Worthington Steel Acquires Over 58.8% of Kloeckner Shares
Written by Emily J. Thompson, Senior Investment Analyst
Updated: Mar 31 2026
0mins
Should l Buy WS?
Worthington Steel (WS) announced the result of the initial acceptance period of its voluntary public tender offer for Kloeckner & Co (KLKNF). At the expiration of the initial acceptance period on March 26, the minimum acceptance threshold of 57.5% has been exceeded and the corresponding offer condition has been satisfied. Worthington Steel has secured approximately 58.8% of Kloeckner & Co's issued share capital, including shares tendered into the offer and shares or other instruments providing voting rights in Kloeckner acquired by Worthington Steel GmbH, a wholly owned subsidiary of Worthington Steel. Kloeckner shareholders who have not yet accepted the offer may do so during the additional acceptance period, which will commence on April 1 and expire on April 14. Completion of the Offer remains subject to receipt of certain regulatory approvals and is expected to occur in the second half of 2026. On March 27, Worthington Steel informed Kloeckner about its firm intention to enter into a domination and profit and loss transfer agreement with Kloeckner & Co immediately after completion of the Offer and Kloeckner published an ad hoc announcement to this effect on the same day. Worthington Steel is confident that it will secure the required majority at the general meeting to approve the conclusion of the DPLTA. In addition, Worthington Steel intends to evaluate, subject to market conditions and acceptance levels, the implementation of structural measures, including a potential delisting of Kloeckner or a squeeze-out of minority shareholders, to the extent legally permissible and economically appropriate following the completion of the transaction. Worthington Steel GmbH, the subsidiary established for the acquisition of Kloeckner, announced the intention to launch an all-cash offer of EUR 11.00 per share for all outstanding shares of Kloeckner on January 15. This represents a premium of 98% to the undisturbed three-month volume-weighted average share price of Kloeckner as of December 5. The offer document was published on February 5, and the amendment to the offer was published on March 10. The Management Board and Supervisory Board of Kloeckner have assessed the offer and the amendment as attractive, fair and appropriate and recommend that Kloeckner shareholders accept the offer.
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Analyst Views on WS
Wall Street analysts forecast WS stock price to rise
2 Analyst Rating
1 Buy
1 Hold
0 Sell
Moderate Buy
Current: 34.400
Low
39.00
Averages
39.00
High
39.00
Current: 34.400
Low
39.00
Averages
39.00
High
39.00
About WS
Worthington Steel, Inc. is a metal processor that partners with customers to deliver technical and customized solutions. The Company specializes in carbon flat-roll steel processing, electrical steel laminations and tailored-welded solutions. Its value-added processing capabilities include galvanizing, pickling, configured blanking, specialty cold reduction, lightweighting and electrical lamination. The Company operates approximately 38 facilities in seven states and 10 countries. It serves its customers primarily by processing flat-rolled steel coils, which it sources primarily from various North American steel mills, into the precise type, thickness, length, width, shape, and surface quality required by customer specifications. Its steel products include Hot Rolled Steel, cold rolled steel, and galvanized steel. The Company also produces electric motor laminations. The Company serves various end markets, including automotive, heavy truck, agriculture, construction, and energy.
About the author
Emily J. Thompson
Emily J. Thompson, a Chartered Financial Analyst (CFA) with 12 years in investment research, graduated with honors from the Wharton School. Specializing in industrial and technology stocks, she provides in-depth analysis for Intellectia’s earnings and market brief reports.
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See More
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- Consistent Excellence: Worthington Steel has been recognized as a Partner-level supplier by John Deere for 14 consecutive years, showcasing its exceptional performance in quality, service, and continuous improvement, thereby solidifying its leadership position in the steel industry.
- Community Engagement Award: The company received John Deere's inaugural Community Engagement Award, acknowledging its outstanding contributions to improving the communities where it operates, reflecting Worthington Steel's people-first culture and commitment to social responsibility.
- Volunteer Service Contribution: In 2025, Worthington Steel employees contributed nearly 5,000 hours of volunteer service across various efforts, including food security, youth programs, and environmental stewardship, demonstrating the company's deep commitment to community support.
- Charitable Foundation Support: The Worthington Companies Foundation donated $3.1 million to 73 nonprofit organizations in fiscal 2025, further advancing the company's efforts in social responsibility and sustainability.
See More
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- Employee Recognition: Worthington Steel has been named a Top Workplace by Columbus CEO magazine for the 14th consecutive year, highlighting the company's ongoing commitment to employee satisfaction and cultural development, which enhances its reputation in the industry.
- Special Managers Award: The company also received a special Managers award, indicating the positive impact of management on employee development and care, reflecting high employee recognition and support for the company's culture.
- Cultural Commitment: Worthington Steel has made the Top Workplaces list every year since 2013, emphasizing its strong commitment to building an employee-centered culture and values that promote growth and development among its workforce.
- Sustainability Focus: As one of North America's most trusted metals processors, Worthington Steel is dedicated to driving the future of the steel industry through innovative solutions and sustainable practices, further solidifying its market position.
See More
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- Sales Performance Overview: Worthington Steel reported Q3 sales of $769.8 million, demonstrating resilience in safety and customer service execution despite macroeconomic challenges, indicating strong operational capabilities in a tough environment.
- Profitability Changes: Adjusted earnings per share fell to $0.27 from $0.35 year-over-year, reflecting profitability challenges due to market pressures and a 22% decline in processing volumes, which adversely impacted overall financial results.
- Market Share Growth: While the overall automotive market declined by 1-2%, Worthington's direct shipments to the Detroit 3 increased by 13%, showcasing the company's ability to gain market share and strengthen its position in the automotive sector.
- Acquisition Strategy Advancement: The company is pursuing the acquisition of Kloeckner, expected to create a larger, more diversified metals processing platform, while leveraging AI and automation to enhance operational efficiency and reduce labor costs.
See More
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- Pony AI's Expansion Plans: Pony AI's stock fell 13% after announcing ambitious robotaxi expansion plans alongside its first quarterly profit, but an 18% revenue drop due to project timing raises concerns about margin pressures despite doubling robotaxi revenue.
See More
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- Strategic Acquisition: CEO Geoffrey Gilmore highlighted the acquisition of Kloeckner as the largest in the company's history, expected to create a larger, more diversified metals processing platform that will generate value and capture synergies through integration.
- Automotive Market Performance: Direct shipments to the Detroit 3 increased by approximately 13% in Q3, significantly outpacing the reported 3% growth in production, indicating sustained momentum and strategic wins in the automotive sector.
- Financial Performance Overview: Q3 net sales reached $769.8 million with adjusted EBITDA of $41.6 million; despite a drop in net income to $10.4 million compared to the prior year, the company maintained strong free cash flow of $33 million.
- Future Outlook: Management expressed cautious optimism for the automotive market in the second half of 2026, with projected capital expenditures between $110 million and $115 million, reflecting positive progress in transitioning large capital growth projects into production.
See More
Worthington Steel Reports Revenue Growth but Profit Decline Amid Tariff Pressures
- Revenue Growth: Worthington Steel reported a 12% increase in revenue to $769.8 million, although this fell short of analysts' expectations of $888 million, indicating that despite a challenging macroeconomic environment, sales were supported by higher prices driven by tariffs.
- Profit Decline: Despite revenue growth, gross profit decreased from $81.2 million to $76.1 million, and adjusted operating income fell from $26.6 million to $14 million, reflecting rising costs and market pressures negatively impacting profitability.
- Earnings Per Share Drop: Adjusted earnings per share came in at $0.27, down from $0.35 a year ago and below the expected $0.46 from analysts, highlighting the challenges the company faces in maintaining profitability.
- Acquisition Plans: Worthington Steel has entered into an agreement to acquire Kloeckner, a German metals processor, which is expected to create the second-largest steel service center in North America with over $9.5 billion in combined revenue, potentially providing new growth momentum for the company.
See More
