Steel distribution group Klöckner & Co’s management board and supervisory board have jointly recommended that shareholders accept Worthington Steel’s voluntary public takeover offer, Kallanish notes.
“Following careful review of the offer document, the boards have independently concluded that the offer is in the best interests of the company and its stakeholders,” the boards say in a joint message. “In assessing financial adequacy, the management board and supervisory board also considered the opinions of their respective financial advisors Goldman Sachs Bank Europe and Deutsche Bank. We welcome the offer and recommend that Klöckner & Co shareholders accept Worthington Steel’s offer and tender their shares.”
The members of the management board will tender all shares held by them into the offer. In addition, according to the bidder’s notification, SWOCTEM GmbH, the largest shareholder of Klöckner & Co, has already tendered its entire stake of approximately 41.53% in Klöckner & Co into the offer, they add.
Worthington Steel is offering Klöckner & Co shareholders €11 ($13) in cash per share. The implied total enterprise value of the transaction is approximately €2.1 billion ($2.49 billion),
The offer price represents a premium of approximately 81% on the closing price of the Klöckner & Co share on 5 December 2025, the last day before negotiations regarding a public takeover offer by Worthington Steel were publicly announced. And approximately 98% based on the undisturbed three-month volume-weighted average price of the Klöckner & Co share up to 5 December 2025.
The management board and supervisory board consider the offer price to be attractive, fair and reasonable.
The acceptance period is expected to end on 12 March 2026. Klöckner shareholders can accept Worthington Steel’s takeover offer through their custodian bank and tender their shares into the offer.
The business combination agreement signed on 15 January 2026 between Klöckner & Co and Worthington Steel sets out the key parameters of the planned business combination. The objective of the agreement is to create a foundation for sustainable growth through the complementary orientation of both companies and to expand market presence in Europe and North America.
As part of the partnership, Worthington Steel supports Klöckner & Co’s strategy to focus on higher value-added products and services, and has commited to the long-term development of the group.
