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): January 13, 2005
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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.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
/ / Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
/ / Soliciting material pursuant to rule 15a-12 under the Exchange Act
(17 CFR 240.15a-12)
/ / Pre-commencement communications pursuant to Rule 15d-2(b) under the
Exchange Act (17 CFR 240.15d-2(b))
/ / Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-(c))
Item 2.05. Costs Associated with Exit or Disposal Activities
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In November of 2004, WHX Corporation (the "Company") announced that
Handy & Harman, a wholly owned subsidiary, had signed a non-binding letter of
intent to sell its wire business and that it was negotiating the sale of its
steel cable business. The decision to sell was based on continued operating
losses, deteriorating margins and rising raw material costs experienced by
these businesses. At that time the Company stated that if it were unable to
complete these sales it would consider the closure of these operations. On
January 13, 2005, the Company determined that a sale of these operations could
not be completed on terms satisfactory to the Company. Accordingly, the Company
has decided to permanently close the Wire & Cable operations. The affected
operations are located in Cockeysville, Maryland and Oriskany, New York.
The decision to close these operations will result in a charge in
the range of approximately $2.7 million to $3.2 million for termination benefits
for 146 union employees and 46 salaried employees. Cash expenditures for these
termination benefits are expected to approximate the charge. The Company is
currently evaluating the appropriate period for recognition of the components of
these charges. In addition, the Company will operate these facilities on a
limited basis in the first quarter of 2005 in order to fulfill customer
commitments. The Company estimates that operating losses and closure costs will
be in the range of $3.5 million to $3.9 million. Estimated cash expenditures
related to operating losses and the closure will be in the range of $3.5 million
to $3.9 million and are expected to be incurred over the next six months.
Accordingly, the estimated total cost including termination benefits, operating
losses and closure costs will be in the range of $6.2 million to $7.1 million.
The Company had previously disclosed an estimated loss of between $5.0 million
and $7.0 million in connection with the possible sale or closure of these
businesses. Loss and cash expenditure estimates could vary based upon actual
timing of closure and other factors.
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: January 20, 2005 By: /s/ Robert Hynes
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Name: Robert Hynes
Title: Chief Financial Officer
