US Steel shareholders approve acquisition by Nippon Steel

Mid-April meeting yields 98 percent approval for the Pittsburgh-based company’s sale among the more than 70 percent of shareholders who voted.

us steel rolls
“This is an important milestone as we progress toward completing the transaction,” says the CEO of U.S. Steel regarding the shareholder vote.
Photo courtesy of U.S. Steel Corp.

Several politicians are investigating it, the United Steelworkers (USW) union has expressed opposition to it, but shareholders of Pittsburgh-based United States Steel Corp. have approved its purchase by Nippon Steel Corp. (NSC) of Japan.

A preliminary vote count following an April 12 special meeting of shareholders indicates U.S. Steel stockholders "overwhelmingly" voted to approve the proposed merger with Nippon Steel Corp.

According to U.S. Steel, more than 98 of the shares voted at the special meeting, representing approximately 71 percent of the shares of U.S. Steel common stock, were voted in favor of the proposal to adopt the merger agreement.

“The overwhelming support from our stockholders is a clear endorsement that they recognize the compelling rationale for our transaction with NSC,” U.S. Steel President and CEO David B. Burritt says.

“This is an important milestone as we progress toward completing the transaction. We are one step closer to bringing together the best of our companies and moving forward together as the ‘best steelmaker with world-leading company capabilities.’”

Endorsement from other parties has not been as unanimous. In the political arena, President Joe Biden and several members of Congress have expressed skepticism of and recommended national security-related investigations into the acquisition.

Throughout 2023, rival bidder Cleveland-Cliffs Inc. made its case for acquiring the assets of U.S. Steel.

The Cleveland-based firm that, along with U.S. Steel, also owns iron mining, blast furnace/basic oxygen furnace and electric arc furnace steelmaking assets, also lined up the support of the USW, which represents an estimated 11,000 U.S. Steel employees and considers its contract to include veto power over any potential merger.

Since U.S. Steel announced its selection of NSC as its preferred buyer last December, the USW has continued to voice its preference for the Cleveland-Cliffs bid. “The proposed sale agreement between Nippon Steel and U.S. Steel puts our members’ and our nation’s interests in jeopardy,” USW President David McCall said in February.

Burritt reinforces U.S. Steel management’s opposite view. “This transaction truly represents the best path forward for all of U.S. Steel’s stakeholders—union and non-union employees, customers, communities and stockholders—and for the United States and our home in Pennsylvania,” he says.

“By creating the best steelmaker in the world, we will have a stronger company to sustain our talented employees and fulfill all commitments to them, including all of the obligations under the agreements in place with our unions. And we will maintain the U.S. Steel name and Pittsburgh headquarters, with even more capital to invest in Pennsylvania.”

U.S. Steel will disclose the final, certified voting results on a Form 8-K with the U.S. Securities and Exchange Commission when they are fully tallied.