News & Resources

Olshan Represents Handy & Harman Ltd. in Agreement to Acquire JPS Industries, Inc.

June 3, 2015

Olshan client Handy & Harman Ltd. (NASDAQ: HNH) (“HNH”), a diversified global industrial company, announced it has entered into a definitive merger agreement to acquire JPS Industries, Inc. (Pink Sheets: JPST) (“JPS”), a leading manufacturer of composite materials, for $11.00 per share in cash. Following the consummation of the merger, SPH Group Holdings LLC (“SPHG Holdings”) (a subsidiary of Steel Partners Holdings L.P. (NYSE: SPLP), the parent company of HNH) will exchange its shares of JPS common stock for shares of common stock of HNH, based on an $11.00 per share valuation for the JPS shares, so that HNH will own 100% of the shares of JPS. The merger agreement was negotiated after a subsidiary of HNH launched a tender offer to purchase up to approximately 96.5% of the outstanding shares of JPS, at a price of $10.00 per share in cash to all stockholders other than SPHG Holdings, and with respect to the shares owned by SPHG Holdings, in exchange for common stock of HNH. Olshan attorneys who worked on the tender offer, merger and exchange transactions include Steve Wolosky, Robert H. Friedman, Michael R. Neidell, Kenneth A. Schlesinger, Jonathan H. Deblinger and Timothy D. Knox.