BlueScope receives $8.8BN takeover bid from SDI and SGH

Australia’s BlueScope Steel Ltd. confirmed it has received a takeover bid from a two-party international consortium that includes Fort Wayne, Ind.-based Steel Dynamics Inc. (SDI).

The Melbourne-based steelmaker also revealed that SDI has been pursuing its North American operations since 2024.

BlueScope said it received an unsolicited, non-binding indicative proposal from SDI and diversified Australian operating company SGH Limited on Dec. 12. The consortium is seeking to acquire all of BlueScope’s shares in an arrangement priced at A$30.00 (US$20.15) cash per share. The transaction would be valued at more than A$13.15 billion (~US$8.83 billion).

SDI and SGH confirmed the news in a joint statement on Monday evening in the US (Tuesday morning in Australia). “In response to media speculation, SGH Ltd confirms it has submitted a Non-Binding Indicative Offer (NBIO), together with Steel Dynamics, Inc. for SGH to acquire 100% of BlueScope Steel Ltd.”

Both companies said they would fund the transaction through existing cash reserves and available debt financing.

BlueScope’s take

BlueScope’s board of directors is evaluating the offer and “is committed to optimizing value for its shareholders across all of its businesses.”

The deal proposes SGH would acquire all of BlueScope’s shares and then on-sell the North American operations to SDI. SGH would retain the remaining operations, including the Australian Steel Products, Asia Coated Products, and New Zealand and Pacific Island business segments.

The steelmaker noted, however, that it has previously considered and rejected three separate takeover proposals led by SDI.

In late 2024, another SDI-led consortium offered A$27.50/share and then A$29/share, with SDI again seeking to acquire all of BlueScope’s businesses in North America.

Then, in early 2025, SDI made another offer: It would acquire all of BlueScope, then distribute the non-North American assets to BlueScope shareholders. It valued this offer at A$24/share for North America and at least A$9/share for the remaining assets.

“These approaches were rejected as they significantly undervalued BlueScope and its future prospects, and presented significant execution risk in relation to regulatory outcomes,” the company said in a statement.

SDI and SGH view

SDI and SGH believe BlueScope’s North American operations “are not strategically compatible” with the Australia and Rest of World businesses, and would benefit as a stand-alone business under new ownership.

“We believe the acquisition of BlueScope’s North American Assets will be highly complementary to our existing operations and further expands our capabilities domestically,” SDI Chairman and CEO Mark Millett said in a statement.

Likewise, SGH Managing Director and CEO Ryan Stokes believes “BlueScope’s Australian business is a strong strategic fit for SGH.”

Should their bid be accepted, SDI would retain key BlueScope management across the North American business. “The combination of BSL’s North American teams and assets with SDI would be an excellent fit in every sense and create value for all stakeholders,” Millett added.

The consortium partners said they welcome further engagement with BlueScope to move the proposal ahead. Both companies have allocated substantial resources toward due diligence.

Overview of BlueScope’s North American operations

For the fiscal year ended June 30, 2025, BlueScope’s North American operations as a whole reported underlying EBIT of A$514.4 million, down 45% year over year.

However, in a November trading update, BlueScope highlighted the segment as delivering particularly improved results in the second half of calendar 2025.

BlueScope operates five businesses in North America and employs ~4,700 people. The businesses are grouped into two reporting segments: North Star and Building and Coated Products.

The North Star segment comprises the steel mill business and BlueScope Recycling and Materials (BRM) business.

The company’s North Star EAF steel mill in Delta, Ohio, is the company’s star performer in North America. The mill continues to run at full utilization, and a debottlenecking expansion is currently underway to lift the mill’s annual production capacity by 10% to 3.6 million short tons.

BRM operates scrap facilities close to steel mills in Delta, Ohio; Mansfield, Ohio; and Waterloo, Ind.

The Coated Products segment comprises Buildings North America (BNA), BlueScope Coated Products (BCP), and NS BlueScope Coated Products (Steelscape and ASC Profiles).

BlueScope’s BNA business operates ten locations in the US and two in Mexico. Headquartered in Kansas City, Mo., it provides non-residential construction building solutions.

BCP was formed after BlueScope’s 2022 acquisition of metal painter Coil Coatings. The pre-painting and coil coating segment has locations in Cambridge and Middletown, Ohio; Rancho Cucamonga, Calif.; Jackson, Miss.; Marietta, Ga.; Memphis, Tenn.; and Houston.

On the West Coast is Steelscape, BlueScope’s building products subsidiary, in which it holds a majority 51% stake (Nippon Steel holds the other 49%). Steelscape operates two facilities in Kalama, Wash., and Rancho Cucamonga, Calif. The operations performed weakly in the back half of 2025, according to BlueScope, which cited margin compression from tariffs and softer steel prices.

ASC Profiles manufactures metal roofing, siding, and structural steel decking. It has manufacturing facilities in West Sacramento, Calif.; Tacoma and Spokane, Wash.; Salem, Ore.; and Anchorage, Alaska.

Laura Miller

Laura Miller is a reporter and editor for Steel Market Update. She has held various editorial positions with steel industry publications, associations, and mills since 2007. She joined the SMU team in 2022. She is a member of the Association of Women in the Metal Industries and a past-president of the AWMI Pittsburgh Chapter. She holds a BA in Latin American Studies from Edinboro University of Pennsylvania.