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Gleiss Lutz advises Wells Fargo on multi-billion financing of Worthington Steel’s tender offer for Klöckner

Gleiss Lutz has advised Wells Fargo Bank, N.A. on the financing of the intended voluntary public offer by Worthington Steel GmbH (Worthington Steel), a German subsidiary of Worthington Steel, Inc., to acquire all outstanding shares in Klöckner & Co SE (Klöckner).

Worthington Steel intends to offer cash consideration of EUR 11.00 per share. Based on the offer price, Worthington Steel’s financing requirements for the acquisition of all shares in Klöckner & Co SE and any refinancing costs total up to USD 1.9 billion and will be provided by Wells Fargo and Citibank in the form of a bridge loan governed by New York law. Closing of the transaction is subject to customary market conditions and the granting of the necessary regulatory licences.

Klöckner is a producer-independent steel and metal processor headquartered in Düsseldorf. The listed company has more than 6,000 employees and generated sales of EUR 6.6 billion in 2024.

Worthington Steel is a NYSE-listed steel processing company headquartered in Columbus, Ohio. It has around 6,000 employees and generated sales of USD 3.8 billion in 2025.

The following Gleiss Lutz team advised on the financing and the takeover law aspects of the transaction: Frank Schlobach (partner, Banking & Finance, Frankfurt), Dr. Adrian Bingel (partner, Corporate/M&A, joint lead), Dr. Markus Martin (counsel, Corporate/M&A, both Stuttgart), Dr. Jan-Alexander Lange (partner), Dr. Katja Lehr (counsel), Fritz Ludwig (counsel), Philipp Brüninghaus (all Banking & Finance, all Frankfurt).

A New York team from Cravath, Swaine & Moore LLP advised on the New York law aspects.

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