The Lombard Review

Japan wants US Steel. Washington may say no

National-security review discounts premium

A ship under construction at the Gdańsk Shipyard, Poland
A ship under construction at the Gdańsk Shipyard, Poland Photo: Artur Andrzej/Wikimedia Commons · CC BY-SA 3.0

Key dataUS Steel $14.9bn, $55/share

Nippon Steel’s proposed $14.9 billion acquisition of US Steel at $55 per share represents a forty per cent premium that industrial logic can readily justify. Nippon Steel gains a premier footprint in the protected American steel market, while US Steel shareholders receive an extraordinary cash exit for an operation that has long suffered from chronic underinvestment. Yet the deal has collided with political reality in an election year.

The illuminated Maison Hermès building in Ginza, Tokyo
The illuminated Maison Hermès building in Ginza, Tokyo Photo: Basile Morin/Wikimedia Commons · CC BY-SA 4.0

The National Security Discount

Union opposition from the United Steelworkers and synchronized bipartisan condemnation from Washington politicians have transformed a straightforward commercial acquisition into a geopolitical flashpoint. By demanding that the Committee on Foreign Investment in the United States (CFIUS) block the deal on national security grounds, politicians are ignoring that Japan is America’s closest Asian ally. Political interference will inject a massive deal-break risk into the arbitrage spread.

The New York Stock Exchange building
The New York Stock Exchange building Photo: 颐园居/Wikimedia Commons · CC BY-SA 4.0

The political furore over Nippon Steel’s takeover of US Steel demonstrates that protectionist industrial politics will happily sacrifice shareholder value and international alliances to pander to electoral constituencies.

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