Market Anticipates Higher Payout as Klöckner Takeover Enters Final Phase

Worthington Steel holds 58.8% of Klöckner & Co, exceeding the minimum for its takeover. Share price above offer hints at higher final payout for remaining shareholders.

The acquisition of Klöckner & Co by Worthington Steel is moving into its conclusive regulatory stage. The US steelmaker has successfully crossed a critical threshold, now holding approximately 58.8% of Klöckner's share capital following the close of the initial acceptance period. This surpasses the minimum acceptance level of 57.5% required for the deal to proceed. Shareholders who have not yet tendered their stock have a final opportunity to do so until April 14, 2026.

Share Price Suggests Expectations of Improved Terms

A telling signal emerges from the current market valuation of Klöckner shares. Trading at around €12.10, the equity is priced notably above the official offer of €11.00 per share. This premium indicates that investors are pricing in the likelihood of subsequent developments after the April 14 deadline, potentially leading to a higher final settlement for remaining stockholders.

Worthington Steel has outlined its clear post-offer strategy. On March 27, the company formally notified Klöckner of its firm intention to implement a domination and profit transfer agreement immediately upon completion of the current tender offer. Should its stake reach at least 90%, a squeeze-out procedure would become a viable alternative. Worthington is also evaluating a delisting from the regulated market of the Frankfurt Stock Exchange.

Transaction Timeline and Final Hurdles

The path to finalizing the transaction extends into the latter part of 2026. While Worthington has expressed confidence in securing the necessary majority vote at a future Klöckner shareholder meeting to approve the domination agreement, several steps remain. Regulatory clearances from relevant authorities are still pending before the deal can be formally closed, with completion not anticipated until the second half of 2026.

The €11.00 per share offer price represents a substantial 98% premium over the volume-weighted three-month average share price recorded on December 5, 2025—the day before the takeover intentions were first announced. Investors considering the extended tender offer are advised to account for their custodian bank's internal processing timelines, which may require action ahead of the formal April 14, 2026, cutoff.

As long as Klöckner's share price continues to trade above the €11.00 offer, the market is effectively signaling its expectation that any subsequent compensation paid under a domination agreement or squeeze-out will likely exceed the current bid.