UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 1, 2003
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WHX CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 1-2394 13-3768097
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
110 East 59th Street, New York, New York 10022
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(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (212) 355-5200
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N/A
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(Former name or former address, if changed since last report.)
Item 5. Other Events.
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On August 1, 2003 WHX Corporation ("WHX") issued a press release
announcing that a Chapter 11 Plan of Reorganization (the "POR") for
Wheeling-Pittsburgh Corporation ("WPC") and its debtor affiliates (collectively,
the "WPC Group") was consummated on August 1, 2003. The POR had been confirmed
by the United States Bankruptcy Court for the Northern District of Ohio on June
18, 2003. Among other things, as a result of the consummation of the POR, each
member of the WPC Group will cease to be a subsidiary of WHX Corporation. In
connection with the consummation of the POR, WHX has made all contributions
required under the POR, as previously disclosed.
In addition, upon consummation of the POR, the previously announced
agreement between WHX, the Pension Benefit Guarantee Corporation (the "PBGC"),
WPC and the United Steel Workers of America (the "USWA") became effective. This
agreement results in a settlement of the civil action brought by the PBGC
against WHX in the United States District Court for the Southern District of New
York (the "Civil Action"). Accordingly, the PBGC has agreed to withdraw its
action to terminate the WHX Pension Plan (the "Plan").
Under the settlement, among other things, WHX has agreed (a) that
the Plan, as it is currently constituted, is a single employer pension plan, (b)
to contribute funds to the Plan equal to moneys spent (if any) by WHX or its
affiliates to purchase WHX 10.5% Senior Notes (the "Senior Notes") in future
open market transactions, and (c) to grant to the PBGC a pari passu security
interest of up to $50 million in the event WHX obtains any future financing on a
secured basis or provides any security or collateral for the Senior Notes. Also
under the settlement, all parties have agreed that as of the effective date of
the POR, (a) no shutdowns have occurred at any WPC Group facility, (b) no member
of the WPC Group is a participating employer under the Plan, (c) continuous
service for WPC Group employees is broken, (d) no WPC Group employees will
become entitled to "Rule of 65" or "70/80" Retirement Benefits by reason of
events occurring after the effective date of the POR, and (e) the Plan shall
provide for a limited early retirement option to allow up to 650
Wheeling-Pittsburgh Steel Corporation USWA-represented employees the right to
receive retirement benefits based on the employee's years of service as of July
1, 2003 with a benefit equal to $40 multiplied by the employee's years of
service as of July 31, 2003. Finally, under the settlement, the PBGC has agreed
(a) that, after the effective date of the POR, if it terminates the Plan at
least one day prior to a WPC Group facility shutdown, WHX shall be released from
any additional liability to the PBGC resulting from the shutdown, (b) to
withdraw its claims in the WPC bankruptcy proceedings, and (c) to dismiss the
Civil Action.
For additional information, reference is made to the press release
attached hereto as Exhibits 99.1.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
Exhibit No. Exhibits
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99.1 Press Release of WHX dated August 1, 2003.
SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
WHX CORPORATION
Dated: August 1, 2003 By: /s/ Robert Hynes
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Name: Robert Hynes
Title: Chief Financial Officer
