Nippon Steel's Historic $14.9 Billion Acquisition of U.S. Steel Approved by Trump

In a landmark decision on June 13, 2025, President Donald Trump approved Nippon Steel Corporation's $14.9 billion acquisition of United States Steel Corporation (U.S. Steel), reversing a prior block by former President Joe Biden due to national security concerns. This approval was contingent upon a comprehensive National Security Agreement (NSA) designed to safeguard U.S. interests.

The NSA introduces several key provisions to address national security and economic concerns:

• Golden Share: The U.S. government has been granted a "golden share," providing veto power over critical corporate decisions, including relocating headquarters, closing plants, and altering employee salaries. This share also allows the appointment of an independent director and consent rights over specific matters.

• Investment Commitments: Nippon Steel has committed to investing $11 billion in U.S. operations by 2028, including initial spending on a greenfield project to be completed after 2028.

• Governance: U.S. Steel's headquarters will remain in Pittsburgh, and key leadership roles, including the CEO and CFO, will be held by U.S. citizens. A majority of the board of directors will also be U.S. citizens.

U.S. Steel, established in 1901, was once the largest company in the United States and a symbol of American industrial prowess. Over the decades, it faced significant challenges, including plant closures and declining global ranking. By the time of the acquisition, U.S. Steel was the smallest of the three major American steel producers and ranked 27th in global steel production.

Nippon Steel, founded in 1970 through the merger of Yawata Iron & Steel and Fuji Iron & Steel, is Japan's largest steel producer. The acquisition positions the combined entity as the world's fourth-largest steelmaker, enhancing Nippon Steel's presence in the U.S. market amid ongoing trade tensions.

The acquisition faced significant regulatory scrutiny. In January 2025, President Biden blocked the proposed transaction, citing national security concerns. Nippon Steel and U.S. Steel condemned the decision, arguing that the transaction would strengthen national security.

Upon taking office, President Trump ordered a new review of the deal in April 2025. The introduction of the "golden share" provision was a key factor in addressing national security concerns and securing approval.

The United Steelworkers (USW) union, representing U.S. Steel employees, opposed the acquisition. The union preferred a domestic buyer and expressed concerns about foreign ownership. Despite Nippon Steel's commitments, the USW remained vigilant about protecting its members' rights and benefits.

The acquisition is seen as a strategic move to modernize U.S. Steel's operations with Nippon Steel's advanced technology. It also provides Nippon Steel with access to the robust U.S. steel market, which has been strengthened by tariffs under both the Trump and Biden administrations.

However, the "golden share" provision has raised concerns among legal experts about its potential to deter future foreign investments in U.S. companies due to increased government control and oversight.

This acquisition reflects the delicate balance between safeguarding national security and encouraging foreign investment, setting a precedent for future foreign acquisitions in strategic industries.