Kaptan Demir Celik Endustrisi Ve Ticaret A.S. v. United States

Case: 25-1559 Document: 67 Page: 1 Filed: 11/13/2026 United States Court of Appeals for the Federal Circuit ______________________ KAPTAN DEMIR CELIK ENDUSTRISI VE TICARET A.S., Plaintiff-Appellant ICDAS CELIK ENERJI TERSANE VE ULASIM SANAYI, A.S., Plaintiff v. UNITED STATES, REBAR TRADE ACTION COALITION, Defendants-Appellees ______________________ 2025-1559 ______________________ Appeal from the United States Court of International Trade in No. 1:24-cv-00018-JAR, Senior Judge Jane A. Re- stani. ______________________ Decided: November 13, 2026 ______________________ DANIEL L. DELNERO, BGD Legal & Consulting LLC, At- lanta, GA, argued for plaintiff-appellant. Also represented by ALLEN W. YEE. AUGUSTUS GOLDEN, Commercial Litigation Branch, Case: 25-1559 Document: 67 Page: 2 Filed: 11/13/2026 2 KAPTAN DEMIR CELIK ENDUSTRISI VE TICARET A.S. v. US Civil Division, United States Department of Justice, Wash- ington, DC, argued for defendant-appellee United States. Also represented by PATRICIA M. MCCARTHY, BRETT SHUMATE, FRANKLIN E. WHITE, JR.; CHARLIE CHUNG, IAN ANDREW MCINERNEY, United States Department of Com- merce, Washington, DC. MAUREEN E. THORSON, Wiley Rein, LLP, Washington, DC, argued for defendant-appellee Rebar Trade Action Co- alition. Also represented by JEFFREY OWEN FRANK, STEPHEN MORRISON, ALAN H. PRICE, JOHN R. SHANE. ______________________ Before STOLL and STARK, Circuit Judges, and BARKER, District Judge. 1 STARK, Circuit Judge. Kaptan Demir Celik Endustrisi ve Ticaret A.S. (“Kaptan”) appeals a judgment of the U.S. Court of Inter- national Trade (“Trade Court”) upholding the Department of Commerce’s (“Commerce”) use of Kaptan’s invoice date as the “date of sale” for purposes of calculating an anti- dumping duty rate. We affirm. I A Under the Tariff Act of 1930, 19 U.S.C. § 1202 et seq., Commerce may impose antidumping duties when it deter- mines that a class or kind of foreign merchandise is, or is likely to be, sold in the United States at less than “normal value,” and that such a sale materially injures or threatens material injury to domestic industry. See 19 U.S.C. 1 Honorable J. Campbell Barker, District Judge, United States District Court for the Eastern District of Texas, sitting by designation. Case: 25-1559 Document: 67 Page: 3 Filed: 11/13/2026 KAPTAN DEMIR CELIK ENDUSTRISI VE TICARET A.S. v. US 3 §§ 1673, 1677b. “Normal value” is the price of the goods in the home market (from which they are exported) at a “time reasonably corresponding to the time of sale used to deter- mine the export price.” 19 U.S.C. § 1677b(a)(1)(A). Deter- mining the “time of sale,” therefore, is a necessary step in assessing antidumping duties. A Commerce regulation, 19 C.F.R. § 351.401(i), imple- ments this statutory provision by treating the “time of sale” as the “date of sale” and describing how to determine the date of sale. Specifically, § 351.401(i) directs: In identifying the date of sale of the subject mer- chandise or foreign like product, the Secretary nor- mally will use the date of invoice, as recorded in the exporter or producer’s records kept in the ordinary course of business. However, the Secretary may use a date other than the date of invoice if the Sec- retary is satisfied that a different date better re- flects the date on which the exporter or producer establishes the material terms of sale. In adopting § 351.401(i), Commerce set out a starting point for determining the date of sale – “normally . . . the date of invoice” – which was derived from the agency’s observation that “price and quantity are often subject to continued ne- gotiation between the buyer and seller until a sale is in- voiced.” Antidumping Duties; Countervailing Duties, 62 Fed. Reg. 27296, 27348-49 (May 19, 1997). 2 2 The same concepts embedded in § 351.401(i) also appear in the Statement of Administrative Action (“SAA”), which states that the “time of sale” is the “date when the material terms of sale are established.” Uruguay Round Agreements Act, Statement of Administrative Action, H.R. Rep. No. 103-316, vol. 1, at 810 (1994), reprinted in 1994 U.S.C.C.A.N. 4153; see also 19 U.S.C. § 3512(d) (designat- ing SAA as “authoritative expression by the United States Case: 25-1559 Document: 67 Page: 4 Filed: 11/13/2026 4 KAPTAN DEMIR CELIK ENDUSTRISI VE TICARET A.S. v. US B In 2017, Commerce began investigating whether im- ports of steel concrete reinforcing bar, known more com- monly as “rebar,” from the Republic of Turkey, were sold in the U.S. at less than normal value. See Steel Concrete Re- inforcing Bar From the Republic of Turkey and Japan: Amended Final Affirmative Antidumping Duty Determina- tion for the Republic of Turkey and Antidumping Duty Or- ders, 82 Fed. Reg. 32532 (Dep’t Com. July 14, 2017). On July 14, 2017, Commerce concluded its investigation and imposed antidumping duties on imports of rebar from Tur- key. See id. at 32532-33. Pursuant to 19 U.S.C. § 1675(c), this order is subject to an administrative review every five years. Accordingly, in 2022, Commerce undertook an administrative review, which ultimately involved review of Kaptan and six other Turkish rebar producers. The Period of Review (“POR”) was July 1, 2021, to June 30, 2022. Commerce designated Kaptan a mandatory respond- ent, which required Kaptan to respond to several question- naires and produce certain documents. As part of its response, Kaptan reported that during the POR, Turkey was undergoing hyperinflation, experiencing an annual- ized inflation rate of more than 25 percent for multiple months. On August 1, 2023, Commerce issued the preliminary results of its administrative review. Consistent with § 351.401(i), Commerce used Kaptan’s invoice date as the date of sale. Doing so, Commerce found that Kaptan had made sales of rebar to the U.S. at prices below normal value and, consequently, assigned Kaptan a preliminary dump- ing margin of 29.30%. See Steel Concrete Reinforcing Bar concerning the interpretation and application of the Uru- guay Round Agreements and this Act”). Case: 25-1559 Document: 67 Page: 5 Filed: 11/13/2026 KAPTAN DEMIR CELIK ENDUSTRISI VE TICARET A.S. v. US 5 From the Republic of Turkey: Preliminary Results of Anti- dumping Duty Administrative Review; 2021-2022, 88 Fed. Reg. 50100, 50101 (Dep’t Com. Aug. 1, 2023). On August 31, 2023, Kaptan filed a case brief with Commerce, arguing that the agency should have used the contract date as the date of sale, and should not have used the invoice date for this purpose. Emphasizing that hyper- inflation occurred during the POR, Kaptan asserted that prices in Turkey had rapidly increased between the con- tract date – when Kaptan had purportedly negotiated the material terms of sale with its U.S. counterparts – and the later invoice date, when Kaptan delivered specific quanti- ties of rebar to the U.S. Kaptan further explained that there had been no material changes to its contracts be- tween the contract date and invoice date; it also pointed to an internal board resolution it had in place during the POR, which barred changes to contractually agreed-upon prices or quantities without the board’s approval. Commerce issued an Issues and Decision Memoran- dum containing its final results on December 20, 2023. See J.A. 204-17. It was not persuaded by Kaptan’s arguments and continued to use the invoice date as the date of sale. See Steel Concrete Reinforcing Bar From the Republic of Turkey: Final Results of the Antidumping Duty Adminis- trative Review, 2021-2022, 88 Fed. Reg. 89663, 89663 (Dep’t Com. Dec. 28, 2023). Commerce assigned Kaptan a final antidumping duty rate of 25.86%. C Kaptan then filed suit against Commerce in the Trade Court. It challenged Commerce’s authority to adopt § 351.401(i) and contended that, even under that regula- tion, it had rebutted the presumption that its invoice date was the date of sale, by proving that the material terms of its rebar sales had been established by the date of the con- tract. Commerce defended its decisions in the Trade Court. Case: 25-1559 Document: 67 Page: 6 Filed: 11/13/2026 6 KAPTAN DEMIR CELIK ENDUSTRISI VE TICARET A.S. v. US The Rebar Trade Action Coalition intervened to support Commerce as well. The Trade Court sustained Commerce’s dumping rate. It determined that substantial evidence supported Com- merce’s use of the invoice date as Kaptan’s date of sale and further supported the agency’s rejection of Kaptan’s re- quest that it use the contract date instead. The Trade Court decided it need not resolve whether Commerce had authority to adopt § 351.401(i), given that there was no dis- pute between the parties about the “ambiguity or meaning of the statute” the regulation was implementing. J.A. 9 n.4. Accordingly, the Trade Court granted the govern- ment’s motion for judgment based on the agency record. Kaptan timely appealed. We have jurisdiction under 28 U.S.C. § 1295(a)(5). II We review the Trade Court’s interpretation of the Tar- iff Act de novo. See Guajarat Fluorochems. Ltd. v. United States, 153 F.4th 1376, 1381 (Fed. Cir. 2025) (“Questions of regulatory interpretation we review de novo.”). We also re- view the Trade Court’s grant or denial of judgment on the agency record de novo, using “the same standard of review applied by the Court of International Trade.” Nucor Corp. v. United States, 927 F.3d 1243, 1248 (Fed. Cir. 2019). Therefore, we may only reverse Commerce’s use of Kaptan’s invoice date as the date of sale if the decision to use the invoice date is “unsupported by substantial evi- dence on the record, or otherwise not in accordance with law.” 19 U.S.C. § 1516a(b)(1)(B)(i). “Substantial evidence” is “such relevant evidence as a reasonable mind might ac- cept as adequate to support a conclusion.” Ta Chen Stain- less Steel Pipe, Inc. v. United States, 298 F.3d 1330, 1335 (Fed. Cir. 2002) (internal quotation marks omitted).(a Case: 25-1559 Document: 67 Page: 7 Filed: 11/13/2026 KAPTAN DEMIR CELIK ENDUSTRISI VE TICARET A.S. v. US 7 III Kaptan makes two principal arguments on appeal. First, it argues that Commerce exceeded its statutory au- thority under the Tariff Act by adopting a regulatory pre- sumption that the date of sale is the invoice date. Second, it contends that Commerce’s use of the invoice date in this case is not supported by substantial evidence. A Kaptan’s efforts to manufacture an issue of statutory interpretation fail. As the Trade Court correctly noted, the parties do not actually have any disagreement over the meaning of any statutory term. To the contrary, both Kaptan and Commerce agree that “time of sale” means the date on which the material terms of the transaction are es- tablished, just as Commerce has defined it in 19 C.F.R. § 351.401(i). Compare Open. Br. at 20 (“Kaptan and Com- merce stipulated below that the ‘time of sale’ is the date on which there is a meeting of the minds as to the material terms of sale.”), with Defendant-Appellee Resp. Br. at 26 (“All parties to this appeal, including Kaptan, agree on the definition of the term ‘date of sale’ – the ‘date on which the material terms of sale are established’.”) (internal citation omitted). Nor does Kaptan argue that any term in the stat- ute is ambiguous. Hence, there is no need for us to engage in statutory interpretation or apply the Supreme Court’s teachings in Loper Bright Enterprises v. Raimondo, 603 U.S. 369 (2024). On appeal, Kaptan asserts that while it does not quar- rel with the meaning of the statutory term “time of sale,” or with that of the regulatory term “date of sale,” the issue it means to press is whether, under Loper Bright, § 351.401(i)’s “rebuttable presumption in favor of the in- voice date” exceeds the agency’s “gap-filling” authority be- cause it fails to rest on the “best meaning” of the statute. Open. Br. at 18-19. “The issue,” Kaptan insists, “is that Commerce’s invoice-date presumption rule is inconsistent Case: 25-1559 Document: 67 Page: 8 Filed: 11/13/2026 8 KAPTAN DEMIR CELIK ENDUSTRISI VE TICARET A.S. v. US with the statute and cannot survive without the agency deference that was specifically rejected by the Supreme Court in Loper.” Id. at 18. Kaptan’s contention does not actually require us to ap- ply Loper Bright. No statutory ambiguity is presented here. Because the parties agree that “date of sale” means the date on which the material terms are established, we are not called upon to decide the “best meaning” of a dis- puted statutory term. At most, Kaptan invites us to review Commerce’s interpretation of its own regulation, a task “distinct from those raised in connection with judicial def- erence to agency interpretations of statutes enacted by Congress.” Kisor v. Wilkie, 588 U.S. 558, 591 (2019) (Rob- erts, C.J., concurring in part). And since Kaptan does not address Kisor or brief any challenge to Commerce’s under- standing of its own regulation, it has forfeited any argu- ment that we should not defer to Commerce’s interpretation of § 351.401. Kaptan insists that Loper Bright applies for another reason. In its view, the Tariff Act is silent as to the mean- ing of “time of sale,” and Commerce’s regulation “fills up the details” arising from that silence with a presumption in favor of using the invoice date. Even if we accept, for the sake of argument, that this contention is properly before us – notwithstanding the fact that Kaptan never argued to the Trade Court that § 351.401 constitutes impermissible gap filling under Loper Bright – we do not see any Loper Bright violation here. As an initial matter, § 351.401 does not use the word “presumption.” Although the Trade Court and Commerce describe the regulation as creating a presumption, we do not view it as such. Rather, we agree with the Rebar Trade Action Coalition’s characterization of the regulation as a starting point. That is, “normally” the invoice date will be the date when the material terms of the sale transaction are established, but sometimes the necessarily fact-bound Case: 25-1559 Document: 67 Page: 9 Filed: 11/13/2026 KAPTAN DEMIR CELIK ENDUSTRISI VE TICARET A.S. v. US 9 and case-specific inquiry required will reveal that some other date “better reflects” when those material terms were set. The regulation does not impose any additional burden of production on a mandatory respondent, who will have already produced documents and responses in the investi- gation. At oral argument, counsel for Kaptan conceded that if we view the regulation as establishing only a starting point, and not imposing a presumption, he has no argu- ment that the regulation exceeds Commerce’s authority to adopt. See Oral Arg. at 37:00-:10. That is precisely our conclusion. Further, it is well-settled that Congress delegated sub- stantial authority to Commerce to issue implementing reg- ulations on Tariff Act matters such as how to assess a date of sale. See Archroma U.S., Inc. v. Dep’t of Com., 185 F.4th 1341, 1348 (Fed. Cir. 2026) (“Our conclusion that the Tariff Act provides Commerce ‘fill up the details’ authority is based on the statutory provision authorizing ‘appropriate officers of the United States Government’ to ‘issue such regulations[ ] as may be necessary to ensure that any pro- vision of [the Tariff] Act . . . is appropriately imple- mented.’”) (citing 19 U.S.C. § 3513(a)(2)) (alterations and emphasis in original); see also Allied Tube and Conduit Corp. v. United States, 127 F. Supp.2d 207, 218-19 (Ct. Int’l Tr. 2000) (finding, pre-Loper Bright, that § 351.401 is rea- sonable, permissible agency interpretation of statutory ob- ligation). Even if all this were not true, Kaptan has also failed to identify any inconsistency between Commerce’s statutory obligation, which in the end is to calculate antidumping du- ties accurately, see, e.g., Tau-Ken Temir LLP v. United States, 147 F.4th 1363, 1373-74 (Fed. Cir. 2025) (holding that purpose of antidumping statute is “determining mar- gins as accurately as possible”) (internal quotation marks omitted), and the regulation, which, we reiterate, sets out Case: 25-1559 Document: 67 Page: 10 Filed: 11/13/2026 10 KAPTAN DEMIR CELIK ENDUSTRISI VE TICARET A.S. v. US a starting point (the invoice date) and then directs Com- merce to use a different date if it “better reflects” the real- ities of the situation. Kaptan’s repeated refrain that invoices are “document[s] created by a single party,” while contracts are “executed by the buyer and seller and set[] forth the terms of the agreement,” Open. Br. at 20, does not show that the material terms of a sale are necessarily es- tablished as of the contract date. For at least these reasons, Kaptan has not shown any error by the Trade Court in relation to Loper Bright. B We turn now to Commerce’s application of 19 C.F.R. § 351.401(i) to the facts of this case. Commerce found that the appropriate date of sale was Kaptan’s invoice date. Kaptan argues that Commerce should have, instead, used the contract date. Like the Trade Court, we conclude that substantial evidence supports Commerce’s decision to use the invoice date. As Commerce observed, Kaptan’s own responses to the agency’s questionnaires acknowledged that its contract terms permitted changes to material terms after the con- tract date. In particular, according to Kaptan itself, during the POR the parties to Kaptan’s U.S. sales could amend the shipment date, size breakdown, 3 and quantity of goods in- volved in a transaction until the date the goods were shipped or invoiced. J.A. 467 (“For U.S. sales, the parties may amend the latest shipment date, size breakdown, and, to a lesser extent, quantity until the goods are shipped/in- voiced.”). 3 Commerce’s memorandum describing its final re- sults describe “size breakdowns” as “the specific price and quantity for each unique rebar product.” J.A. 213. Case: 25-1559 Document: 67 Page: 11 Filed: 11/13/2026 KAPTAN DEMIR CELIK ENDUSTRISI VE TICARET A.S. v. US 11 On appeal, Kaptan insists that Commerce erred by re- lying on its questionnaire responses, due to purported in- accuracies in them. We are not persuaded. Like the Trade Court, we find it noteworthy that at no point during the investigation did Kaptan clarify its supposedly incomplete or inaccurate questionnaire responses, rendering it en- tirely reasonable for Commerce to rely on the responses Kaptan actually provided. J.A. 12-13 (“Even if the court were to accept Kaptan’s contention that the response was either improperly included or was merely an imprecise in- itial response that was clarified by the later questionnaire responses, Kaptan has cited no evidence of record that it explicitly alerted Commerce to such a mistake.”). Kaptan’s questionnaire responses are, self-evidently, strong evi- dence that the material terms of its sales were not estab- lished at the contract date. As Commerce also noted, the contracts Kaptan submit- ted to Commerce appear to lack complete information about the size breakdown of the rebar Kaptan was to sup- ply. Kaptan provided two versions of contracts in connec- tion with its responses to the questionnaires. In one version, one page of the contract indicated that the size breakdown would be provided on a date after the date that contract was executed, but also attached a size breakdown. The second version of this same contract indicated that the size breakdown is attached; and some size breakdown is, indeed, attached to this version. As there was no way to be sure that the first contract was merely a draft and the sec- ond contract was the only one that was executed, Com- merce reasonably found from this indeterminate evidence that Kaptan’s contracts contemplated “providing the size breakdown after the contract date,” which meant that not all material terms were “established” as of the contract date. J.A. 209. In short, the totality of the record evidence was suffi- cient to persuade a reasonable mind that the material terms of Kaptan’s sales, including the size breakdown of Case: 25-1559 Document: 67 Page: 12 Filed: 11/13/2026 12 KAPTAN DEMIR CELIK ENDUSTRISI VE TICARET A.S. v. US the rebar it would supply to its U.S. counterparties, were not established at the contract date and were not settled until the invoice date. Kaptan fails to demonstrate that Commerce’s findings lack substantial evidence. Instead, it mostly quarrels with Commerce’s evaluation of Kaptan’s questionnaire re- sponses, its assessment of the contracts and whether they are mere drafts, and the import of the apparent fact that none of the contracts during the POR were actually amended (even though, by their own terms, it would have been permissible to amend them, as we have discussed above). Even assuming the record could be viewed as sup- porting Kaptan’s contentions, this would not undermine the reasonableness of Commerce’s contrary findings. See SolarWorld Ams., Inc. v. United States, 910 F.3d 1216, 1222 (Fed. Cir. 2018) (“Commerce’s finding may still be supported by substantial evidence even if two inconsistent conclusions can be drawn from the evidence.”) (internal quotation marks omitted). Nor do Kaptan’s passing references to its internal board resolution, which seems to have mandated board ap- proval of any change in material terms after the date of contract, make Commerce’s findings unreasonable. View- ing the internal board resolution in light of the entire rec- ord, Commerce reasonably determined that it did not warrant treating the contract date as the date of sale. Finally, Kaptan makes a policy argument, urging us to eliminate the unfairness of it being “punished” – by having to pay approximately $20 million more in antidumping du- ties – by honoring contract terms it agreed to with U.S. im- porters before Turkey experienced hyperinflation, drastically driving up Kaptan’s costs and the apparent “normal value” price of rebar in Turkey. Whatever the merit of Kaptan’s complaint, a matter we do not reach, we are not permitted to impose our own policy preferences on Case: 25-1559 Document: 67 Page: 13 Filed: 11/13/2026 KAPTAN DEMIR CELIK ENDUSTRISI VE TICARET A.S. v. US 13 an agency whose actions are supported by substantial evi- dence and are not otherwise inconsistent with the law. See Ohio v. Env. Prot. Agency, 603 U.S. 279, 292 (2024) (“[A] court may not substitute its judgment for that of the agency.”) (internal quotation marks omitted). Therefore, substantial evidence supports Commerce’s decision to use Kaptan’s invoice date as the date of sale. Kaptan makes no argument that the antidumping duty Commerce calculated based on the invoice date otherwise contains error. Hence, our resolution of the date of sale issue compels us to affirm the judgment of the Trade Court. IV We have considered Kaptan’s remaining arguments and find they lack merit. Accordingly, for the reasons given above, we affirm the judgment of the Trade Court. AFFIRMED COSTS Each party to bear its own costs.