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Nippon Steel Outbids Cleveland-Cliffs to Acquire U.S. Steel

Despite Cleveland-Cliffs' claim that their offer was worth more, U.S. Steel chose Nippon Steel's all-cash bid due to concerns about antitrust issues and national security risks.

  • Nippon Steel won the bidding war to acquire U.S. Steel with an all-cash offer of $14.1 billion, outbidding Cleveland-Cliffs and several other suitors.
  • Cleveland-Cliffs had argued that its cash-and-stock offer was worth $1.4 billion more than Nippon Steel's bid, citing projected synergies between the two companies.
  • U.S. Steel expressed concerns about potential antitrust issues with a merger with Cleveland-Cliffs, which could have consolidated the supply of steel to U.S. automakers and put up to 95% of U.S. iron ore production under the control of one company.
  • Cleveland-Cliffs had agreed to pay a $1.5 billion break-up fee if the deal was blocked by antitrust regulators, but committed to divesting assets worth only up to $2 billion in revenue, less than the $7 billion recommended by U.S. Steel's advisers.
  • Nippon Steel addressed U.S. Steel's concerns about potential national security risks by committing to 'all actions required' to obtain clearance from the Committee on Foreign Investment in the United States (CFIUS), and to paying a $565 million break-up fee if it failed to do so.
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