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Esmark Welcomes ISS' Recommendation that Wheeling-Pitt Shareholders Vote For Esmark's Slate of Directors and All Other Esmark Proposals.


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 advised by JPMorgan, today announced that Institutional Shareholder Services (ISS ISS

See Institutional Shareholder Services (ISS).
), one of the leading providers of proxy advisory services advisory services

advisory services provided to the public, in their capacity as owners and managers of animals, are an important part of veterinary science. They may be provided by government bureaux, by commercial companies who deal in pharmaceuticals or animals or animal
, recommended that shareholders vote for Esmark's proposed slate of directors on the WHITE 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.  and all other Esmark proposals at the upcoming 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" or "WP") annual meeting scheduled for November 17.

In its recommendation, ISS primarily looked at whether Esmark had met the burden of proving change is warranted at the company and whether Esmark would be better able to effectuate change versus the existing board. ISS concluded that Esmark's director nominees and strategy were better for Wheeling-Pitt shareholders, highlighting the following:

* "Esmark's strategy is more likely to enhance shareholder value over the long run."

* Esmark's "proposal would improve the company's capital structure, and would provide WP with a strong distribution network. We consider lower leverage to be important over the short-term, particularly due to concerns about short-term profitability, as reflected by management's expectation of an operating loss operating loss

The excess of operating expenses over revenue. As with operating income, operating losses exclude revenues and expenses from operations that are not considered a regular part of the business. Also called deficit. Compare operating income.
 in 4Q2006."

* "Our comparative review of the proposed WP slate with that proposed by Esmark suggests that the latter [Esmark's] has a much stronger slate of directors, with relevant steel industry/public company experience."

* "WP's current management and board have not been successful in enhancing shareholder value, as indicated by WP's underperformance and operating losses."

* "USW's opposition to the CSN CSN Crosby, Stills, and Nash (band)
CSN Centrala studiestödsnämnden (Swedish: state education grant and loan program)
CSN Confédération des Syndicats Nationaux (French) 
 LLC transaction would make it very difficult for the management to realize substantial shareholder benefit from the CSN transaction."

Commenting on ISS's recommendation, James P. Bouchard, Esmark's Chairman and Chief Executive Officer, said, "We are extremely pleased that one of the most respected shareholder advisory firms in the world has decided to recommend that shareholders vote for Emark's slate of directors. ISS's strong recommendation affirms our belief that the current board and management team at Wheeling-Pitt do not have the needed experience to run a successful steel company and have done little to enhance shareholder value. We, like others including ISS, believe that Esmark's slate of directors and plans for the future are better for Wheeling-Pitt's shareholders. It's time It's Time was a successful political campaign run by the Australian Labor Party (ALP) under Gough Whitlam at the 1972 election in Australia. Campaigning on the perceived need for change after 23 years of conservative (Liberal Party of Australia) government, Labor put forward a  for change. Let's turn Wheeling-Pitt into the successful steel company it should be."

VOTE THE WHITE PROXY CARD.

Esmark Incorporated has previously filed its definitive 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.
 relating to the 2006 annual meeting of Wheeling-Pittsburgh Corporation stockholders with the Securities and Exchange Commission (the "SEC") and has mailed its definitive proxy statement and WHITE proxy card to Wheeling-Pittsburgh stockholders. Esmark urges Wheeling-Pittsburgh stockholders to read its definitive proxy statement and other related documents as they contain important information, including information relating to the participants in the solicitation. Copies of the definitive proxy statement are available free of charge at the SEC's website at http://www.sec.gov or by contacting 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.

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.
COPYRIGHT 2006 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2006, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Date:Nov 9, 2006
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