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Judge decides to continue lawsuit by U.S. Steel, Nippon against Cleveland-Cliffs

A U.S. Steel logo is seen on a water tower, May 2, 2019, at U.S. Steel's Edgar Thomson Works in Braddock, Pa. Associated Press File Photo

While the $14.9 billion merger between Japan-based Nippon Steel and U.S. Steel is in the rear view mirror, a battle in the legal system is gaining traction.

The fight stems from Cleveland-Cliffs’ attempt to purchase the over 100-year-old Pittsburgh-based steel producer.

A federal lawsuit was filed in January in which Nippon Steel and U.S. Steel allege Ohio-based Cleveland-Cliffs, its CEO and the president of the United Steelworkers International engaged in an anti-competitive conspiracy to prompt U.S. Steel to either merge with Cleveland-Cliffs “or be murdered,” according to court documents.

The suit claims leadership at Cliffs, which has a plant in Butler Township, and the United Steelworkers spearheaded an “unlawful campaign to monopolize critical steel markets,” destroy the plaintiffs ability to compete and cause them billions of dollars in damages.

As of now, the plaintiffs, which includes U.S. Steel and Nippon Steel, plan to move the case forward. However, the defendants, Cleveland-Cliffs, its CEO Lourenco Goncalves and David McCall, the president of the United Steelworkers International, are attempting to get the case dismissed.

A status conference was held on July 23 in federal court in Pittsburgh, when U.S. District Judge Marilyn Horan said some of the issues laid out in the original complaint are likely moot because of the merger.

Horan did not preclude U.S. Steel and Nippon from potentially filing an amended complaint seeking damages from Cleveland-Cliffs and the leadership of the steelworkers union.

In turn, Horan gave the plaintiffs 45 days to file a motion to amend, allowing the lawsuit to potentially move ahead.

During the status conference, Jonathan Moses, a lawyer for U.S. Steel, said the companies still plan to pursue their civil claims because their clients were harmed economically by the defendants.

Attempt to dismiss

The defendants have recently submitted two published news articles to the court that they believe explain why the complaint should be dismissed as moot.

The first article, which was published on July 7, 2025, by Nikkei Asia, includes an interview with Eiji Hashimoto, chairman of Nippon Steel, in which he discussed the closing of the U.S. Steel and Nippon deal, and Nippon’s plans to grow U.S. Steel.

Court documents point to a quote from Hashimoto in the article where he stated “in terms of competition, our biggest rival is Cliffs and that the new U.S. Steel is going to take away Cliffs’ market share.”

The second article was published by The Asahi Shimbun on July 17, 2025. In this article, Hashimoto discussed how Nippon Steel lobbied President Donald Trump’s administration to approve the deal by proposing a “golden” share rule, which enables the U.S. government to veto key management decisions of U.S. Steel.

Hashimoto also discussed plans to “expand its business” and “increase profits” in the United States following the closure of the merger by giving U.S. Steel access to its “cutting edge technologies” and investing money in U.S. Steel’s union and nonunionized mills.

According to court documents submitted by the defendants, the news articles and certain comments “make clear the plaintiffs’ claims are moot. Hashimoto has now openly admitted to doing the very thing plaintiffs accused Cliffs of in their complaint — using free speech to petition the government to close the transaction and using acquisitions to expand their market share.”

Nippon Steel Corporation's logo is displayed on a sign outside its headquarters in Tokyo on Nov. 26, 2021. Associated Press File Photo
How we got here

When the suit was originally filed, Nippon and U.S. Steel allege that a Cleveland-Cliffs deal with U.S. Steel would deepen Cliffs’ already established stranglehold on the United States steel industry.

The plaintiff’s argument points to Cleveland-Cliffs’ $2.8 billion purchase of Canadian steel maker Stelco in July 2024.

With the purchase of Stelco, Cleveland-Cliffs effectively controls as much as 79% of U.S. iron ore reserves and 70% of North American reserves.

The plaintiffs argue the Stelco deal supplies Cleveland-Cliffs with “a platform to interfere with U.S. Steel’s efforts to develop its direct reduced iron capabilities at its Minntac mine,” located in Minnesota.

The suit claims Cleveland-Cliffs admitted that its Stelco acquisition was designed to protect and strengthen its market power, with Cliffs’ senior vice president of finance Paul Finan saying during a meeting with investors Sept. 5 that “this industry needs consolidation.”

In August 2023, the plaintiffs allege USW leadership wrote a letter to U.S. Steel saying the union would “unequivocally endorse” Cleveland-Cliffs’ bid and “not endorse anyone other than Cliffs” in a bid for U.S. Steel.

In the months that followed, the plaintiffs allege Cleveland-Cliffs and the USW used various intimidation tactics to force U.S. Steel into the deal, claiming the USW would veto any other company’s deal with U.S. Steel.

During the same time, Nippon Steel was also interested in buying U.S. Steel and offered a deal at $55 per share, all cash, with the goal to acquire the company through its American subsidiary, Nippon Steel North America, the suit details.

In 2023, Cleveland-Cliffs offered $7 billion to buy U.S. Steel, but the company rejected the bid. It later accepted Nippon’s all-cash offer — although the Biden administration blocked the sale in January.

Then, in May 2025, Trump gave the merger his approval subject to a number of provisions, including that the federal government can block Nippon from reducing pledged capital investment, transferring jobs from the country, acquiring competing businesses or closing existing facilities.

U.S. Steel and Nippon Steel announced June 18 that they have finalized their partnership. The deal aims to create more than 100,000 jobs through investments by Nippon in steel making efforts within the United States.

The partnership ensures U.S. Steel will retain its name and headquarters in Pittsburgh and will continue to mine, melt and make steel in the United States.

According to the agreement, Nippon Steel has agreed to make about $11 billion in new investments in U.S. Steel by 2028, which includes an initial investment in a greenfield project that will be completed after 2028.

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