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Greenberg Traurig Advises Trasteel Holding S.A., a European Leader in Steel Trading and Processing, on the Execution of a Business Combination Agreement with Sizzle Acquisition Corp. II

NEW YORK – April 16, 2026 – Global law firm Greenberg Traurig, LLP advised Trasteel Holding S.A. (“Trasteel”), a European leader in steel trading and processing headquartered in Lugano, Switzerland, and Luxembourg, on the execution of a definitive business combination agreement with Sizzle Acquisition Corp. II (Nasdaq: SZZL) (“Sizzle”), to form a new global steel trading and industrial public holding company (“Pubco”). Upon closing of the business combination, subject to approval by Trasteel and Sizzle II shareholders and satisfaction of other customary closing conditions, Trasteel and Sizzle II intend to list Pubco on the Nasdaq Stock Market, under the symbol “TSTL,” with each of Trasteel and Sizzle II becoming wholly owned subsidiaries of Pubco. The closing is expected to occur by the end of 2026.

Trasteel was formed in 2009 and is currently owned by Giuseppe Mannina, Fratelli Cosulich Spa and Gianfranco Imperato. Over the past 17 years, Trasteel has evolved from a pure steel trading business into a dual business model combining trading operations (approximately 50% of sales) covering all the needs of the steel supply chain, including energy, with industrial steel transformation (approximately 50% of sales). Trasteel operates in over 60 countries around the world across the steel value chain through steel and raw materials trading, steel-related consumables trading, non-ferrous trading, energy trading, and industrial transformation. It also trades alumina, silicon carbide, graphite, cassiterite, bauxite, copper, zinc, nickel, chromium, titanium, and tin. Trasteel’s industrial division owns a portfolio of 13 factories in six countries, and Trasteel sells to over 4,000 customers worldwide. Trasteel intends to use the proceeds from the business combination for accretive strategic acquisitions and investments, working capital, and other general corporate purposes.

The transaction consideration in the business combination, in the form of newly-issued Pubco shares, is based on a pre-money equity value of Trasteel of $800 million. The implied pro forma enterprise value of the combined company upon the closing of the business combination is anticipated to be approximately $1.3 billion (assuming no redemptions by public shareholders of Sizzle II, based on estimated shares outstanding — including converted rights — immediately after the closing at $10 per share and taking into account estimated net debt of the combined company of approximately $184 million). Existing shareholders of Trasteel will roll 100% of their equity into Pubco.

GT Team: The multi-office GT team was led by Alan I. Annex, vice chair of the firm and senior chair of the firm’s Global Corporate Practice in Miami, Corporate Shareholders Adam S. Namoury in New York and Michael J. Minahan in Boston, and Corporate Associates Dario Ciapponi and Yoojin Lee in New York.

Other GT team members included Shareholders James Maynor in the Tax Practice in Amsterdam, Stephen M. Pepper in the Antitrust Litigation & Competition Regulation Practice in New York, David M. Greenberg in the Intellectual Property & Technology Practice in New York, Keshia M. Tiemann in the Labor & Employment Practice in Atlanta, August Huelle in the Tax Practice in New York, Giuliano Apadula in the Environmental Practice in Philadelphia, and David Edington in the Real Estate Practice in Las Vegas. The team also included Of Counsels Justin Allsop in the Real Estate Practice in Las Vegas, Tzy-Ying (Sandy) Chiu in the Intellectual Property & Technology Practice in New York, and Rebecca Tracy Rotem in the Antitrust Litigation & Corporate Regulation Practice in Washington, D.C. Associates on the team were Julie P. Dostal in the Environmental Practice in Philadelphia, Spencer Cercone in the Corporate Practice in New York, and Law Clerk/JDs May Dahan Estrin in the Corporate Practice in Boston, and Anayo Umeh in the Corporate Practice in New York.

Link to press release: Trasteel Holding S.A., a European Leader in Steel Trading and Processing, Agrees to Go Public Through a Business Combination with Sizzle Acquisition Corp. II.