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Get filing alertsWorthington Steel secures $550M credit facility to finance Klöckner acquisition
Filed June 30, 2026 · Period ending June 25, 2026 · ~1 min read
Key Changes
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Entered new $550M asset-based revolving credit facility with Wells Fargo, explicitly structured to finance pending Klöckner acquisition with provisions for $550-650M committed increase upon deal closing.
Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR → -
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New facility matures June 2031 with covenant-lite structure requiring 1.00x fixed charge coverage ratio only when availability drops below 10% of line cap or $41M, providing operational flexibility.
Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR → -
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Terminated prior $550M secured revolving credit facility with PNC Bank that was scheduled to mature November 2028, releasing all security interests as part of refinancing.
Item 1.02 — Termination of a Material Definitive Agreement verify on EDGAR →
Summary
Worthington Steel refinanced its credit facility on June 25, 2026, replacing a $550 million PNC-led facility with a new $550 million asset-based revolving line from Wells Fargo.
The new facility extends the maturity from November 2028 to June 2031 and maintains the same borrowing capacity, but the structure reveals a more significant strategic move: the credit agreement is explicitly designed to finance a Klöckner acquisition, with provisions allowing the facility to expand by $550-650 million upon closing that transaction.
The covenant structure is notably flexible, requiring a 1.00x fixed charge coverage ratio only when excess availability falls below specific thresholds. Interest pricing is tied to availability levels, ranging from base rate plus 0.250%-0.375% or term SOFR plus 1.250%-1.375%. The facility is secured by substantially all company assets. For investors, the key takeaway is the pending Klöckner acquisition, which would represent a substantial expansion of Worthington Steel's scale given the magnitude of the committed increase provisions. The refinancing itself is a routine capital structure optimization that extends maturity and positions the company for this transformational M&A event.
Section-by-Section Diff
Event · Item 1.02 — Termination of a Material Definitive Agreement
Worthington Steel terminated its $550M revolving credit facility upon executing a replacement credit agreement.
Added in current filing · verify on EDGAR →
On June 25, 2026, upon execution of the Credit Agreement, the Company terminated the Former Credit Agreement. The Former Credit Agreement provided for a secured revolving credit facility of up to $550,000,000 plus an uncommitted accordion. The Former Credit Agreement would have matured on November 30, 2028. Upon the termination of the Former Credit Agreement, all security interests granted to the secured parties thereunder were terminated and released.
Worthington Steel terminated its existing $550 million secured revolving credit facility, which was scheduled to mature in November 2028. The termination occurred simultaneously with the execution of a new credit agreement, indicating a refinancing rather than a reduction in available credit. All security interests under the old facility were released.
Event · Item 1.01 — Entry into a Material Definitive Agreement
Item 1.01 — Entry into a Material Definitive Agreement filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
The Credit Agreement matures on June 25, 2031 (unless terminated earlier in accordance with the terms thereof) and requires compliance with conditions precedent that must be satisfied prior to any borrowing. The Credit Agreement also contains various representations, warranties and covenants that the Company considers customary for such facilities.
The new credit facility has a five-year term maturing June 25, 2031. Interest rates are based on either a base rate plus 0.250%-0.375% or term SOFR plus 1.250%-1.375%, with the spread fluctuating based on excess availability. The facility is secured by substantially all company assets.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jul 1, 2026 · How we verify