{"filing":{"accession_number":"0001193125-26-253821","cik":"0001968487","ticker":"WS","company_name":"Worthington Steel, Inc.","form":"8-K","filing_date":"2026-06-02","report_date":null,"primary_document":"d435492d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1968487/000119312526253821/d435492d8k.htm"},"events":[{"id":10417,"run_id":9135,"accession_number":"0001193125-26-253821","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"summary":"Worthington Steel entered into material definitive agreements for $700 million in senior secured notes and a $700 million term loan facility to finance the Klöckner Acquisition, with a special mandatory redemption provision tied to acquisition completion by March 12, 2027.","company_name":"Worthington Steel, Inc.","ticker":"WS","filing_date":"2026-06-02","form":"8-K","submitted_at":null,"items":[{"id":6726,"accession_number":"0001193125-26-253821","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses entry into material definitive agreements—a $700 million senior secured notes indenture and a $700 million term loan facility—both explicitly stated to fund the \"Klöckner Acquisition.\" The special mandatory redemption provision tied to the acquisition's completion by March 12, 2027 further confirms this is financing for a material M\u0026A transaction. While Item 1.01 technically covers the debt agreements themselves, the substance of the disclosure centers on financing for the acquisition, making ma_activity the most salient classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T00:20:05.949917+00:00","company_name":"","ticker":null,"filing_date":""},{"id":6727,"accession_number":"0001193125-26-253821","item_number":"2.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 2.03 discloses creation of a direct financial obligation, but the actual substance is incorporated by reference from Item 1.01. Without access to Item 1.01's content, the specific event type cannot be determined with confidence. Item 1.01 typically covers M\u0026A activity, but could also involve debt issuance, lease arrangements, or other financial obligations. Marked as material given the Item 2.03 disclosure requirement, but confidence is low due to missing context.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T00:20:05.949917+00:00","company_name":"","ticker":null,"filing_date":""},{"id":6728,"accession_number":"0001193125-26-253821","item_number":"8.01","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The disclosure announces pricing of a \"Note Offering\" via press release on May 28, 2026, filed under Item 8.01 (Other Events). This appears to be a debt issuance, which is material to investors as it affects the company's capital structure and financial obligations. However, the brief description lacks detail on terms, amount, or use of proceeds, making it difficult to distinguish from routine financing announcements. The event is material but does not fit neatly into the more specific taxonomy categories (e.g., dilutive_issuance applies to equity, not debt).","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T00:20:05.949917+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":6726,"accession_number":"0001193125-26-253821","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses entry into material definitive agreements—a $700 million senior secured notes indenture and a $700 million term loan facility—both explicitly stated to fund the \"Klöckner Acquisition.\" The special mandatory redemption provision tied to the acquisition's completion by March 12, 2027 further confirms this is financing for a material M\u0026A transaction. While Item 1.01 technically covers the debt agreements themselves, the substance of the disclosure centers on financing for the acquisition, making ma_activity the most salient classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T00:20:05.949917+00:00","company_name":"Worthington Steel, Inc.","ticker":"WS","filing_date":"2026-06-02"},{"id":6727,"accession_number":"0001193125-26-253821","item_number":"2.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 2.03 discloses creation of a direct financial obligation, but the actual substance is incorporated by reference from Item 1.01. Without access to Item 1.01's content, the specific event type cannot be determined with confidence. Item 1.01 typically covers M\u0026A activity, but could also involve debt issuance, lease arrangements, or other financial obligations. Marked as material given the Item 2.03 disclosure requirement, but confidence is low due to missing context.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T00:20:05.949917+00:00","company_name":"Worthington Steel, Inc.","ticker":"WS","filing_date":"2026-06-02"},{"id":6728,"accession_number":"0001193125-26-253821","item_number":"8.01","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The disclosure announces pricing of a \"Note Offering\" via press release on May 28, 2026, filed under Item 8.01 (Other Events). This appears to be a debt issuance, which is material to investors as it affects the company's capital structure and financial obligations. However, the brief description lacks detail on terms, amount, or use of proceeds, making it difficult to distinguish from routine financing announcements. The event is material but does not fit neatly into the more specific taxonomy categories (e.g., dilutive_issuance applies to equity, not debt).","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T00:20:05.949917+00:00","company_name":"Worthington Steel, Inc.","ticker":"WS","filing_date":"2026-06-02"}]}
