Wheeling-Pittsburgh to acquire CSN North American assets

Wheeling-Pittsburgh Corp. and Companhia Siderurgica Nacional (CSN), a global steel producer with operations in Latin America, North America, and Europe, today announced that they have entered into a definitive agreement in which Wheeling-Pittsburgh will acquire the North American assets of CSN. The definitive agreement reflects the strategic arrangement announced on August 3, 2006.

Under the terms of the agreement, CSN will contribute its modern steel processing facility in Terre Haute, Ind., with current annual pickled and oiled, cold rolled, and galvanized products of 1 million tons; provide Wheeling-Pittsburgh exclusive U.S. and Canadian distribution rights for CSN's flat-rolled steel products; and commit to a 10-year slab supply agreement.

CSN will also contribute $225 million in cash through the issuance by the combined company of a convertible debt security that, with the consent of the United Steelworkers, can be converted into equity in three years. Of the $225 million, approximately $150 million will be used for transformative capital improvements—$75 million to build a new energy-efficient furnace that would increase Wheeling-Pittsburgh's hot strip mill capacity to 4 million tons, and the balance to add a second galvanizing line at Terre Haute. The remaining $75 million will be used to enhance the combined company's liquidity position.