Overview
- Klöckner’s boards approved a business combination agreement and intend to recommend the offer pending review of the formal document.
- The cash price implies premiums of about 98% to the undisturbed three‑month VWAP and 81% to Klöckner’s Dec. 5, 2025 close.
- Worthington will submit the offer document to BaFin, seeks regulatory clearances, and targets completion in the second half of 2026.
- Operational assurances include keeping the European headquarters in Düsseldorf, retaining current management, and no planned layoffs or site closures, with a post-close review of a potential squeeze-out, domination agreement, or delisting.
- Worthington reports fully underwritten financing with no funding condition, expects roughly $150 million in run‑rate synergies and pro forma net leverage near 4.0x at closing, and says the combined business would rank as North America’s No. 2 steel service center.