Worthington Steel to Buy Kloeckner & Co in All-Cash Delisting Deal
The offer follows Worthington Steel's previous acquisition of a 62% stake in the German metals processor.
Worthington Steel, Inc. (WS) agreed to acquire the remaining shares of Kloeckner & Co SE in an all-cash delisting offer. The company is offering EUR 11.00 per share to the remaining shareholders of the German-based metals processor.
The acceptance period for the tender offer runs from July 15, 2026, to August 12, 2026. The consideration of EUR 11.00 per share represents a 98% premium to the undisturbed three-month volume-weighted average share price of Kloeckner as of December 5, 2025.
Worthington Steel launched the delisting offer to provide remaining shareholders an opportunity to tender their shares for cash following the company's previous acquisition of approximately 62% of Kloeckner’s outstanding shares. Delisting would reduce administrative and regulatory obligations associated with maintaining a stock exchange listing and provide greater flexibility for the long-term strategic development of the business.
"This is an important milestone for Worthington Steel and a meaningful step forward in our growth strategy," said Geoff Gilmore, President and CEO of Worthington Steel. He added that Kloeckner brings strong capabilities and a shared commitment to performance, noting that the companies are "stronger together".
Kloeckner is one of the largest producer-independent steel and metal processors and a leading service center company. With a network of approximately 110 warehouse and processing locations primarily in North America and the DACH region—Germany, Austria, and Switzerland—the company supplies more than 60,000 customers. Kloeckner reported sales of approximately EUR 6.4 billion in fiscal year 2025.
Worthington Steel expects the broader transaction to diversify its end-market exposure, broaden its product portfolio, and strengthen its geographic footprint. The combined company anticipates benefiting from increased scale and operational efficiencies over time.
The delisting offer is not subject to any closing conditions or a minimum acceptance threshold. It will be conducted pursuant to terms reviewed by the German Federal Financial Supervisory Authority (BaFin). Following the effectiveness of the delisting, Kloeckner shares will no longer be admitted to trading on a regulated market in Germany or comparable markets abroad.