Nippon Steel acknowledges delay in US Steel acquisition attempt

Japanese steel company Nippon Steel Corp. (NSC) will be unable to close on its attempted acquisition of Pittsburgh-based United States Steel Corp. by the end of this year, as called for in its original timeline.

The bidder for U.S. Steel says the transaction remains under review following the decision from the Committee on Foreign Investment in the United States (CFIUS) on Dec. 23 to refer the matter to the president of the United States.

According to NSC, President Joe Biden, who remains in office through Jan. 19, 2025, must make a final determination on whether or not to approve the acquisition within 15 days of the referral.

The finding from another review process, this one by the Antitrust Division of the U.S. Department of Justice, also remains pending, and as a result, NSC has revised the estimated closing date of the acquisition. The firm now lists the first quarter of 2025 as the new estimated date of closing, subject to receipt of regulatory approvals and other conditions as specified in the merger agreement.

Shareholders of U.S. Steel stock approved the merger in the first half of 2024, with U.S. Steel saying in April that more than 98 percent of the shares voted at a special meeting were in favor of NSC's offer.

Regarding the Japanese company writes,

“Nippon Steel hopes that the president will use this time to conduct a fair and fact-based evaluation of the acquisition," NSC says regarding the 15-day review period now offered to President Biden. "We remain confident that the acquisition will protect and grow U.S. Steel, creating the best steelmaker with world-leading capabilities for the benefit of American workers and customers.”

Opponents of the transaction have included leadership of the United Steelworkers (USW), competing bidder Cleveland-Cliffs Inc. (which forged an alliance with the USW), and elected officials, some of whom have cited national security concerns about an overseas company (even one considered a longtime diplomatic ally) owning the mills and mines controlled by U.S. Steel.

NSC's plans involve keeping those mills and mines viable.

“Our significant investments in U.S. Steel’s facilities and people will ensure a vibrant future for American steelmaking and strengthen U.S. national security, economic security and job security," NSC says.

In addition to U.S. Steel shareholders voting largely in favor of the transaction, some U.S. Steel employees in its hometown of Pittsburgh also have rallied in favor of the deal being completed.

“We would like to express our sincere gratitude to the wide range of stakeholders in the United States and Japan, including government officials, elected officials, local community members and the employees of U.S. Steel, for their tremendous cooperation and enthusiastic support for this transaction,” NSC says.