An executive order from Pres. Donald Trump has cleared the way for a Nippon Steel acquisition of U.S. Steel. Photo from Eric Allix Rogers, flickr.

News Release

WASHINGTON, D.C. — Pres. Donald Trump has signed an executive order clearing the way for Nippon Steel’s proposed acquisition of U.S. Steel, provided the Japanese company complies with a national security agreement negotiated with the federal government.

The executive order, which does not disclose terms of the agreement, comes after months of scrutiny and regulatory review by the Committee on Foreign Investment in the United States. The agreement includes giving the U.S. government a “golden share” — a special class of stock that would grant veto power over key decisions tied to national security.

In a joint statement, Nippon Steel and U.S. Steel said the deal includes $11 billion in new investments by 2028 and ensures the U.S. retains oversight to safeguard domestic steel production. The companies praised the agreement, calling it a “historic partnership” that will support American workers and communities “for generations.”

The companies said the deal has cleared all necessary regulatory hurdles and a Justice Department review, and they expect to finalize the transaction soon.

U.S. Steel shares rose $2.66, or 5%, to $54.85 in after-hours trading Friday, June 13. Nippon Steel’s original offer, made in late 2023, valued the Pittsburgh-based steelmaker at $55 per share.

The national security agreement’s full details remain unclear. The golden share mechanism, according to legal experts, could give the U.S. government authority over key operations, including decisions on production levels and ownership structure. James Brower, a national security lawyer with Morrison Foerster, said such agreements are typically not disclosed publicly unless one of the companies chooses to do so.

White House spokesperson Kush Desai said the executive order guarantees that U.S. Steel will stay within Pennsylvania, and “… be safeguarded as a critical element of America’s national and economic security.”

Nippon Steel has pledged to keep U.S. Steel’s headquarters in Pittsburgh, maintain existing plant operations, and appoint a majority-American board. The company also promised not to import foreign steel slabs that could undercut U.S. Steel’s blast furnaces in Pennsylvania and Indiana.

American officials now estimate the full value of the deal at $28 billion, including the purchase price and planned investment in a new electric arc furnace to modernize production after 2028.

While campaigning last year, Trump had opposed the foreign acquisition. Then-Pres. Joe Biden later blocked the transaction before leaving office, citing national security concerns. But Trump signaled a willingness to revisit the deal upon returning to office in January.

On Thursday, Trump said the golden share gives total control, and added that the agreement would preserve 51% ownership by Americans, despite Nippon Steel’s continued intent to acquire full ownership of U.S. Steel.

“We have a golden share, which I control,” Trump said, while also expressing concern about how future presidents might use the power.

The CFIUS review concluded that Nippon Steel “might take action that threatens to impair the national security of the United States,” but said such risks could be mitigated through the proposed agreement, according to Trump’s order.

The Treasury Department and other federal agencies must approve the final execution of the agreement by the transaction’s closing date. The order also leaves open the possibility of further executive actions.

As of Friday, June 13, U.S. Steel had not filed any documentation with the Securities and Exchange Commission regarding the deal.