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): March 29, 2007
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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.)
555 Theodore Fremd Avenue, Rye, New York 10580
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(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (914) 925-4413
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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 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On March 29, 2007, Handy & Harman ("H& H"), a wholly-owned subsidiary of
WHX Corporation ("WHX"), and certain of H& H's subsidiaries amended its Loan and
Security Agreement with Wachovia Bank, National Association, for an aggregate
principal amount of up to $125,000,000 (the "Working Capital Facility"), and its
Loan and Security Agreement with Steel Partners II, L.P. (the "Tranche B Term
Loan"). The amendments, in part, (i) amended the definition of EBITDA, (ii)
reset the levels and amended certain of the financial covenants, (iii) extended
the termination date of the credit facilities from March 31, 2007 to June 30,
2008, and (iv) permitted the extension by H& H to WHX of an unsecured loan in the
aggregate principal amount not to exceed $3,500,000 under certain conditions.
The amendments also provided for the pledge of 65% of all outstanding securities
of Indiana Tube Danmark A/S, a Danish corporation and a wholly-owned subsidiary
of Handy & Harman International, Ltd., and Protechno, S.A., a French corporation
and a wholly-owned subsidiary of Indiana Tube Danmark A/S. Finally, the
amendments also provided for waivers of certain events of default existing as of
March 29, 2007.
Steel Partners II, L.P. is the beneficial holder of 5,029,793 shares of
WHX's common stock, representing approximately 50% of the outstanding shares.
Warren G. Lichtenstein, Chairman of the Board of WHX, is the sole managing
member of the general partner of Steel Partners II, L.P. In addition, Glen M.
Kassan (Director and Chief Executive Officer of WHX), John Quicke (Director and
Vice President of WHX) and Jack L. Howard and Josh Schector (Directors of WHX)
are employees of Steel Partners, Ltd., an affiliate of Steel Partners II, L.P.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit 99.1 Amendment No. 13 to the Loan and Security Agreement dated
as of March 29, 2007 by and among Handy & Harman and
its subsidiaries, as borrowers or guarantors, the
financial institutions party thereto as lenders and
Wachovia Bank, National Association, as agent.
Exhibit 99.2 Amendment No. 10 the Loan and Security Agreement dated as
of March 29, 2007 by and among Handy & Harman and its
subsidiaries, as borrowers or guarantors, Steel Partners
II, L.P., as lender and agent.
SIGNATURES
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: March 30, 2007 By: /s/ Robert K. Hynes
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Name: Robert K. Hynes
Title: Chief Financial Officer
