---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-26-253821"
form_type: "8-K"
ticker: "WS"
cik: "0001968487"
company_name: "Worthington Steel, Inc."
filed_at: "2026-06-02T21:06:49+00:00"
generated_at: "2026-06-02T21:08:51.607041+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Worthington Steel prices $700M 7.75% notes due 2033 and $700M term loan for Klöckner acquisition

## Summary
- Issued $700M 7.750% senior secured notes due 2033; $700M term loan B at SOFR+4.00% or base rate+3.00%.
- Note offering decreased from $900M, term loan increased from $500M; proceeds fund Klöckner acquisition.
- Klöckner acquisition expected to close on June 3, 2026, at €11.00 per share cash consideration.
- Notes subject to special mandatory redemption at 100% if acquisition not completed by March 12, 2027.
- Revolving credit facility amended to align collateral; no financial covenant in term loan.

## SEC filing metadata
- accession: 0001193125-26-253821
- form_type: 8-K
- ticker: WS
- cik: 0001968487
- company_name: Worthington Steel, Inc.
- filed_at: 2026-06-02T21:06:49+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 2.03, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1968487/000119312526253821/0001193125-26-253821-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1968487/000119312526253821/d435492d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-26-253821
- JSON: https://secwatch.observer/filing/0001193125-26-253821.json
- Plain text: https://secwatch.observer/filing/0001193125-26-253821.txt

## Source-grounded claims
- claim_id: 861a73ecbec29ce81def62de6eab624da5fe41e4
  claim: Worthington Steel, Inc. incurred senior notes of $700,000,000 aggregate principal amount with Deutsche Bank Trust Company Americas at 7.750% per annum maturing June 1, 2033.
  evidence_excerpt: On June 1, 2026, the Company issued $700,000,000 aggregate principal amount of its 7.750% Senior Secured Notes due 2033
  evidence_url: https://www.sec.gov/Archives/edgar/data/1968487/000119312526253821/0001193125-26-253821-index.htm
- claim_id: c766c9f3cc64a7c5855206915c3f8a1a427ec847
  claim: Worthington Steel, Inc. incurred term loan of $700,000,000 with Wells Fargo, National Association maturing seven-year senior secured term loan B credit facility.
  evidence_excerpt: provides for a seven-year senior secured term loan B credit facility in aggregate principal amount of $700,000,000
  evidence_url: https://www.sec.gov/Archives/edgar/data/1968487/000119312526253821/0001193125-26-253821-index.htm
- claim_id: 272fad25ca8243f772f79e7dfa190cc0f93fc38c
  claim: Worthington Steel, Inc. entered into Indenture with Deutsche Bank Trust Company Americas valued at $700,000,000 aggregate principal amount (effective 2026-06-01).
  evidence_excerpt: On June 1, 2026, the Company issued $700,000,000 aggregate principal amount of its 7.750% Senior Secured Notes due 2033 (the " Notes ," and such offering, the " Note Offering ") pursuant to an indenture (the " Indenture "), dated as of June 1, 2026, among the Company, as issuer, the guarantors from time to time party thereto (the " Note Guarantors ") and Deutsche Bank Trust Company Americas, as trustee and notes collateral agent.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1968487/000119312526253821/0001193125-26-253821-index.htm
- claim_id: a43e72c50fec4b329aed8bfe7a1a0b4396035261
  claim: Worthington Steel, Inc. entered into Credit Agreement with Wells Fargo, National Association valued at $700,000,000 (effective 2026-06-01).
  evidence_excerpt: On June 1, 2026, the Company entered into a term loan credit agreement (the " Credit Agreement "), among the Company, as borrower, the lenders from time to time party thereto, and Wells Fargo, National Association, as administrative agent.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1968487/000119312526253821/0001193125-26-253821-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.