BlueScope Steel Receives A$32.35 Per Share Best and Final Takeover Proposal

SGH and Steel Dynamics have submitted a $32.35 per share best and final offer...

February 18, 2026

BlueScope Steel has received a revised best and final non-binding indicative offer of A$32.35 per share from SGH Ltd and Steel Dynamics, representing a total equity value of approximately A$15 billion.

  • Revised best and final offer of A$32.35 per share in cash
  • Equivalent to A$34.00 per share before dividend adjustments
  • Implied total equity value of approximately A$15 billion
  • Represents 47% premium to adjusted closing price at initial proposal
  • 56% premium to 52-week VWAP
  • 32% premium to 15-year high share price

 

 

About BlueScope Steel Limited

BlueScope Steel Limited (ASX: BSL) is a leading global steel manufacturer and distributor, with integrated operations spanning Australia, North America and Asia. Headquartered in Melbourne, BlueScope produces flat steel products for building, construction, manufacturing and infrastructure markets. Its Australian operations include the Port Kembla Steelworks in New South Wales, one of the country’s most significant industrial assets.

Internationally, BlueScope has expanded its footprint through its North Star joint venture in the United States and a growing coated and painted steel network servicing construction and industrial markets. Over recent years, the company has focused on operational efficiency, disciplined capital allocation and product diversification, particularly within coated and value-added steel segments.

The latest development represents a significant corporate event, with SGH Ltd and US-based Steel Dynamics jointly submitting a revised non-binding indicative offer to acquire 100 per cent of BlueScope’s shares.

Offer Structure and Valuation

The revised proposal values BlueScope at A$32.35 per share, equivalent to A$34.00 per share prior to dividend adjustments of A$1.65 per share relating to previously declared dividends.

The total equity value implied by the offer is approximately A$15 billion, or US$11 billion, with consideration to be paid entirely in cash. The consortium described the proposal as its best and final offer in the absence of a superior competing proposal.

The headline valuation represents significant premiums across multiple historical trading benchmarks. It implies a 47 per cent premium to BlueScope’s adjusted closing share price at the time of the initial proposal, a 56 per cent premium to its 52-week volume-weighted average price and a 32 per cent premium to its 15-year high share price.

Such pricing reflects both strategic control value and the importance of BlueScope’s asset base within the global steel supply chain.

Transaction Structure and Asset Split

Under the proposed structure, SGH would acquire 100 per cent of BlueScope before on-selling the North American operations to Steel Dynamics upon completion.

Steel Dynamics is one of the largest domestic steel producers in the United States, operating electric arc furnace-based mini mills, recycling facilities and downstream steel fabrication assets. The acquisition of BlueScope’s North American operations would complement its existing footprint in coated products, building systems and steel recycling.

SGH would retain BlueScope’s Australia and Rest of World businesses, positioning itself as the long-term steward of domestic steel manufacturing. SGH described the transaction as aligned with its capital allocation framework and operating model, emphasising potential performance improvement opportunities within the Australian portfolio.

Strategic Implications

The proposed transaction would represent one of the largest industrial acquisitions in Australia in recent years. For Steel Dynamics, the acquisition materially expands its exposure to value-added coated products and strengthens its geographic diversification.

For SGH, retaining the Australian operations provides exposure to infrastructure, building products and domestic industrial demand, sectors expected to benefit from long-term population growth and infrastructure investment.

The proposal also highlights the strategic value of integrated steel assets amid ongoing global supply-chain reconfiguration. Domestic steel production capacity has become increasingly important from both economic and industrial resilience perspectives.

While discussions remain ongoing, the bidders have indicated there are no expected material regulatory obstacles, though approvals from shareholders and relevant authorities will be required.

Conditions and Next Steps

The revised non-binding indicative offer remains subject to several customary conditions, including completion of satisfactory due diligence, agreement of a binding scheme implementation deed and receipt of shareholder and regulatory approvals.

Importantly, the bidders have not yet made a binding proposal, and there is no certainty that the indicative offer will result in a completed transaction.

BlueScope’s board is expected to assess the revised proposal in light of shareholder interests, market conditions and potential alternatives.

Market Context

The steel industry globally continues to navigate cyclical demand conditions, trade policies and energy cost pressures. In Australia, infrastructure and residential construction activity remain key demand drivers, while North American steel markets have benefited from supportive domestic investment trends and reshoring initiatives.

Premium valuations for high-quality integrated steel assets reflect their strategic importance within construction, infrastructure and manufacturing supply chains. The consortium’s willingness to pay a significant premium suggests confidence in long-term earnings resilience across both the Australian and North American platforms.

Conclusion

The revised A$32.35 per share best and final offer for BlueScope Steel represents a substantial premium to historical trading levels and implies a total equity value of approximately A$15 billion.

While the proposal remains non-binding and subject to further negotiation and approvals, it underscores the strategic value of BlueScope’s diversified steel operations across Australia and North America. Should the transaction proceed, it would reshape ownership of one of Australia’s most significant industrial companies and mark a major consolidation move within the global steel sector.

 

 

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