Klöckner Nears Historic Acquisition Milestone Amid Strong Operational Performance

Worthington Steel lowers acceptance threshold for Klöckner takeover to 57.5%, boosting deal prospects. The German firm posts stronger EBITDA and reduced net loss for 2025.

The proposed acquisition of German steel distributor Klöckner & Co by its US rival, Worthington Steel, is now on the verge of completion. A significant reduction in the acceptance threshold has dramatically increased the likelihood of the deal's success. This strategic move coincides with the Düsseldorf-based firm reporting substantially improved annual figures, demonstrating its operational resilience in a challenging market.

Solid Financials Provide a Strong Backdrop

Alongside the acquisition developments, Klöckner has released robust results for the full 2025 fiscal year. The company's EBITDA before material special effects climbed by €35 million to reach €171 million. While group sales declined to €6.4 billion due to price and currency effects, stringent working capital management ensured a positive operating cash flow of €110 million.

The bottom-line trend is also improving. The net loss narrowed considerably to €53 million, a marked reduction from the previous year's loss of €176 million. For shareholders, the company's boards are proposing a dividend of €0.20 per share.

Revised Terms Pave the Way for Completion

To secure the transaction, Worthington Steel has lowered the minimum acceptance condition from an initial 65% to 57.5% of Klöckner’s issued shares. Klöckner’s management and supervisory boards have explicitly endorsed this adjustment, as it significantly boosts the probability of a successful outcome. Consequently, the acceptance period for shareholders has been extended until March 26, 2026.

The updated threshold is widely viewed in the market as a formality. The US conglomerate already holds 56.92% of the shares. Furthermore, Klöckner CEO Guido Kerkhoff confirmed that management holdings representing approximately 4.5% will be contributed immediately after the regulatory quiet period expires. Market sentiment regarding a smooth deal is reflected in the share price, which hit a new 52-week high of €11.92 on Friday. Since the start of the year, the stock has posted a strong gain of over 45%.

Strategic Growth Focused on North America

Operationally, Klöckner continues to advance the expansion of higher-margin products, which now account for 44% of total sales. A central pillar of the growth strategy for 2026 involves targeted investments in North American capacity, including:

• Columbus, Mississippi: Construction of a new aluminum flat-rolling mill.
• Paton, Iowa: Establishment of a new heavy fabrication plant.
• Querétaro, Mexico: Installation of a laser blanking line, scheduled for commissioning in the second quarter of 2026.

With the extended acceptance deadline set for March 26, the Düsseldorf-based steel distributor stands at a historic juncture. If the transaction is completed as management anticipates, Worthington Steel will assume majority control, concluding the independence of the publicly traded industrial stalwart.