UNITED STATES COURT OF APPEALS FOR THE THIRD CIRCUIT ________________

Nos. 23-2954 & 24-2265 ________________

In re: ESML HOLDINGS INC, DBA Mesabi Metallics Company LLC, et al., Debtors MESABI METALLICS COMPANY LLC, FKA Essar Steel Minnesota LLC

v.

CLEVELAND-CLIFFS, INC., FKA Cliffs Natural Resources, Inc.; CLEVELAND-CLIFFS MINNESOTA LAND DEVELOPMENT LLC; GLACIER PARK IRON ORE PROPERTIES LLC

CLEVELAND-CLIFFS, INC., FKA Cliffs Natural Resources, Inc.; CLEVELAND-CLIFFS MINNESOTA LAND DEVELOPMENT LLC

v. CHIPPEWA CAPITAL PARTNERS; THOMAS M. CLARKE

Cleveland-Cliffs, Inc., Appellant in 23-2954

Cleveland-Cliffs, Inc.; Cleveland-Cliffs Minnesota Land Development LLC, Appellants in 24-2265

________________

On Appeal from the United States Bankruptcy Court for the District of Delaware (Bankruptcy Ct. Nos. 16-11626, 17-51210) Bankruptcy Judge: Honorable Craig T. Goldblatt ________________

Argued on September 24, 2024

Before: KRAUSE, BIBAS, and AMBRO, Circuit Judges

(Opinion filed: April 16, 2025)

Robert S. Faxon Kristin S.M. Morrison James R. Saywell [ARGUED] Jones Day 901 Lakeside Avenue East Cleveland, Ohio 44114

Counsel for Appellant

2 David H. Suggs [ARGUED] Martin M. Toto White & Case LLP 1221 Avenue of the Americas New York, New York 10020

Counsel for Appellee Mesabi Metallics Co. LLC David L. Finger [ARGUED] Finger & Slanina One Commerce Center 1201 N. Orange Street, 7th Fl. Wilmington, Delaware 19801

Counsel for Appellee Greg A. Heyblom

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OPINION OF THE COURT ________________ KRAUSE, Circuit Judge.

Even before the Founders enshrined a robust right of public access to the courts in the First Amendment, the common law protected the public’s right to inspect public records, including documents filed in judicial proceedings. And in the modern era, Congress has codified a statutory right of access for certain categories of public records. But whether the right of access is viewed through the lens of the common law, the First Amendment, or legislation, it reflects a long tradition of open judicial proceedings, enabling litigants and the public to evaluate the work of the

3 courts and imposing a heavy burden on those who seek to seal judicial records.

We consider here whether the public right of access in bankruptcy proceedings is governed by common law or by statute. The Bankruptcy Court believed itself bound by our precedent to conclude that the common law controls and, applying that standard, held that Appellant Cleveland-Cliffs, Inc. (Cliffs) had not carried its burden to keep various judicial records under seal. But astutely recognizing that this precedent could be interpreted otherwise, it certified the question for direct appeal to this Court. We now clarify that the sealing of documents in bankruptcy cases is governed not by the common law right of access, but by § 107 of the Bankruptcy Code, which imposes a heavy, but distinct, burden for a party to keep docketed records from the public eye. Whether Cliffs has satisfied that burden, however, is properly left to the Bankruptcy Court in the first instance, so as to that issue, we will vacate and remand. I. Background

A. Mesabi’s Adversary Proceeding

ESML Holdings, Inc. and its debtor affiliate (collectively, Mesabi) petitioned for Chapter 11 bankruptcy in the United States Bankruptcy Court