Biden Blocks $14 Billion US Steel Sale to Nippon Steel Over National Security Concerns

Key Points:
– President Biden blocked the $14 billion sale of US Steel to Nippon Steel, citing national security concerns.
– US Steel and Nippon Steel criticized the decision as political and suggested they may pursue legal action.
– The move highlights bipartisan resistance to foreign acquisitions in critical American industries.

In a decision underscoring Washington’s protectionist stance, President Joe Biden on Friday blocked the $14 billion acquisition of Pittsburgh-based US Steel (X) by Japan’s Nippon Steel, citing national security concerns. The move has created significant uncertainty for the iconic 124-year-old steelmaker, whose shares fell more than 7% in morning trading following the announcement.

President Biden stated that the acquisition would “place one of America’s largest steel producers under foreign control and create risk for our national security and critical supply chains.” This rejection aligns with longstanding concerns over foreign influence on critical U.S. industries, even as the Japanese buyer had committed to retaining the US Steel name, headquarters in Pittsburgh, and making significant investments in its plants.

The decision came after months of review by the Committee on Foreign Investment in the United States (CFIUS), which could not reach a consensus. Biden’s executive order now requires the companies to abandon the deal within 30 days unless extended by CFIUS.

The deal faced fierce opposition from the United Steelworkers union, which argued that the acquisition would harm domestic workers and the nation’s steel production capabilities. Biden echoed this sentiment, emphasizing the need for domestic steelmakers to safeguard national interests.

“We need major US companies representing the major share of US steelmaking capacity to keep leading the fight on behalf of America’s national interests,” Biden stated.

In a joint statement, US Steel and Nippon Steel criticized the decision as a “political” move unsupported by credible national security concerns. They hinted at pursuing legal action, stating, “We are left with no choice but to take all appropriate action to protect our legal rights.”

The companies also highlighted their commitments to new investments and ensuring key directors and executives would remain U.S. citizens. They argued that their pledges would strengthen, not undermine, national security.

This decision reflects a growing trend of economic nationalism in U.S. policy. Both Biden and President-elect Donald Trump opposed the deal, signaling bipartisan resistance to foreign acquisitions of critical American industries.

Analysts suggest the decision could deter foreign companies from investing in the U.S. “It’s been a highly politicized process,” said Josh Spoores, CRU North American steel analyst, who pointed out that the decision sends a chilling message to allied countries.

It remains unclear if US Steel will seek a new buyer or pivot its strategy. The rejection is a significant setback after the company spent much of 2024 lobbying for approval. Meanwhile, the steelmaker must navigate the challenges of remaining competitive in a volatile industry.

The Biden administration’s stance may leave long-lasting implications on U.S.-foreign trade relations, especially as protectionist policies continue to shape economic strategy.

Cleveland-Cliffs Set to Acquire Stelco in Landmark C$3.4 Billion Deal

In a move that’s set to reshape the North American steel industry, Cleveland-Cliffs Inc. (NYSE: CLF) has announced plans to acquire Canadian steelmaker Stelco Holdings Inc. (TSX: STLC) in a deal valued at approximately C$3.4 billion. The transaction, announced on July 15, 2024, marks a significant milestone in the consolidation of the steel sector and underscores Cleveland-Cliffs’ commitment to expanding its footprint in Canada.

Under the terms of the agreement, Cleveland-Cliffs will pay C$70.00 per Stelco share, consisting of C$60.00 in cash and 0.454 shares of Cliffs common stock. This offer represents a substantial 87% premium to Stelco’s closing share price of C$37.36 on July 12, 2024, and a 37% premium to its 52-week high, highlighting the value Cleveland-Cliffs sees in the Canadian steelmaker.

Lourenco Goncalves, Chairman of the Board, President and CEO of Cleveland-Cliffs, expressed enthusiasm about the acquisition, praising Stelco’s recent turnaround and cost-efficient operations. “Stelco is a company that respects the Union, treats their employees well, and leans into their cost advantages. With that, they are a perfect fit for Cleveland-Cliffs and our culture,” Goncalves stated.

The deal has received strong support from key stakeholders. Major Stelco shareholders, including Fairfax Financial Holdings, an affiliate of Lindsay Goldberg LLC, and Alan Kestenbaum, collectively holding approximately 45% of Stelco’s outstanding shares, have agreed to vote in favor of the transaction. This early backing significantly increases the likelihood of the deal’s approval.

Alan Kestenbaum, Executive Chairman of the Board and CEO of Stelco, highlighted the value creation for shareholders, noting a 32% CAGR on Stelco common share investment since its 2017 IPO. Kestenbaum also expressed confidence in Cleveland-Cliffs’ ability to build upon Stelco’s achievements and maintain its iconic status in Canada.

The acquisition is expected to bring several benefits to Canada and Stelco’s stakeholders. Cleveland-Cliffs has committed to preserving Stelco’s name and legacy, maintaining its headquarters in Hamilton, and continuing significant operations in Hamilton and Nanticoke. The company has also pledged to invest at least C$60 million over the next three years and aims to increase steel production from current levels.

Moreover, Cleveland-Cliffs has promised to maintain significant employment levels in Canada and ensure Canadian representation on the management team. The company will also continue Stelco’s collaborations with local institutions, including McMaster University and CanmetMATERIALS, and increase charitable support by C$2 million per year.

The United Steelworkers union has expressed support for the deal. David McCall, International President of the United Steelworkers, stated, “We are delighted to further expand our already great partnership between Cliffs and the USW.”

From a regulatory standpoint, the transaction still faces several hurdles. It requires approval under the Investment Canada Act, the Competition Act (Canada), and the U.S. Hart-Scott-Rodino Antitrust Improvements Act. Additionally, approval is needed under Stelco’s funding agreement with Canada’s Strategic Innovation Fund.

The deal is expected to close in the fourth quarter of 2024, subject to these regulatory approvals and the support of two-thirds of Stelco shareholders at a special meeting to be held this fall.

This acquisition represents a significant step in the consolidation of the North American steel industry. It allows Cleveland-Cliffs to strengthen its position in Canada while potentially realizing synergies across its expanded operations. For Stelco, it offers shareholders a substantial premium and the opportunity to participate in the combined company’s future growth through the stock component of the offer.

As the steel industry continues to evolve in response to global economic shifts and environmental pressures, this deal positions the combined entity to better compete on the international stage while maintaining a strong commitment to local communities and stakeholders in both the United States and Canada.