Ancora suspends campaign against US Steel’s board after CFIUS review order
Published by:Rachel McGuire<>
9 Apr 2025 @ 19:25 UTC
Investment firm Ancora has suspended its campaign to replace the board of directors and the chief executive officer of US Steel, and now supported the company’s $55 per share sale to Japan-owned Nippon Steel.
Ancora, based in Cleveland in the US state of Ohio, halted its campaign on Wednesday April 9, in the wake of US President Donald Trump’s order for the Committee on Foreign Investment in the United States (CFIUS) to review the acquisition.
Ancora said that it was withdrawing its nomination of director candidatesfor election at the 2025 annual meeting of stockholders, due to apparent momentum related to the $55 per share sale to Nippon Steel.
Recent reports indicate that [US Steel] and Nippon may have succeeded in having productive conversations with the Trump administration to address concerns and discuss significantly increased capital commitments, Ancora’s statement said.
Additionally, based on language included in Monday’s Presidential Action, we suspect the companies have taken steps to try to mitigate national security considerations, it added.
According to the CFIUS order, the organization will have 45 days to submit a recommendation saying whether the proposed acquisition posed any national security risks.
The investment firm had previously announced on April 7 that it intended to file a proxy statement with the US Securities and Exchange Commission (SEC), outlining nominations for nine director candidates for US Steel’s board of directors. The letter accompanying the announcement also outlined a plan to replace the current chief executive, David Burritt.
Ancora’s letter also detailed a five-point plan to maximize value for US Steel if the acquisition failed, but this has since been withdrawn.
Our decision to suspend our campaign also stems from US Steel’s embrace of entrenchment tactics, Ancora said. Once it became clear in February that there may still be a path to approval for the $55 per share sale to Nippon, Ancora began to send repeated requests to [US Steel] to postpone the [annual stockholders meeting], to allow stockholders to have full information and make truly informed voting decisions.
Ancora had vocally opposed the deal, as did the United Steel Workers trade union (USW) andrival steelmaker Cleveland-Cliffs.
[US Steel] demonstrated a disappointing disregard for sound governance by ignoring our pleas and, as recently as yesterday, continuing to attack us, Ancora wrote on Wednesday.
US Steel responded to Ancora’s original plan late on April 8, describing the idea as blundering and value-destructive.
After aggressively attempting to undermine the Nippon Steel transaction, US Steel said in its press release. Ancora has flip-flopped and claims to now support the deal.
US Steel called Ancora’s plan to revitalize the company contradictory and said that it was full of unfounded assumptions.
The steel producer mimicked Ancora’s five-step agenda, highlighting five separate reasons why the proposed initiative did not make sense.
Ancora’s new ‘plan’ is based on false assumptions and financial engineering that appear to be designed to overinflate values, US Steel wrote. Ancora’s ‘plan’ appears to want to put the decision-making of US Steel in the hands of the [USW] international leadership, to the detriment of a value-maximizing strategy that benefits stockholders.
The press release ended with US Steel urging stockholders to protect the value of your investment, and asking them to vote for the 10 US Steel nominees to the board at the annual meeting on May 6.