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Metal Recycling

SGH and Steel Dynamics submit an NBIO to acquire BlueScope Steel Ltd

In response to media speculation, SGH Ltd confirmed it has submitted a Non-Binding Indicative Offer (NBIO), together with Steel Dynamics, Inc. (SDI), for SGH to acquire 100 percent of BlueScope Steel Ltd by way of a scheme of arrangement (the Proposal).

If the Proposal is implemented and following the transaction close, SGH would on-sell BSL’s North American operations to SDI, which include BSL’s North Star Flat Rolled Steel Mill and Building and Coated Products North America businesses. SGH would retain the remaining BSL “Australia + Rest of World” operations, including Australian Steel Products, Asia Coated Products, and New Zealand and Pacific Islands businesses.

Compelling opportunity to realize a material uplift in value

The Proposal provides BSL shareholders with an immediate, certain opportunity to realize a material uplift in value. The Proposal to acquire BSL’s shares for a wholly cash consideration of $20.041 per share represents a compelling value proposition and highly attractive premium for BSL shareholders, being:

  • 27 percent premium to BSL’s closing share price as at the submission of the NBIO
  • 33 percent premium to BSL’s 3-month volume-weighted average share price
  • 33 percent premium to BSL’s 52-week volume-weighted average share price
  • 15 percent premium to BSL’s 15-year high share price
  • 18.6x EV / FY25A EBIT and 9.5x EV/FY25A EBITDA6

The consideration represents a total equity value for BSL of AUD$13.2 billion (USD$8.8 billion).

SGH and SDI do not envisage any material obstacles in obtaining the relevant regulatory approvals required, which are customary for an acquisition of this nature. SGH and SDI have also entered into a 12 month exclusivity agreement with each other and have committed significant resources to progress this transaction. In line with transactions of this nature, the Proposal price will be reduced by the quantum of any cash dividends paid by BSL to its shareholders after December 12, 2025 (the NBIO submission date).

The Proposal is subject to customary conditions, including completion of satisfactory due diligence, agreement of a binding scheme implementation deed, and receipt of relevant shareholder and regulatory approvals. SGH and SDI note there is no certainty that the Proposal will result in a transaction.

Transaction rationale

SGH and SDI believe that BSL’s independent enterprises in Australia + Rest of World and North America are not strategically compatible and would benefit as stand-alone businesses under new ownership. SGH is a leading Australian diversified operating business focused on industrial services and energy. SDI is the largest metals recycler, second largest producer of steel joist and deck, and the fourth largest steel producer in North America.

Published January 2026

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