PHOENIX, Arizona -- Oct. 5, 1995 -- href="chap11.amwest.html">America West Airlines (NYSE: AWA)
announced today that the U.S. Bankruptcy Court entered an order
allowing the distribution of approximately 2.4 million shares of its
Class B common stock, pursuant to the Company's application for that
order previously announced on September 22, 1995.
The shares to be distributed were originally reserved in escrow
to satisfy those claims of general unsecured creditors in the
Company's 1991 bankruptcy case not resolved at the time the
Company's Plan of Reorganization became effective in August 1994.
The distribution is expected to be recorded on the Company's stock
register no later than Friday, October 6, 1995. Following the
distribution, approximately 700,000 shares will remain in escrow to
be distributed upon resolution of the remaining 20 unresolved
claims. America West now has approximately 45 million shares of
Class B common stock outstanding including the shares to be
distributed and those remaining in escrow.
/CONTACT: Hiro Notaney, Manager - Corporate Communications of
America West, 602-693-5731/
COLUMBUS, Ohio, Oct. 5, 1995 -- Western Auto
announced it has received the approval of the U.S. Bankruptcy Court
to acquire certain store and inventory assets of href="chap11.nationwise.html">Nationwise
Automotive, Inc. Nationwise had operated a chain of auto parts
stores in Ohio, Indiana, Kentucky, West Virginia and Tennessee. A
wholly owned subsidiary of Sears, Roebuck and Co., Western Auto
operates a national network of automotive-related stores.
Western Auto plans to immediately remodel the 84 acquired stores
and operate them under the "Western Auto's Parts America" name. The
acquired stores will continue the Nationwise format of offering
high- quality, name-brand automotive parts and accessories through
broad merchandise assortments. Western Auto intends to interview
all current Nationwise store and field support personnel for
possible future employment.
"This acquisition fits perfectly with our strategy of rapid
expansion of the Western Auto's Parts America chain in the next few
years," said John Leach, chairman and CEO, Western Auto Supply
Paul Baffico, president of Sears Automotive Group, added that
"The volume buying power of Western Auto and Sears will provide our
customers with great value on the automotive parts they need. This
is also another example of how Sears plans to aggressively grow its
Western Auto Supply Company currently manages 390 Western Auto
company-owned stores, 900 Western Auto associate stores, 138
National Tire Wholesale (NTW) stores, 121 Tire America stores and 19
Parts America stores from its headquarters in Kansas City, Mo.
/CONTACT: Bob McHenry, Sears media relations, 708-286-5231.
SECAUCUS, N.J.--Oct. 5, 1995--The
Inc. (the "Company") announced today that the company has
letter of intent with an investor group, which sets forth the terms
and conditions of an agreement to provide additional secured debtor-
in-possession credit support of $1,500,000. It is anticipated that
these funds will be used to fund a reorganization plan and the
company's emergence from Chapter 11.
The company has already received an initial installment, and
expects the balance of the funds on or before Nov. 1, 1995.
Art Shulman, president stated, "I am pleased that the company is
now on the road towards a resolution of its financial problems and
that we will now be able to refocus our efforts and resources on our
business and the upcoming holiday season."
Based in Secaucus, Harvey Electronics is a speciality retailer
of high-quality audio/video consumer electronics and home theater
products with six stores in the Metropolitan New York area.
CONTACT: The Harvey Group Inc.,
Joseph J. Calabrese, 201/865-3418
SPRINGFIELD, Mass.--Oct. 5, 1995--All
Dollar Inc., today announced that sales in stores which were open
more than 24 months (comparative store sales) had increased 6.9
percent for the third quarter ended Sept. 30, 1995, from the
corresponding period in 1994.
For the nine months ended Sept. 30, 1995, the comparative
increase was 5.7 percent.
Sales for the 1995 third quarter decreased 7.2 percent to $10.6
million from $11.5 million, and sales for the nine month period
decreased 18.7 percent to $30.4 million from $37.4 million, compared
to the corresponding 1994 periods. The reduction in sales is solely
the result of operating fewer stores in 1995 as a result of the
All For A Dollar presently operates 111 retail close-out variety
stores in nine northeastern states, offering high quality and brand
name merchandise, predominantly at the single price point of $1.00.
CONTACT: All For A Dollar,
Donald A. Molta, 413/733-1203
Marshall Loeb is Host of Popular Series,
Now In Its Second Year with America's Leading Executives
On Wednesday, Oct. 11, from 5:30 PM to 7 PM. Marshall Loeb
editor-at-large of Fortune magazine, will host a wide-ranging
discussion with Judy Harrison, president and CEO of The Monet Group,
Inc. The event will take place at The Stern School's Management
Education Center at 44 West Fourth Street in the 11th floor
Boardroom. The first half of the evening will feature Mr. Loeb
interviewing Ms. Harrison: during the second half, the discussion
will be opened to questions from the audience.
Ms. Harrison is credited with the dramatic shift of $16.6
million that took place in Monet's bottom line in just one year,
when the company moved from an operating loss of $10.6 million in
1993 to a $6 million operating profit in 1994. A highly regarded
veteran of the retail industry, Ms. Harrison joined Monet in January
1994, while its parent company was in Chapter 11 and remained on
board after Monet was taken over by an investment group. Today,
The Monet Group is the world's largest and most profitable marketer
and manufacturer of fashion jewelry.
The Oct. 11 event is the first in this year's CEO Series which
offers Stern's students and faculty - and members of the media and
the corporate community - direct and unique insights into how
America's top executives operate. Last year's guests included the
CEOs of Allied Signal, GE and American Express; future discussions
this year will feature the CEOs of Shell Oil, CBS, Lockheed Martin
The Stern School of Business is a world leader in graduate and
undergraduate management education. Its finance, international
business and accounting departments are consistently ranked among
the top five in the nation.
Coverage is invited --
For more information or to RSVP call contacts below. We look
forward to seeing you on Wednesday, Oct. 11 at The Stern School.
CONTACT: Phil Fried at The Dilenschneider Group, 212-922-0900
or Colleen Troy at the Stern School, 212-998-0671.
LAS VEGAS, Nevada--October 5, 1995--Players
International, Inc. (Nasdaq:PLAY) and H Group Holding, Inc., the
parent company of the Hyatt Group of companies, announced today that
their joint venture has terminated its previously announced
agreement with Grand Palais Riverboat,
Inc. to acquire out of
bankruptcy the Grand Palais Riverboat previously operated in New
Orleans, Louisiana. Players and H Group Holding stated that the
agreement was terminated due to various breaches on the part of
Grand Palais including its obligation to obtain an order of the
bankruptcy court that would reimburse the joint venture for certain
out-of-pocket expenses if the transaction failed to close, and that
would establish certain bidding procedures for completion of the
sale of the riverboat in accordance with applicable bankruptcy
The H Group-Players joint venture remains interested in
acquiring a riverboat and license for relocation to Shreveport,
Louisiana, and intends to pursue this acquisition within the context
of the bankruptcy proceedings involving the Grand Palais and
Crescent City Queen riverboats.
Players International, Inc. is a multi-jurisdictional casino and
entertainment gaming company. The Company owns and operates
riverboat casino facilities on the Ohio River in Metropolis,
Illinois and in Lake Charles, Louisiana and the Players Island
Resort, a land-based casino resort in Mesquite, Nevada. Additional
developments include a joint venture with Harrah's for a casino
entertainment complex in Maryland Heights, Missouri scheduled for a
CONTACT: Players International, Inc.,
Chief Financial Officer,
Christine DiSanto/Adam Steinberg,
Media Contact: Stan Froelich,
NEW YORK--Oct. 5, 1995--Rockefeller Center
Properties Inc. ("RCPI") confirmed today in response to inquiries
that the Agreement and Plan of Combination dated as of Sept. 11,
1995, between RCPI and Equity Office Holdings, L.L.C., the national
office building investment and management company led by Samuel
Zell, remains in effect.
RCPI, a mortgate real estate investment trust whose principal
asset is a $1.3 billion participating convertible mortgage loan on
Rockefeller Center, is listed on the
New York Stock Exchange as
"RCP". As of Oct. 4, 1995, there were 38,260,704 shares of RCPI
common stock outstanding.
CONTACT: Rockefeller Center Properties Inc., New York,
Stephanie Leggett Young, 212/698-1440;
Gary Holmes, 212/484-7736
CHICAGO, Oct. 5, 1995 -- Equity Office Holdings,
(EOH), a national office building investment and management company
led by Samuel Zell, in a letter to Rockefeller Center Properties,
Inc. (RCPI) (NYSE: RCP), today proposed a number of enhancements to
its existing definitive agreement to recapitalize RCPI. These
modifications, submitted after careful analysis of shareholder
response to the various offers for RCPI, present the greatest value
for the long-term interests of RCPI shareholders, href="chap11.rcp.html">Rockefeller Center
tenants and the City of New York.
Highlights of the proposed enhancement include:
[The text of Zell's Enhancement Letter follows:]
October 5, 1995
Dr. Peter Linneman
Rockefeller Center Properties, Inc.
1270 Avenue of the Americas
New York, New York 10020
In response to requests of Board members and major shareholders,
we would like to propose for your consideration several enhancements
to the existing definitive agreement.
As you know, we have worked with you since June to customize a
structure that maximizes for RCPI's shareholders the benefits that
you have sought to achieve for them. In summary, when you
approached us in June seeking our assistance, you set forth the
following goals: (1) to deleverage the company and pay off the
expensive Goldman Sachs/Whitehall financing and the 13% convertible
debentures; (2) to assure the new investment would align the
investor's interests with those of existing shareholders by
positioning shareholders to participate in the upside of this unique
property in the years ahead; (3) to partner with someone who has the
skills and credibility to negotiate with Mitsubishi the best deal
for shareholders; (4) to partner with an organization or
organizations having the real estate skills to turnaround,
reposition, and run Rockefeller Center; and (5) to partner with an
investor who is experienced in the running of public companies and
who appreciates the importance of a board of directors having a
majority of independent directors. Our offer continues to provide
the most significant value to shareholders, in alignment with and in
the best interests of the shareholders as agreed upon with their
representatives on the Board of Directors.
I. Capital Structure and Shareholder Alignment
The Zell Group proposal offers superior, long-term value to all
RCPI shareholders. The proposed new capital structure immediately
reduces debt from a current, onerous, blended rate of 11.27% to
7.76%. This reduces total interest payments by $35.6 million per
year, or $0.93 per share. During the first five years this results
in the creation of $4.65 per share of value. This is accomplished
by both repaying RCPI's highly expensive existing debt (including
the Goldman/Whitehall debt) and replacing it with a lower
leverage/low cost structure which is only possible because of the
AAA rated debt that our partner General Electric/NBC has agreed to
The $250 million equity infusion takes RCPI off "life support"
and will permit the operation and enhancement of Rockefeller Center
to achieve its proper, long-term positioning in the marketplace.
The shareholders have been investors during the worst of times; they
should now be permitted to stay as investors to participate in the
long-term potential of Rockefeller Center. We remain committed to
the preservation of the Center as an intact asset, and our belief is
firm that the sum is greater than the parts. In our view, the
Center is inherently stronger when owned and managed as one
The composition of the Zell Group represents unparalleled
sponsorship. The Walt Disney Co. brings commitment to the
enhancement of New York's venerable Radio City Music Hall and the
retail components of the complex. GE/NBC bring shareholders
partnership with the Center's anchor tenant and a AAA bondable lease
(substantially reducing interest rate costs), as well as GE/NBC's
substantial equity commitment. The Zell/Merrill Lynch fund has as
investors major institutions across a range of blue-chip
corporations and governmental entities. The stability, experience
and financial strength backing ownership thus will uniquely enhance
RCPI's ability to attract tenants and access capital.
III. Real Estate Skills
Zell/Equity has been engaged in the acquisition, redevelopment,
management, and turnaround of real estate assets and corporations
since 1968 and today has interests and a management role in more
than 375 real estate projects nationwide. The track record of
Zell/Equity's commercial real estate operations offers Rockefeller
Center management by one of the dominant national players in the
industry, with access to a national pool of tenants. As both a
turnaround expert and long-term owner/operator, Equity Office has
purchased more than 20 million square feet of Class A real estate
over the last six years, with all still held in its portfolio. Of
those properties owned for more than one year (most of which had
significant vacancy problems), occupancy portfolio-wide stands at
93% with tenant retention of 78% across the portfolio. The Zell
organization additionally owns and operates a significant national
retail portfolio. The recent renovation of the 1.2 million square
foot Old Orchard shopping center in metro Chicago, which includes
such prominent retailers as Nordstrom, Bloomingdale's, Saks,
Marshall Field, and Lord & Taylor, is indicative of our ability to
position and create high end retail environments.
Our proposal represents the best solution for the tenants of the
Center. The immediate availability of cash for improvements, the
leasing leverage through Equity Office's involvement, the renewal of
GE/NBC's commitment as the Center's largest tenant, and the Disney
involvement in Radio City Music Hall will act to regenerate the
exciting environment associated with Rockefeller Center in the
public's imagination via retailing, leasing, and management
IV. Commitment to Public Shareholders Interests
Unlike many real estate organizations, the Zell organization
additionally is experienced in the public ownership and operation of
real estate and corporations, and in the building of shareholder
value. Two publicly-traded REITs, Equity Residential Properties
Trust ("EQR") and Manufactured Home Communities, Inc. ("MHC") headed
by Mr. Zell represent the largest companies in their respective
asset classes. Zell/Equity affiliates include 13 publicly traded
companies representing approximately $10 billion in 1994 revenues
with a total market value of more than $6 billion. Since March
1992, in excess of $2.5 billion in equity capital has been raised in
public markets by Zell/Equity affiliated public companies.
The Zell Group is committed to building shareholder value for
all RCPI shareholders. The definitive agreement was developed based
upon the needs of the REIT as outlined to us by the Board. Our
agreement includes the preservation of an independent board of
directors, with no change of control. For shareholders who believe
that the bottom of the market may be the wrong time to sell, the
Zell proposal offers the opportunity to hold and share in the
tremendous potential of this truly unique property.
As we have examined shareholder responses to the various offers
being submitted to the Board, we additionally submit the following
enhancements for your consideration:
1. Subject to Board and SEC approvals, we are prepared to
allocate up to $100 million of our $250 million investment to a
shareholder rights offering for the benefit of existing holders of
RCPI common stock, allowing each holder the opportunity to acquire,
upon the closing of the investment, at a price of $5.50 per share, 2
additional shares of NUREIT for every 5 shares of NUREIT received in
the transaction. These rights to buy shares could be transferable.
The Zell Group, at no cost to the Company or NUREIT, would take up
rights that were not exercised.
2. In addition, we suggest that as long as Goldman
Sachs/Whitehall agrees to a closing date no later than December 31,
1995, NUREIT would offer to pay to Whitehall $30 million cash in
consideration of the cancellation by Whitehall of its rights under
the "Warrant Agreement" and the "SAR Agreement" and the repayment of
all Goldman Sachs/Whitehall debt at par. If the offer were accepted
and the $30 million paid to Whitehall, the Consideration Securities
would no longer include any NUREIT Warrants or NUREIT SARS. We
believe this would be very attractive to Goldman Sachs/Whitehall
because this would result in a repayment of the Goldman "LIBOR +4%"
notes that, due to the bankruptcy of the Center's owners, they have
been unable to securitize; and, would provide Whitehall with in
excess of a 50% return on its $75 million 14% debenture investment.
Given that Whitehall is typically not a long term investor we assume
the Whitehall investors would find this proposal very attractive.
Alternatively, although we do not believe it to be in the best
interests of your shareholders to sell out at this time, we would
consider restructuring the investment to provide for an outright
purchase of the $1.3 billion mortgage loan for a mutually agreeable
price that would give the Company either cash or a combination of
cash and participating debt securities that could then be
distributed by RCPI to its shareholders in a liquidation of RCPI.
If any of these are of interest to the Board, we are prepared to
pursue modifications to the definitive agreement as contemplated by
its Section 2.4.
We continue to believe that the Board's original goals and
objectives as set forth at the beginning of this letter remain in
the best interests of its shareholders. After years of economic
disappointment now would not seem the opportune time for
shareholders to be forced to sell out. Our proposal gives
shareholders the choice to either sell in the open market (current
price is above Goldman's offer), hold their shares and be partners
with us in the creation of long term value, or buy additional shares
in the proposed rights offering. The existing definitive agreement
is the only proposal that brings (1) $250,000,000 of new equity; (2)
reduces debt costs by $35.6 million per year by the provision of a
AAA guarantee and the elimination of existing high rate debt; (3)
and brings the skills and resources of the premier real
estate/entertainment operators of GE/NBC, Disney and Equity Office
to create the maximum long term value for your shareholders.
Chief Executive Officer
/CONTACT: Elliot Sloane, 212-704-8126, David Sternstein,
212-704-4528, or Debra Jack, 212-704-8257, all of Edelman Financial/
MEMPHIS, Tenn., Oct. 5, 1995 -- J.R. Hyde III,
and chief executive officer of AutoZone Inc. (NYSE: AZO), announced
today that the company will not pursue its previous offer to acquire
45 Nationwise stores. A
bankruptcy court approved a significantly
higher bid by Western Auto in a sealed bid process.
"We made a fair offer, and we weren't willing to go beyond what
we considered a reasonable price," Mr. Hyde said. "We will continue
our plans to build 250 new stores chainwide this fiscal year." At
the end of fiscal 1995, AutoZone had 1,143 stores in 26 states.
/CONTACT: Financial - Sheila Stuewe, 901-325-4458, or Media -
Laura Nevins, 901-325-6647, both of AutoZone Inc./