Worthington Steel, Inc. 8-K

What Happened
On March 10, 2026, Worthington Steel GmbH (the “Bidder”), a wholly owned indirect subsidiary of Worthington Steel, Inc., published an amendment to its February 5, 2026 offer document for a voluntary public cash takeover offer for Klöckner & Co SE. The Offer Amendment reduces the minimum acceptance threshold required to close the Offer and extends the acceptance period under the German Securities Acquisition and Takeover Act (WpÜG).

Key Details

• The minimum acceptance threshold was reduced from at least 65% to at least 57.5% of Klöckner’s issued and outstanding shares at the expiry of the acceptance period.
• The Acceptance Period was extended by two weeks and now expires on March 26, 2026, subject to further extension under the Offer Document and WpÜG.
• The filing (Form 8-K) also furnished a press release dated March 10, 2026 as Exhibit 99.1 announcing the Offer Amendment.

Why It Matters
Lowering the required acceptance threshold makes it easier for Worthington’s offer to meet the closing condition, and the two‑week extension gives the Bidder additional time to collect acceptances under German takeover rules. Investors should note this change increases the procedural likelihood the Offer can close if sufficient acceptances are received, and Worthington disclosed the change publicly via the March 10 press release.