Nippon Steel to raise $3.9 billion in Japan's biggest convertible bond offer ever

BY Reuters | CORPORATE | 02/24/26 02:51 AM EST

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Nippon Steel's (NISTF) convertible bond offering largest in Japan's corporate history

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Seeks funds to refinance U.S. Steel takeover, to fund investments

(Updates as Nippon Steel (NISTF) increases bond offering amount)

By Katya Golubkova

TOKYO, Feb 24 (Reuters) - Nippon Steel (NISTF) has decided to ?increase its convertible bond offering to 600 ?billion yen ($3.85 billion), the biggest in Japan's corporate history, as it seeks to refinance its $15 billion takeover ?of U.S. Steel and fund business expansion.

The company said on Tuesday that ?it was raising the offering, planned in two equal tranches, ?by a total ?of 50 billion yen, based on investor demand and market conditions, as it seeks to invest 6 ?trillion yen over the next five ?years, including $11 billion in U.S. Steel, to fund growth.

The increase in the offer size came shortly after Nippon Steel (NISTF) announced ?plans in regulatory documents to raise ?275 billion yen ?each through the offering, maturing in 2029 and 2031, respectively, and bearing stock acquisition rights and zero coupon.

Reuters reported earlier this month on ?Nippon Steel's plans for a convertible bond sale, citing sources, as ?the company seeks funding to replace a bridge loan it took out to buy U.S. Steel.

"By choosing convertible bonds over an equity offering, the company aims to limit immediate shareholder dilution," Jefferies analysts said in a note, describing ?the planned ?bond operation as the largest ever by any Japanese ?company.

"The funding plan marks a turning point that enables Nippon Steel (NISTF) to focus ?on overseas-led growth while balancing financial discipline," they added.

This month, Nippon Steel (NISTF) widened its net loss forecast for the financial year to end-March to 70 billion yen due in part to a fire at a blast furnace and because of charges related to its acquisition of U.S. Steel.

Aside from the United States, Nippon Steel (NISTF) targets ?India and Thailand among its growth markets, and plans annual global crude steel production capacity to rise to at least 100 million metric tons by mid-2030s ?from 82 million now. ($1 = 155.8700 ?yen) (Reporting by Katya Golubkova; Editing by Tom Hogue, ?Andrei Khalip and Anil D'Silva)

In general the bond market is volatile, and fixed income securities carry interest rate risk. (As interest rates rise, bond prices usually fall, and vice versa. This effect is usually more pronounced for longer-term securities.) Fixed income securities also carry inflation risk and credit and default risks for both issuers and counterparties. Unlike individual bonds, most bond funds do not have a maturity date, so avoiding losses caused by price volatility by holding them until maturity is not possible.

Lower-quality debt securities generally offer higher yields, but also involve greater risk of default or price changes due to potential changes in the credit quality of the issuer. Any fixed income security sold or redeemed prior to maturity may be subject to loss.

Before investing, consider the funds' investment objectives, risks, charges, and expenses. Contact Fidelity for a prospectus or, if available, a summary prospectus containing this information. Read it carefully.

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