The management and supervisory boards of German steel distributor Klöckner & Co have declined to recommend that shareholders either accept or reject Worthington Steel’s €11.00-per-share delisting acquisition offer, the company said.
Following separate reviews of the offer document, both boards concluded that the proposed delisting is in Klöckner’s best interests. They said closer integration with Worthington Steel should simplify the companies’ structures, provide greater strategic flexibility and support growth in Europe and North America, particularly in higher-value-added products and services.
Worthington Steel is making the offer through its wholly owned subsidiary Worthington Steel GmbH. It already controls approximately 62% of Klöckner’s shares.
The offer is not subject to any completion conditions and can proceed regardless of the acceptance level. Klöckner intends to apply for the revocation of its Frankfurt Stock Exchange listing no later than seven business days before the acceptance period ends. The delisting is therefore expected to become effective immediately after the period expires.
Klöckner warned that shareholders retaining their shares will probably face significantly reduced liquidity after the delisting. The shares will cease trading on the regulated Prime Standard market in Frankfurt, while several transparency and disclosure requirements will no longer apply.
Worthington Steel also announced in March that it intends to conclude a domination and profit-and-loss transfer agreement with Klöckner. The cash compensation available to minority shareholders under any such agreement has not yet been determined and could be above or below the current offer price, Klöckner noted.
The offer acceptance period is scheduled to close at midnight Frankfurt time on 12 August 2026.
Source: kloeckner.com
