THE PUT RIGHTS WILL EXPIRE TEN (10) DAYS AFTER THE EFFECTIVE TIME OF THE COMBINATION (THE “EXPIRATION DATE”). This Exercise Notice must be completed and returned to the Paying Agent at one of its addresses set forth below. The Paying Agent for the Put...Put Rights Exercise Notice • October 9th, 2007 • Clayton Acquisition CORP • Steel works, blast furnaces & rolling mills (coke ovens)
The undersigned hereby exercises its put rights with respect to the shares of New Esmark Common Stock as indicated above (the “Shares”) at a price of $20.00 per share, subject to, and in accordance with, the terms of the Agreement and Plan of Merger and Combination, dated March 16, 2007, by and between New Esmark, Wheeling-Pittsburgh Corporation (“Wheeling-Pittsburgh”), Wales Merger Corporation, Esmark Incorporated (“Esmark”) and Clayton Merger, Inc. (the “Agreement”), and in accordance with the Wheeling-Pittsburgh Election Form, delivery by the undersigned, pursuant to which the undersigned elected to receive the put rights as consideration in connection with the combination of Wheeling-Pittsburgh and Esmark.
FORM OF Wheeling-Pittsburgh Corporation Election Form/Letter of Transmittal Pursuant to the transactions described in the Agreement and Plan of Merger and Combination, dated March 16, 2007, by and between Clayton Acquisition Corporation (“New...Election Form/Letter of Transmittal • October 9th, 2007 • Clayton Acquisition CORP • Steel works, blast furnaces & rolling mills (coke ovens)
To be effective, this Election Form (this “Election Form”), together with the certificate(s) representing all of your shares of Wheeling-Pittsburgh common stock (or a properly completed notice of guaranteed delivery), must be received by Computershare Shareholder Services, Inc. (the “Exchange Agent”) on or prior to the election deadline.
FORM OF PURCHASE RIGHTS EXERCISE NOTICEPurchase Rights Exercise Notice • October 9th, 2007 • Clayton Acquisition CORP • Steel works, blast furnaces & rolling mills (coke ovens)
Pursuant to the Transactions Described in the Agreement and Plan of Merger and Combination, dated March 16, 2007, by and between Clayton Acquisition Corporation (“New Esmark”), Wheeling-Pittsburgh Corporation (“Wheeling-Pittsburgh”), Wales Merger Corporation, Esmark Incorporated and Clayton Merger, Inc. (the “Agreement”), and in Accordance with the Wheeling-Pittsburgh Election Form (the “Election Form”). The Terms and Conditions of the Agreement are Incorporated Herein by Reference.
