Esmark Incorporated Responds to United Steelworkers' Objections to Proposed Transaction with Essar Steel Holdings
20 Mayo 2008 - 8:05AM
PR Newswire (US)
Esmark Honored Collective Bargaining Agreement Provisions WHEELING,
W.Va., May 20 /PRNewswire-FirstCall/ -- Esmark Incorporated
(NASDAQ:ESMK) today responded to the position taken on Friday by
the United Steelworkers (USW) concerning the proposed tender offer
and subsequent merger with Essar Steel Holdings Limited (Essar),
emphasizing that the Company has in all cases observed both the
spirit as well as the letter of the "right to bid" process under
the Collective Bargaining Agreement, both in its negotiation with
Essar and interaction with the USW. Esmark Chairman and CEO, James
P. Bouchard, stated that, "The Esmark proposed transaction was
unanimously approved by the Company's Board of Directors. Essar is
a fine company with the resources and management commitment to
invest significantly in the Ohio Valley. Esmark brought Essar
management to Pittsburgh early in the negotiation process to meet
with union officials, and we consistently invited the USW's
involvement in and support of the Essar transaction." said
Bouchard. "The USW is attempting to challenge a transaction which
would maximize value for our shareholders and revitalize
Wheeling-Pittsburgh Steel and the Ohio Valley. Despite the USW's
direct involvement in the sale process of the Company since as
early as February of this year, the USW has not made or otherwise
arranged an offer for the Company that is equal to or superior to
Essar's proposed transaction," Bouchard noted. "Therefore, Esmark
is encouraging the USW to join in immediate, open and constructive
dialogue with Esmark and Essar to complete the only transaction to
materialize as of this date -- a transaction which is in the best
interests of the shareholders, debt holders, employees and the
communities supported by all Esmark facilities and our
Wheeling-Pittsburgh Steel subsidiary. Essar Steel Holdings, which
owns Algoma Steel, Minnesota Steel and the Essar DRI project in
Trinidad and Tobago, has the potential to become a leading low-cost
steel producer in North America." Essar's proposed tender offer for
the common stock of Esmark Incorporated and subsequent merger is
subject to certain conditions, including expiration or waiver of
any USW right to bid period, the valid tender in the offer of a
majority of the fully diluted Esmark common stock, and other
customary conditions as well as the approval by the Department of
Justice and Committee on Foreign Investment in the United States.
This press release contains forward-looking statements within the
meaning of Section 21E of the Securities Exchange Act of 1934, as
amended. 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, but are not limited to (i)
uncertainties concerning the parties entry into definitive
agreements including exercise of the United Steelworkers right to
bid, (ii) the risk that the conditions to closing under such
agreements may not be satisfied and (iii) certain other risks
detailed in the other reports and filings with the SEC by the
Company, which identify important risk factors that could cause
actual results to differ from those contained in the
forward-looking statements. In addition, any forward-looking
statements represent the Company's views only as of today and
should not be relied upon as representing views as of any
subsequent date. While the Company may elect to update
forward-looking statements from time to time, it specifically
disclaims any obligation to do so. About Esmark Incorporated Esmark
Incorporated is a vertically integrated steel producer and
distributor, combining steel production capabilities through both
blast furnace and electric arc furnace technologies with the
just-in-time delivery of value-added steel products to a broad
customer base concentrated in the Ohio Valley and Midwest regions.
Currently headquartered in Wheeling, WV, the Company is a producer
of carbon flat-rolled products for the construction, container,
appliance, converter/processor, steel service center, automotive
and other markets. The company's products include various sheet
products such as hot rolled, cold rolled, hot dipped galvanized,
electro-galvanized, black plate and electrolytic tinplate. More
information about Esmark can be found at http://www.esmark.com/.
Important Information This document is for informational purposes
only and is not an offer to buy or the solicitation of an offer to
sell any securities. In the event the Esmark and Essar enter into a
definitive merger agreement and following the commencement of the
offer contemplated thereby, Esmark will file a
solicitation/recommendation statement with respect to the offer.
Once filed, Esmark stockholders should read these materials
carefully prior to making any decisions with respect to the offer
because they will contain important information, including the
terms and conditions to the offer. Once filed, Esmark stockholders
will be able to obtain the offer to purchase, the
solicitation/recommendation statement and related materials with
respect to the offer free of charge at the SEC's site at
http://www.sec.gov/, or from Esmark. DATASOURCE: Esmark
Incorporated CONTACT: Investor and Media Relations, Dennis Halpin,
+1-304-234-2421, mobile, +1-304-650-6474, , or Media, Bill Keegan,
+1-312-927-8424, , both for Esmark Incorporated Web site:
http://www.esmark.com/ Company News On-Call:
http://www.prnewswire.com/comp/967451.html
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