Handy & Harman Says Willing TO Buy JPS Industries For $10 A Share

(RTTNews) - Handy & Harman Ltd (HNH), a diversified industrial company, on Tuesday said it sent a letter to JPS Industries Inc (JPST.PK) stating its willingness to buy all of the outstanding shares of JPS not already owned by Handy & Harman or its parent, Steel Partners Holdings L.P., for $10.00 per share in cash.

Handy & Harman's all-cash proposal, which is not subject to any due diligence and not expected to be subject to any financing contingency, represents a premium of about 44.5% over JPS' closing price of $6.92 on December 29. Steel Partners Holdingscurrently owns about 39% of JPS' outstanding shares.

In a letter to the two members of a Special Committee of JPS' board, Alan Howe and Robert Capozzi, and to JPS CEO Mikel Williams, Handy & Harman said that while its strong preference would have been for a private, consensual process, the company had little choice but to make its proposal public given the lack of any meaningful progress since first submitting an offer to acquire JPS in early June.

Handy & Harman further noted in the letter that JPS has not traded at or above the proposed $10.00 per share price since July of 1998 and that JPS shareholders have otherwise enjoyed very little opportunity for liquidity in recent years.

Accordingly, Handy & Harman stated that JPS' unaffiliated shareholders should not be denied their right and opportunity to determine for themselves whether they would sell their shares at the proposed $10.00 per share price.