Esmark Offers to Meet with Wheeling-Pittsburgh Corporation's Board to Work Toward Completing Esmark's Proposed Transaction.CHICAGO -- Esmark Incorporated ("Esmark"), a steel services company supported by global investor Franklin Mutual Advisers, LLC (Logical Link Control) See "LANs" under data link protocol. LLC - Logical Link Control , and lead bank JP Morgan Chase N.A., today released the following statement from its Chief Executive Officer, James P. Bouchard, calling on the boards of Wheeling-Pittsburgh Corporation (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on : WPSC WPSC Wisconsin Public Service Commission ) ("Wheeling-Pitt") and Esmark to work collaboratively toward completing Esmark's proposed transaction. "We are pleased that a proposed transaction with CSN CSN Crosby, Stills, and Nash (band) CSN Centrala studiestödsnämnden (Swedish: state education grant and loan program) CSN Confédération des Syndicats Nationaux (French) has been removed from the agenda of the Wheeling-Pitt annual shareholders' meeting shareholders' meeting n. a meeting, usually annual, of all shareholders of a corporation (although in large corporations only a small percentage attend) to elect the Board of Directors and hear reports on the company's business situation. and that the United Steelworkers United Steelworkers (USW) historic labour union representing workers in steel, aluminum, and other metallurgical industries for much of the 20th century. In the U.S. ("USW USW Und So Weiter (German: and so on) USW Undersea Warfare USW United Steel Workers USW US Wheat Associates USW Ultrasonic Welding USW Ultra Short Wave USW US West Telecommunications (stock symbol) ") have once again reiterated their support for the combination of our two companies. We are convinced more than ever that our proposals are right for Wheeling-Pitt and its shareholders, employees and other stakeholders. We believe that Wheeling-Pitt has heard similar views from the Wheeling-Pitt shareholders it has contacted." "We are willing to meet with Wheeling-Pitt's board to finalize a combination between Esmark and Wheeling-Pitt. Wheeling-Pitt's extensive negotiations with CSN have failed to produce a transaction that is either acceptable to the USW or in the best interest of its shareholders. Wheeling-Pitt is a commercially troubled company. The sooner we bring the proposed combination of Esmark and Wheeling-Pitt to a shareholder vote, the sooner we can begin to build Wheeling-Pitt's balance sheet and position the company to reclaim a leadership role in the steel industry. I hope the Wheeling-Pitt board decides to do the right thing." "We remain committed to the election of our slate of directors at the November 17 annual shareholders' meeting." Esmark, together with the other participants indicated below, filed a revised preliminary proxy statement Proxy Statement A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting. with the SEC on August 24, 2006 relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the solicitation of proxies for the election of a slate of director nominees at the 2006 annual meeting of shareholders of Wheeling-Pitt. Esmark's revised preliminary proxy statement contains information on the participants in Esmark's solicitation and their interests in Wheeling-Pitt. Esmark and the other participants intend to file a definitive proxy statement and accompanying proxy card A proxy card is an easily-acquired or home-made substitute for a collectible card. A proxy is used when a collectible card game player does not own a card, and it would be impractical for such purposes to acquire the card. with the SEC. Esmark urges Wheeling-Pitt shareholders to read the definitive proxy statement in its entirety when it becomes available because it will contain important information. When filed, the definitive proxy statement will be available at no charge at the SEC's website at http://www.sec.gov. The participants will provide copies of the definitive proxy statement without charge upon request made to Esmark's proxy solicitor Proxy Solicitor A specialist (firm) hired to gather proxy votes. , Innisfree M&A Incorporated, at its toll-free number (888) 750-5834. The participants in this proxy solicitation are anticipated to be Esmark, the Bouchard Group, L.L.C., Franklin Mutual Advisers, LLC and certain of its directors and officers, James P. Bouchard, Craig T. Bouchard, Albert G. Adkins, Clark Burrus, C. Frederick Fetterolf, James V. Koch, George Munoz, Joseph Peduzzi, and James A. Todd. About Esmark Headquartered in Chicago and founded by the Bouchard Group, Esmark is a steel services family of companies. The mission of Esmark is to establish the benchmark standards for strategic consolidation, operating efficiency and management excellence in the steel sector. More information about Esmark can be found at www.esmark.com. This press release contains forward-looking statements. 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 the ability to successfully solicit sufficient proxies to elect Esmark's nominees for director and the ability to achieve anticipated cost savings as a result of the proposed merger, competition in the steel industry, dependence on suppliers of raw materials, and cyclical demand for steel products. |
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