RYE, N.Y., Oct. 19 /PRNewswire-FirstCall/ -- WHX Corporation (Pink
Sheets: WXCP.PK) announced today that on October 18, 2007 it filed a
registration statement on Form S-1 with the Securities and Exchange
Commission (the "SEC") for a rights offering to its existing stockholders.
The rights offering will be made through the distribution of
non-transferable subscription rights to purchase shares of the Company's
common stock, par value $0.01 per share, at a subscription price to be
determined. Assuming the rights offering is fully subscribed, the Company
will receive gross proceeds of approximately $170 million, less expenses of
the rights offering. The Company intends to use the proceeds of the rights
offering to redeem preferred stock issued by a wholly-owned subsidiary of
the Company and to reduce its debt.
    The rights offering includes an oversubscription privilege which
permits each rights holder that exercises its rights in full to purchase
additional shares of common stock that remain unsubscribed at the
expiration of the offering. This oversubscription privilege is subject to
(i) the availability and allocation of shares among holders exercising this
oversubscription privilege and (ii) a maximum number of shares for which
stockholders can oversubscribe without endangering the availability of the
Company's net operating loss carry forwards under Section 382 of the
Internal Revenue Code (the "NOLs"), in each case as further described in
the rights offering documents.
    Our largest stockholder, Steel Partners II, L.P. has indicated that it
intends to exercise all of its rights and to oversubscribe for the maximum
number of shares it can oversubscribe for without (i) endangering the
availability of the Company's NOLs or (ii) increasing its ownership to in
excess of 75% of the outstanding shares of the Company's common stock.
    A registration statement relating to these securities has been filed
with the SEC but has not yet become effective. These securities may not be
sold nor may offers to buy be accepted prior to the time the registration
statement becomes effective. This press release shall not constitute an
offer to sell or the solicitation of an offer to buy nor shall there be any
sale of these securities in any state in which such offer, solicitation or
sale would be unlawful prior to the registration or qualification under the
securities laws of any such state.
    About the Company
    The Company is a holding company that invests in and manages a group of
businesses on a decentralized basis. WHX owns Handy & Harman, which is a
diversified manufacturing company whose strategic business units encompass
three reportable segments: precious metal, tubing and engineered materials.
WHX recently acquired Bairnco Corporation, which is a diversified
multinational company that operates business units in three reportable
segments: Arlon electronic materials, Arlon coated materials and Kasco
replacement products and services.
    Forward-Looking Statements
    This press release contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended, which are
intended to be covered by the safe harbors created thereby. Investors are
cautioned that all forward-looking statements involve risks and
uncertainty, including without limitation, general economic conditions, the
ability of the Company to market and sell its products, and the effects of
competition and pricing. Although the Company believes that the assumptions
underlying the forward-looking statements are reasonable, any of the
assumptions could be inaccurate, and therefore, there cannot be assurance
that any forward-looking statements included in this press release will
prove to be accurate. In light of the significant uncertainties inherent in
any forward-looking statements included herein, the inclusion of such
information should not be regarded as a representation by the Company or
any other person that the objectives and plans of the Company will be
achieved.

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