Worthington Steel Signs Domination and Profit and Loss Transfer Agreement with Kloeckner & Co SE

Worthington Steel, Inc., (NYSE: WS) announced today that it has signed a domination and profit and loss transfer agreement (“DPLTA”) pursuant to Sections 291 et seq. of the German Stock Corporation Act (AktG) with Kloeckner & Co SE (“Kloeckner”) as the controlled company via its wholly owned subsidiary, Worthington Steel GmbH.

The signing follows the completion of Worthington Steel’s voluntary public takeover offer for Kloeckner on June 3, 2026, and the subsequent delisting of Kloeckner shares from the regulated market of the Frankfurt Stock Exchange, effective August 12, 2026.

“We are pleased to have reached another important milestone in bringing Worthington Steel and Kloeckner together,” said Geoff Gilmore, president and CEO of Worthington Steel. “We continue to make good progress through the planned steps in the process. Subject to the required shareholder approval and completion of the remaining steps, we look forward to moving into the next phase in our combination and to working together to realize the opportunities ahead.”

The DPLTA is subject to approval by Kloeckner shareholders. At least 75% of the share capital represented must approve the agreement at a Kloeckner general meeting. An extraordinary general meeting is expected to take place on October 23, 2026.

Following shareholder approval and completion of the further required steps, the DPLTA will become effective upon registration with the commercial register at Kloeckner’s registered seat, at the earliest on January 1, 2027.

The DPLTA, the joint report of the management boards and further documents relating to the DPLTA will be made available on www.strong-for-good.com upon publication of the invitation to Kloeckner’s extraordinary general meeting.

About Worthington Steel

Worthington Steel (NYSE:WS) is a metals processor that partners with customers to deliver highly technical and customized solutions. Worthington Steel’s expertise in carbon flat-roll steel processing, electrical steel laminations and tailor welded solutions is driving steel toward a more sustainable future.

As one of the most trusted metals processors in North America, Worthington Steel and its approximately 6,000 employees harness the power of steel to advance our customers’ visions through value-added processing capabilities including galvanizing, pickling, configured blanking, specialty cold reduction, lightweighting and electrical lamination. Headquartered in Columbus, Ohio, Worthington Steel operates 37 facilities in seven states and 10 countries. Following a people-first Philosophy, commitment to sustainability and proven business system, Worthington Steel’s purpose is to generate positive returns by providing trusted and innovative solutions for customers, creating opportunities for employees and strengthening its communities.

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