITDA) leverage ratio by roughly 0.6âŻĂâŻEBITDAâmultiple on a âgoâforwardâ basis. In other words, if CLF were previously trading at a 2.5Ă netâDebt/EBITDA, the new issue will push the metric toward the 3.0â3.1âŻĂ⯠range, a level that is edging the upperâend of the covenant band for many AAAâ/AAârated peers and could be perceived as a âmoderateâtoâhighâ leverage increase by rating agencies.
Creditârating agencies typically view senior unsecured debt as a higherâranking claim than subordinated or mezzanine obligations, but the guarantee does not convert the liability into secured debt. The incremental leverage, coupled with the relatively modest cashâflow cushion (the company must still service $600âŻmillion of interest over the next decade), will likely trigger a âcreditârating pressureâ scenario. Unless CLF demonstrates strong, sustainable freeâcashâflow generation and a comfortable coverage ratio (interestâcoverage >âŻ5Ă, netâleverage below 3Ă), agencies may issue a ânegative outlookâ watch or downgrade by one notch (e.g., from AA to Aâ) to reflect the higher financial risk.
Trading implications: The market will price this potential rating drag into the equity. Expect modest downside pressure on CLFâs stock on the announcementâtypically a 2â3âŻ% intraâday dipâas investors reâprice the higher leverage and creditârating risk. Shortâterm traders could look for a pullâback to the 20âday moving average or a test of the recent support level around $33â$34, while longerâterm holders will need to monitor any rating agency commentary over the next 30â60âŻdays. A firmâwide âupbeatâ commentary on cashâflow generation or a tighter covenant package could blunt the downside and offer a shortâcover bounce.