Washington, D.C. – Nippon Steel’s US$14.9 billion bid for US Steel faced significant challenges from both the Biden administration and a rival bidder. Cleveland-Cliffs CEO Lourenco Goncalves repeatedly cast doubt on the deal’s prospects to investors, according to summaries of investor calls included in a Dec 17 letter from lawyers for Nippon Steel and US Steel to the Committee on Foreign Investment in the US (CFIUS).
Goncalves, whose company made a failed US$7 billion bid for US Steel in August 2023, assured investors that President Joe Biden would block the Nippon Steel merger. On March 13, he told investors, “I can’t force US Steel to sell to me, but I can work my magic to make a deal that I don’t agree with not to close.” The next day, Biden announced his opposition to the tie-up.
CFIUS, which reviews foreign investments in the United States for national security risks, referred the matter to Biden in late December after failing to reach a consensus. Biden blocked the deal on Jan 3, citing national security concerns.
Nippon Steel and the Treasury Department, which leads CFIUS, declined to comment. US Steel said it would continue to fight for the deal, while the White House stated that Goncalves’ comments did not influence Biden’s decision.
Goncalves’ remarks throughout 2024 cast doubt on Nippon’s bid and sometimes preceded drops in US Steel’s share price. Cleveland-Cliffs has previously expressed interest in making another bid.
Nippon Steel’s December all-cash offer was valued at twice Cleveland-Cliffs’ price and included promises to revitalize US Steel’s aging mills. However, the offer became politicized, with both Biden and Republican President-Elect Donald Trump pledging to kill the deal.
Biden’s objections led to allegations of “impermissible undue influence” from the White House on CFIUS’ national security review. Goncalves disputed CFIUS was considering the merits of the deal, calling it “cover for a President to kill a deal.”