Worthington Steel, Inc. ("Worthington Steel") (NYSE:WS), announced today that it has priced an offering (the "Offering") of $700.0 million aggregate principal amount of 7.750% senior secured notes due 2033 (the "Notes"). The Offering is expected to close on or about June 1, 2026, subject to customary closing conditions. The aggregate principal amount of Notes to be issued in the Offering has decreased to $700.0 million from $900.0 million, and the principal amount of term loans simultaneously allocated under Worthington Steel's new term loan credit facility has increased by a corresponding amount, from $500.0 million to $700.0 million.

Worthington Steel intends to use the net proceeds from the Offering, together with borrowings under a new term loan credit facility, (i) to fund the consideration and other payments in connection with Worthington Steel's pending acquisition (the "Kloeckner Acquisition") of Kloeckner & Co SE ("Kloeckner"), (ii) to fund loans to Kloeckner pursuant to a shareholder loan, (iii) to fund share purchases and other compensation to remaining minority Kloeckner shareholders in connection with the Kloeckner Acquisition, (iv) to pay transaction fees and expenses related to the foregoing, (v) to repay certain existing indebtedness of Worthington Steel and Kloeckner and (vi) for general working capital purposes of Worthington Steel and its subsidiaries. The Offering is not conditioned on the consummation of the Kloeckner Acquisition.