U.S. Steel Stockholders Vote to Approve Merger with Nippon Steel

A ladle of molten iron is poured into a Basic Oxygen Process (BOP) furnace where it will be transformed into liquid steel. Photo: U.S. Steel

By Christina Phillips

Following the special meeting of stockholders held April 12, United States Steel Corporation announced that, based on the preliminary vote count, U. S. Steel stockholders overwhelmingly voted to approve the proposed merger with Nippon Steel Corporation (NSC).

In a news release on April 12, U.S. Steel said more than 98% of the shares voted at the Special Meeting, representing approximately 71% of the shares of U. S. Steel common stock issued and outstanding as of the record date for the Special Meeting, were voted in favor of the proposal to adopt the merger agreement.

David B. Burritt, President & Chief Executive Officer of U. S. Steel, said: “The overwhelming support from our stockholders is a clear endorsement that they recognize the compelling rationale for our transaction with NSC. 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 Capabilities.”

Burritt continued, “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. 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. We will deliver enhanced capabilities and innovations for our customers in the United States and globally, and be able to invest in greener steel to meet our climate commitments. And we will maintain the U. S. Steel name and Pittsburgh headquarters, with even more capital to invest in Pennsylvania.

“This transaction will make U. S. Steel and the domestic steel industry stronger and more competitive, enhancing the legacy of steel that is mined, melted and made in America, in the face of unfair competition from China.”

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

Barclays Capital, Goldman Sachs & Co. and Evercore are serving as financial advisors to U. S. Steel.

Milbank and Wachtell, Lipton, Rosen & Katz are acting as legal advisors.

Founded in 1901 and headquartered in Pittsburgh, Pa., United States Steel Corporation has operations across the United States and in Central Europe.

With manufacturing bases in Japan and 15 countries or more worldwide, Nippon Steel Corporation is Japan’s largest steelmaker and one of the world’s leading steel producers.

More information:
http://www.ussteel.com
http://www.nipponsteel.com


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