Distributors/Service Centers
March 31, 2026
Worthington Steel says share threshold exceeded for Kloeckner buy
Written by Ethan Bernard
Worthington Steel has exceeded the minimum share threshold for its acquisition of Kloeckner & Co.
Recall Worthington confirmed it was in talks to acquire Germany-based metal distributor Kloeckner in December. The companies signed a formal agreement in January.
The Columbus, Ohio-based service center said at the expiration of the initial acceptance period on March 26, it has exceeded the minimum acceptance threshold of 57.5%. And Worthington has satisfied the corresponding offer condition.
The company noted it has secured ~58.8% of Kloeckner’s issued share capital. This includes shares tendered into the offer.
It also includes “shares or other instruments providing voting rights in Kloeckner acquired by Worthington Steel GmbH, a wholly owned subsidiary of Worthington Steel.”
Worthington reduced its minimum acceptance threshold to 57.5% for its purchase earlier this month from 65% previously.
CEO Gilmore praises deal
Geoff Gilmore, Worthington Steel president and CEO, lauded the deal.
“We are pleased with the strong support from shareholders during the initial acceptance period,” he said in a statement on Tuesday. “This brings us an important step closer to completing the transaction.”
An additional acceptance period starts on April 1 and ends on April 14 at 12:00 a.m. local time Frankfurt am Main, Germany. This is for Kloeckner shareholders who have not yet accepted the offer.
Completion of the offer remains subject to certain regulatory approvals. It’s expected to occur in the second half of this year.
Share offer
Worthington Steel GmbH was the subsidiary established for the purchase of Kloeckner. It announced the intention to launch an all-cash offer of €11.00 per share for all outstanding shares of Kloeckner on Jan. 15.
The company said this represents a premium of 98% to the “undisturbed three-month volume-weighted average share price” of Kloeckner as of Dec. 5, 2025.
Subsequently, the Kloeckner Management Board and Supervisory Board assessed the offer and the amendment as “attractive, fair and appropriate.” They recommended that Kloeckner shareholders accept the offer.
Worthington has said its offer implies an enterprise value of $2.4 billion. The merger would create the second-largest service center chain in North America.
