WHEELING, W.Va., Aug. 17 /PRNewswire-FirstCall/ -- Wheeling-Pittsburgh
Corporation (Nasdaq: WPSC), the holding company of Wheeling-Pittsburgh
Steel Corporation, confirmed today that it has reached an agreement in
principle with its lead banks on the terms of a $350 million revolving
credit facility to replace its current $225 million facility, and a new
$135 million term loan to replace its existing government guaranteed term
loan. Wheeling-Pittsburgh expects to close on the new credit facilities
prior to its pending combination with Esmark Incorporated.
Wheeling-Pittsburgh's intention to refinance and the receipt of a proposal
from its lead banks were announced during the Company's August 10, 2007
second quarter earnings call.
James P. Bouchard, Chairman and CEO of Wheeling-Pitt stated, "Upon
completion, this interim financing package would enhance the Company's near
term liquidity by allowing greater access to the Company's working capital
collateral and would eliminate the financial covenant contained in the
existing term loan. This agreement in principle represents an important
next step to facilitate the merger with Esmark. Many people have
contributed over the years to this great Company, and we wish to thank the
Emergency Steel Loan Guarantee Board and Senators Rockefeller and Byrd.
They saved this company in 2003. We also want to thank Governors Manchin
and Strickland, Leo Girard and the United Steelworkers. Their unflagging
support has provided the path forward to accomplish the planned combination
of Wheeling-Pittsburgh and Esmark."
Details of the financings are being finalized and are subject to change
until final documentation is executed and customary closing conditions.
Forward-Looking Statements Cautionary Notice
This press release contains forward-looking statements, as defined in
the Private Securities Litigation Reform Act of 1995, relating to the
proposed refinancing of certain indebtedness. These forward-looking
statements are based on current expectations and assumptions that are
subject to risks and uncertainties that could cause actual results to
differ materially. These risks and uncertainties include, among others,
factors relating to (i) uncertainties concerning the ability of the parties
to enter into definitive agreements on mutually acceptable terms, (ii) the
risk that the conditions to closing under such credit facilities may not be
satisfied, and (iii) other risks identified in "Item 1A Risk Factors"
section of Wheeling-Pittsburgh's Annual Report on Form 10-K for the year
ended December 31, 2006 and other reports and filings with the Securities
and Exchange Commission. In addition, any forward-looking statements
represent Wheeling-Pittsburgh's views only as of today and should not be
relied upon as representing its views as of any subsequent dates. While
Wheeling-Pittsburgh may elect to update forward- looking statements from
time to time, it specifically disclaims any obligation to do so.
In connection with the proposed business combination of Wheeling-
Pittsburgh Corporation ("Wheeling-Pitt") and Esmark Incorporated
("Esmark"), Clayton Acquisition Corporation ("New Esmark") has filed with
the SEC a registration statement on Form S-4 and related preliminary proxy
statement with the SEC. Stockholders of Wheeling-Pitt and Esmark are urged
to read the registration statement, proxy statement/prospectus and any
other relevant documents, including the definitive proxy
statement/prospectus, filed with the SEC when they become available, as
well as any amendments or supplements to those documents, because they will
contain important information, including information on the proposed
transaction as well as participants and their interests in Wheeling-Pitt,
Esmark and New Esmark. Stockholders will be able to obtain a free copy of
the registration statement and related proxy statement/prospectus, as well
as other filings containing information about Wheeling-Pitt and Esmark, at
the SEC's website at http://www.sec.gov . New Esmark, Wheeling-Pitt, Esmark
and their respective directors and executive officers may be deemed
participants in the solicitation of proxies from the stockholders of
Wheeling-Pitt in connection with the proposed business combination
transaction. Information regarding the participants in the proxy
solicitation and their respective interests may be obtained by reading the
registration statement and related preliminary proxy statement. This
document shall not constitute an offer to sell or the solicitation of an
offer to buy any securities, nor shall there be any sale of securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities laws
of any such jurisdiction.
About Wheeling-Pittsburgh:
Wheeling-Pittsburgh is a steel company engaged in the making,
processing and fabrication of steel and steel products using both
integrated and electric arc furnace technology. The Company manufactures
and sells hot rolled, cold rolled, galvanized, pre-painted and tin mill
sheet products. The Company also produces a variety of steel products
including roll formed corrugated roofing, roof deck, floor deck, bridgeform
and other products used primarily by the construction, highway and
agricultural markets.
SOURCE Wheeling-Pittsburgh Corporation
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Related links:
http://www.wpsc.com
http://www.prnewswire.com/comp/967451.html /
CONTACT:
Dennis Halpin of Wheeling-Pittsburgh
Corporation, +1-304-234-2421
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