1. Steel partners Holdings, LP. (NYSE: SPLP)
2014
2016
Steel Partners: SPLP
Steel Partners: SPLP
Industrials
Energy
Other
Industrials
Energy
Mktable Securities
Financial Svcs
Handy & Harman HNH
Steel Excel, Inc.
SXCL.PK
Aerojet Rocketdyne Inc.
ModusLink Global Solutions
MLNK
Handy & Harman HNH
Steel Excel, Inc.
SXCL.PK
Aerojet Rocketdyne Inc.
WebFinancial
SL Industries, Inc.
SLI
CoSine Communications
COSN.PK
Nathan’s Famous, Inc.
NATH
5/16: HNH Acquired SLI
7/15: HNH Acquired JPS
12/16: SXCL tender offer for remaining shares
ModusLink Global Solutions
MLNK
1/15: CoSine swaps CoSine shares for SPLP’s API & Nathan’s Famous shares
1/15: CoSine tender for remaining API shares
12/15: Cosine reverse splits & merges with WebFinancial (parent to Webbank)
Financial Svcs
JPS Industries, Inc.
JPST.PK
WebBank
API Group PLC
API.LN
SPH Services, Inc.
DGT & SPH are subsidiaries of SPLP
DGT Holdings, Corp.
DGTC.OB
“…eventually we would like to have fewer listed entities and ideally be one company”
- Warren Lichtenstein, Annual Letter released May 18, 2015
Source: CapitalIQ, Company Filings & Annual Letters

2. HNH, the acquisitive “Crown Jewel” has a tax problem
12/31/2014
3/31/2015
9/30/2015
12/31/2015
6/30/2016
9/30/2016
Handy & Harman
Handy & Harman
Handy & Harman
Handy & Harman
Handy & Harman
Handy & Harman
Arlon
JPS Industries, Inc.
JPS Industries, Inc.
JPS Industries, Inc.
JPS Industries, Inc.
SL Industries, Inc.
SL Industries, Inc.
EME
“The Company currently expects that its U.S. federal NOLs…will become fully utilized by the end of 2016.”
Q Income Tax Footnote on page 18
Debt:
PF EBITDA:
Taxable Income:
Unrestricted NOLs:
$203.4
$76.4
$23.8
$82.4
$100.0
$57.8
N/A
$130.9
$68.8
N/A
$130.9
$84.7
$57.0
$24.3
$262.7
$98.2
N/A
$303.4
107.7
N/A
Source: CapitalIQ, Company Filings & Annual Letters

3. Why ModusLink (NASDAQ:MLNK) could be worth $7.91 per share

4. An HNH/MLNK Merger is an Elegant Solution…
ModusLink acquires Handy & Harman to realize the value of their $2.0B in NOLs
Pre-deal SPLP Ownership
33%(1)
72%
Post-deal SPLP Ownership ~60%
SPLP’s
HNH to MLNK Share Swap
MLNK buys 28% $30
MLNK Shares owned by HNH Cancelled
Tax Attribute Value Created
MLNK Convertible becomes Equity
ModusLink Global Solutions
MLNK
Handy & Harman HNH
ModusLink /
Handy & Harman
Proforma
$43.9
$303.4
100.2
$7.91
$792.5
$1,052.0
Cash :
Debt:
S/O:
Price:
Mkt Cap:
TEV:
$120.2
$69.6
55.2
$1.42
$78.1
$21.1
$26.8
$303.4
12.2
$24.80
$303.6
$580.2
$0.0
(8.8)
$(103.1)
(3.4)2
(8.4)
$320.9
$(69.6)
11.5
$89.9
In June 2016 after HNH closed SLI Acquisition, SPLP terminated all MLNK executives and replaced with SLI management
SPLP would control 60% of a tax efficient entity whose attributes will shelter HNH’s earning power for another 10+ years
(in millions, except share price)
1 Excludes $2M warrants with strike price of $5 per share and $5 MM of Convertible Notes voluntarily convertible at $6.01 per share and mandatorily convertible at $7.82 per share

5. Consider these when weighing odds of MLNK/HNH Merger1 4
NOLs
HNH’s NOLs will expire by end of 2016
MLNK currently has $2.0B of NOLs on balance sheet which expire between
Management Moves
Former SLI Industries, Inc. management team became MLNK management team in June 2016 following May 2016 HNH acquisition of SLI Industries, Inc.
HNH CEO recently granted shares at SPLP rather than HNH as part of December LTIP package, suggesting HNH stock is not an appropriate long-term incentive 2
Precedent Transactions
2015: Nathan’s Famous & API Group contribution to NOL vehicle CoSine Communications, which reorganized into WebFinancial Holdings to shelter WebBank’s significant income
2013: SXCL purchased Sun Well Services from BNS (a SPLP owned entity) and SPLP took stock at $30 value
HNH, which owned 38.7% of JPS, acquired JPS for $114 MM paying $11 per share in cash to the 61.3% of non-SPLP affiliate equityholders, accepting HNH stock as consideration for JPS shares owned by SPLP affiliates 5
Premeditated Legal Documentation
HNH’s Revolving credit facility change of control definition allows equity shift without refinancing so long as SPLP, directly or indirectly, owns >25% of HNH
MLNK’s Convertible agreement’s change of control definition specifically allows for equity shift so long as SPLP owns ≤ 65% 6
SPLP and Affiliates Average MLNK Cost
$3.71 per share WAC on 18.2 MM shares (excluding warrants)
$5 MM notes purchased Q convertible at $6.01
Warrants for 2 MM shares at $5 strike price 3
Access to Liquidity & Potential Index Inclusion
Combined entity could be $792 MM market cap, above the median for market capitalization of Russell 3,000