v3.26.1
Contingent Liabilities and Commitments
12 Months Ended
May 31, 2026
Commitments and Contingencies Disclosure [Abstract]  
Contingent Liabilities and Commitments

Note 7 – Contingent Liabilities and Commitments

Contingent Liabilities

The Company accrues for loss contingencies when losses are probable and reasonably estimable. Otherwise, the Company discloses the matter if there is a reasonable possibility that a loss may have occurred.

The Company is a defendant in certain legal proceedings that are incidental to its business. In the opinion of management, the outcome of these legal proceedings, which is not clearly determinable at the present time, individually and in the aggregate, would not have a material adverse effect on the Company, its consolidated and combined financial position, future results of operations or cash flows. The Company has recorded a liability, as necessary, to provide for the anticipated costs, including legal defense costs, associated with the resolution of these legal proceedings. However, the possibility exists that the costs to resolve these legal proceedings could differ materially from the recorded estimates and, therefore, could have a material effect on the Company, its consolidated and combined financial position, future results of operations or cash flows for the periods in which they are resolved. For matters for which a loss or additional loss is reasonably possible, the Company cannot reasonably estimate the possible loss or range of loss in excess of amounts accrued, if any.

 

The Company is currently involved in a dispute relating to the import of steel across international borders. Based on currently available information, the Company believes a loss is not probable and therefore has not recorded a reserve. The Company estimates that a reasonably possible loss could range from $2.0 million to $4.0 million. The Company will continue to monitor the dispute and will record a reserve if a loss becomes probable and reasonably estimable.

Commitments

In February 2026, the Bidder entered into a binding agreement with a single Kloeckner shareholder to purchase one million Kloeckner shares at €11.00 per share. The agreement required delivery of these Kloeckner shares at closing of the binding agreement. No voting or economic rights are transferred until closing. As of May 31, 2026, the agreement remained executory; therefore, no asset or liability was recorded. The total contractual purchase price under the agreement is €11.0 million ($12.8 million as of May 31, 2026). On June 15, 2026, the acquisition of the one million Kloeckner shares was completed in accordance with the binding agreement for approximately $12.7 million. For additional information, see “Note 2 – Acquisitions” and “Note 21 – Subsequent Events”.