Economy
Canadian Minister of Foreign Affairs Melanie Joly and Lourenco Goncalves, CEO of Stelco parent company Cleveland-Cliffs Andrej Ivanov | Getty Images + CBC News

‘A shocking admission’: Melanie Joly asks Competition Bureau to probe Stelco’s U.S. owner after CEO’s testimony

Two years after Ottawa approved Cleveland-Cliffs’s takeover of Stelco, Canada’s Industry Minister Mélanie Joly wants regulators to take a second look at why the deal was allowed to proceed in the first place.

The reason is what the CEO for the Ohio-based steelmaker has publicly said on more than one occasion — that he bought the Hamilton steelmaker partly to stop its steel from competing with his own in the U.S.

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The timing isn’t a coincidence. Joly’s letter asking for the review landed on the same day Ottawa’s 15-day deadline expired for Cleveland-Cliffs to address layoffs at Stelco. On Sept. 28, the company announced plans to lay off up to 500 workers at its mills in Hamilton and Nanticoke, Ontario. It cited U.S. tariffs, weak demand for Canadian steel and competition from imports. So far, the company and the union have confirmed 175 layoffs, all in Hamilton. Ottawa says the cuts break the job commitments Cleveland-Cliffs made to get the deal approved.

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Cleveland-Cliffs maintains it has kept its word. In late October, the company said a review with its legal counsel found Stelco in full compliance with all 34 of its undertakings to Ottawa. The company did not respond to requests for comment on Joly’s letter to the bureau.

That raises questions bigger than one mill, including how foreign takeovers are vetted, whether Canada’s competition watchdog can act after a deal closes and who pays when domestic supply shrinks.

Why is Joly calling in the Competition Bureau now?

On Nov. 6, Joly asked the Competition Bureau to look at Cleveland-Cliffs’ conduct since it bought Stelco in November 2024. In her letter, she wrote that the bureau “may wish to thoroughly examine” whether that conduct warrants enforcement action under the Competition Act.

Joly is referring to Cleveland-Cliffs CEO Lourenco Goncalves’ own words. In January 2026, he told the U.S. Congressional Steel Caucus that his company bought Stelco to block it from selling steel into the U.S. He made the same point during a late October interview on CBC’s Power & Politics, where he said he could no longer afford Stelco steel flooding the American market “to the detriment of my own company.”

Joly called the remarks “a shocking admission” for workers at Stelco’s mills in Hamilton and Nanticoke, Ontario.

That explanation is a sharp departure from how the deal was initially pitched, when Goncalves described Stelco as a cost-efficient, profit-oriented company. He also framed the purchase as a way to lower Cleveland-Cliffs’ cost structure.

The bureau reviewed the roughly $3.4-billion acquisition between August and October 2024 and issued a no-action letter. Joly is now calling for more scrutiny based on what she views as new evidence about the firm’s intent.

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Who’s right about steel prices?

In her letter to Competition Commissioner Jeanne Pratt, Joly said that Stelco pushed up steel prices by idling its Hamilton operations while demand was high. “Lower output means higher prices for Canadian manufacturers, which are inevitably passed down to consumers,” she said.

The company’s position is that the real problem is a waning market. In an Oct. 9 letter to Joly, Stelco president Paul Simon wrote that Stelco can’t keep making cold-rolled and coated steel without losses it can’t sustain. He argued that Canada’s trade protections are too weak to support two domestic producers of those products, Stelco and ArcelorMittal Dofasco, alongside foreign imports. Simon also argued that Ottawa’s offer of financial help wouldn’t fix the underlying lack of orders.

Can the Competition Bureau actually do anything?

Possibly, but two competition lawyers say it won’t be easy. The Competition Act lets the bureau challenge a merger that substantially lessens or prevents competition, but timing works against Ottawa here. Under section 97 of the Act, a merger that was notified to the bureau before closing can generally be challenged only within one year of the deal being substantially completed. The Stelco deal went through that review and closed Nov. 1, 2024. Joly’s letter instead focuses on the company’s conduct in the Canadian market. Some conduct provisions in the Act, such as the abuse-of-dominance rules, allow applications up to three years after the conduct ends.

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Proving harm in Canada is another hurdle. Mark Warner, a lawyer at the competition law firm MAAW Law, told the Financial Post that the bureau would need evidence of an effect on Canadian prices. Keeping Stelco steel out of the U.S. might make steel more expensive for American buyers, he said, but that alone wouldn’t support a case here.

Sandy Walker, a competition lawyer at Dentons, told the same outlet that the time elapsed since closing would make reopening the deal difficult. She added that reducing supply usually breaks competition law only when rivals coordinate to do it. Idling Hamilton was Cleveland-Cliffs’ decision alone.

Politically, the move has drawn fire. Conservative MP Michael Guglielmin wants Joly to file a formal lawsuit rather than write more letters. “Now she’s sending a fourth letter, shifting accountability to the competition commissioner,” he said.

Foreign takeovers on this scale are reviewed under the Investment Canada Act, which requires the buyer to show the deal is a net benefit to Canada. To win approval, Cleveland-Cliffs agreed to binding undertakings, including a five-year commitment to keep at least the same number of unionized workers and most non-unionized staff as when the deal closed.

Ottawa still has a separate legal avenue to explore. Under the Investment Canada Act, it says it could ask a court to enforce Cleveland-Cliffs’ job commitments, impose penalties of up to $10,000 a day or force a sale of Stelco.

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David Saric Associate editor

Writer and editor based in Toronto with experience in personal finance, insurance, arts and culture and branded content.

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