Grant Geophysical Finalizes Loan Terms
HOUSTON, TX - Feb. 4, 1997 - Grant Geophysical announced
today that it has entered into a revised agreement with Foothill
Capital Corporation providing for a working capital facility of up to
$12.5 million. An order approving the agreement, which has been
ratified by all parties at interest, is expected to be signed today by
the court overseeing the company's reorganization proceedings.
The new facility replaces an interim loan which was approved on
Dec. 6, 1996 when the company voluntarily entered Chapter 11.
The new agreement extends the term of the financing, modifies
provisions of the borrowing availability formula, waives all prior
defaults and amends certain other provisions of the loan in a
manner which will, in the company's opinion, enhance its
reorganization efforts.
Grant also announced that Donald G. Russell, chairman and chief
executive officer of Sonat Exploration Company, has been elected
to its board of directors. Russell was previously a member of
Grant's board from July 1993 through November 1995, Russell's
election expands Grant's board to a total of six members, all of
whom are outside, independent directors.
In addition, Larry E. Lenig, Jr. was appointed as Grant's president
and chief operating officer. Lenig was previously president and
chief operating officer of Digicon Inc. from 1989 - 1993 and has
over 20 years of experience in the geophysical services industry.
Since 1993, Lenig has been engaged in private consulting to a
variety of energy and energy services companies and financial
institutions. Also joining the Grant management team is Michael P.
Keirnan who has been appointed vice president and chief financial
officer. Keirnan was most recently manager of treasury operations
of Gundle/SLT Environmental and was controller of Grant from
1986 until March 1996.
Grant further announced that it has reached an agreement in
principle to sell its Nigerian subsidiary to a group of investors
based in the United Kingdom. Participating with the purchasing
group are certain past and present employees of Grant whose
primary responsibility has been in connection with the company's
Nigerian business. The agreement, which is subject to the
preparation and execution of definitive documentation and to the
approval of the Bankruptcy Court, provides for the purchaser to
pay to Grant certain consideration in cash or letter of credit backed
notes and to assume or obtain releases of all obligations of Grant
which relate to its previous operations in Nigeria. Grant anticipates
that the sale will not result in the recording of any material gain or
loss.
For the interim period preceding the closing, the purchaser is
providing management of and funding for Grant's infrastructure in
Nigeria. Funding advanced by the purchaser during this interim
period is in addition to the consideration to be received in the
transaction. Grant's Nigerian organization currently does not
include any active seismic crews or other substantial operations;
however the purchasers have indicated their intention to reactivate
operations and to seek new business opportunities in the region. In
each of 1994 and 1995, the company's Nigerian operations
recorded gross revenues of approximately $15 million. In 1996,
the company's Nigerian sourced revenues were less than $1
million.
Grant Geophysical, Inc. and its subsidiaries and affiliates provide
land and transition zone seismic services in the United States, Latin
America and the Far East. The company employs approximately
3,000 people in its worldwide operations.
SOURCE Grant Geophysical /CONTACT: Larry E. Lenig, Jr.,
president, or Michael P. Keirnan, chief financial officer, both of
Grant Geophysical, Inc., 281-398-9503/
Seaboard announces voluntary bankruptcy filing
BLACKWOOD, N.J.--Feb. 4, 1997--Seaboard Automotive Inc.
announced that it and its affiliates, Seaboard Automotive Parts
Company Inc. and Eastshore Auto Parts Inc., filed earlier Tuesday
for voluntary bankruptcy protection and reorganization under
Chapter 11 of the United States Bankruptcy Code.
According to James J. Coulter, chairman and chief executive
officer of Seaboard Automotive Inc., these steps were taken in an
effort to return the companies to profitability and financial stability.
Coulter stated, "Each and every employee at Seaboard has
worked hard over the past year to streamline the company's
operations and reduce expenses. While Seaboard is operating as
lean as ever, overwhelming cash flow pressures, fierce competition
and a rapidly changing automotive industry have continued to
weaken Seaboard's financial position.
"Hopefully, the reorganization process will enable us to improve the
financial strength of Seaboard and its two affiliates."
Seaboard was founded in 1972 and became a public reporting
company in August 1994. It wholesales and retails aftermarket
automotive parts, tools, equipment and accessories to
jobber/retailers, professional mechanics, service technicians and
do- it-yourself customers in the Greater Philadelphia Region
through seven jobber/retail stores, three specialty warehouses and
a distribution center warehouse.
CONTACT: Seaboard Automotive Inc. James J. Coulter, CEO,
609/227-5680, fax: 609/227-5866
WMX Technologies Adopts New Business Strategy to Enhance
Shareholder Value
OAK BROOK, Ill., Feb. 4, 1997 -- WMX Technologies, Inc.
(NYSE: WMX) Chief Executive Officer Phillip B. Rooney today
announced that the company's Board of Directors has approved a
comprehensive package of strategic initiatives designed to deliver
value to shareholders. The centerpiece of this program is a business
strategy focused solely on waste management services in domestic
and select international markets where the company can be the No.
1 or No. 2 player.
WMX said it will divest non-core and non-integrated assets valued
at about $1.5 billion over the next 18 to 24 months, and will reduce
overhead and capital spending, as well as streamline the
organization. To fully exploit its brand value and reflect the focused
strategy, the corporation will be re-named Waste Management,
Inc. The company also announced a new Board member and
management changes.
The Board of Directors also approved a two-year 50-million share
repurchase program to return a significant amount of free cash to
shareholders. The company said it intends to accelerate the
repurchase program through an approximately $1-billion "Dutch
Auction" tender offer targeted for early in the second quarter.
The company also announced that it has recorded a charge to
1996 earnings of $680 million, after tax and minority interest, and
indicated that it anticipates flat revenues and modest earnings
growth in 1997 as it concentrates on improving future returns.
REFINED BUSINESS STRATEGY
"These decisions taken by our Board redefine Waste Management
for the future," said Rooney, president and chief executive officer
since last June. "Waste Management will be a company with $9.4-
billion in revenue and $16.5 billion in assets committed solely to
waste management services and a clear strategy for increasing
returns to our investors.
"Over the past several months we have listened carefully to a broad
group of WMX shareholders as we worked to design a strategic
plan that is genuinely responsive to the needs of our owners. We
also sought the counsel of outside advisors, including Merrill Lynch,
to help us develop a course of action that could be implemented
effectively and quickly," Rooney continued.
The company said its business strategy is designed to improve
returns by focusing resources on its most important geographic
markets and profitable customer segments. "Our goal is to build on
the operational excellence and facilities network we have
established over 25 years," Rooney said. "We will add value by
concentrating on the basics of the waste management services
business, and that begins with our people delivering complete
customer satisfaction."
The company said the Wheelabrator Technologies Inc.
waste-to-energy businesses and the Waste Management
International plc businesses are integral to the company's long-term
waste management services strategy. The company noted that its
Wheelabrator Technologies and Waste Management International
subsidiaries are expected to generate significant free cash flow and
also provide technology and experience that substantially enhance
the company's ability to respond to future growth opportunities,
particularly in Asia. Wheelabrator provides the leading global
waste-to-energy technology and its 16 waste-to-energy plants,
with their combined capacity to process nearly 24,000 tons of
waste per day, represent a very important part of the company's
North American disposal services network. Waste Management
International operates in important European markets, Australia,
New Zealand and Latin America and has expanded to promising
markets in Asia.
He said the company would seek to build market share
domestically and target selected markets in Europe, Latin America
and Asia. The Company will leverage its brand identity to support
sales and marketing programs and, through a new Waste
Management Shared Services organization, manage its internal
business processes more effectively.
"The company has an unmatched franchise," Rooney said. "We will
concentrate on improving our operations, training and developing
our people and, by offering customers the best quality service in
our industry, generating improved results. Our goal is to be the No.
1 or No. 2 company in the markets we serve."
RETURN TO WASTE MANAGEMENT NAME
Rooney said that the Board had approved a proposal to re-name
the company Waste Management, Inc. The proposal will be
submitted to stockholders for their approval at the company's
annual meeting on May 9. He said a return to the Waste
Management, Inc. name emphasizes the company's strong
commitment to enhance shareholder value by concentrating solely
on waste management services.
"The Waste Management, Inc. name is recognized globally and is
synonymous with our industry leadership," Rooney said. "Waste
Management is a brand name that states clearly our business focus
and the services we offer. It expresses as no other brand name can
that we are the people to turn to for comprehensive waste
management services."
A FOCUS ON CASH; NEW TARGETS
The company reiterated that increased generation of cash is
fundamental to its financial strategy.
"Our company's operations represent a powerful engine to drive
increased generation of cash and greater shareholder value,"
Rooney said. "We intend to generate increasing amounts of free
cash by controlling costs, carefully allocating capital and monetizing
non- contributing assets. Capital will be invested in our core
business when it provides superior returns to our shareholders.
Excess capital will be returned to shareholders primarily through
share repurchases. Last May we set a goal of selling $1 billion of
non- core and underperforming assets. We have met that goal. We
expect to generate $3 billion in free cash after dividends over the
next 24 months through a continuation of our monetization efforts
and from operations."
The company also said that its Board approved a reduced capital
expenditure budget for 1997 of $900 million, approximating
depreciation and amortization. Capital spending in 1996 was
approximately $1.1 billion excluding acquisitions.
NEW MONETIZATION PROGRAM
The company said that it intends to divest an additional $1.5 billion
of non-core assets and non-integrated businesses over the next 18
to 24 months. The company in 1996 sold its Rust International
engineering and construction and industrial scaffolding businesses
and Wheelabrator Technologies' water process, manufacturing and
custom-engineered systems businesses, and Waste Management
International has entered into an agreement to sell its 19.5-percent
interest in Wessex Water plc.
The Company's new monetization program includes the following:
-- The sale by its Wheelabrator Technologies subsidiary of its
remaining water services business to U.S. Filter Corporation for
approximately $77 million. -- The sale by its Rust International
subsidiary of its remaining domestic and international engineering
and consulting businesses. -- The sale of $400 million of
non-integrated waste services businesses in North America. --
Reduced investment by the Company's Waste Management
International subsidiary in all or parts of businesses in France,
Spain and Austria by creating joint ventures or selling operations
within these countries.
-- The sale of additional non-core assets and non-contributing real
estate holdings.
SIGNIFICANT STOCK BUYBACK PROGRAM
The company expects to commence the $1-billion "Dutch Auction"
tender offer following the filing of its 1996 annual 10-K Report late
in the first quarter. The tender offer is part of an authorization to
repurchase up to 50 million shares of WMX stock, or 10 percent
of outstanding shares, over the next 24 months.
WMX bought back 14.4 million shares in 1996 under a previously
authorized repurchase program and currently has approximately
483 million shares outstanding.
In addition, WMX said that its Wheelabrator Technologies Inc.
subsidiary has announced an increase in its common stock
repurchase program to 30 million shares, including a planned $350
million "Dutch Auction" tender offer for early in the second quarter
of 1997.
$300-MILLION COST REDUCTION PROGRAM
The company expects to generate approximately $300 million in
cumulative savings over the next two to three years by containing
administrative expenses, flattening its organizational structure, sizing
its work force to a smaller asset base stemming from divestitures
and realizing the value of a series of process improvement
initiatives. The savings will include a workforce reduction now
under way that will eliminate 1,200 positions in 1997, growing to
3,000 positions in the next two to three years. The reduction will
be achieved through a combination of attrition, early retirements,
and staff reductions. Including discontinued businesses, the
company's workforce of approximately 73,000 at the beginning of
1996 will have been reduced to fewer than 58,000 positions in
1997.
The company indicated that people dislocated in this process will
be offered a range of assistance and benefits, including severance,
extensions of health coverage and access to outplacement and
career counseling services.
The company said it would consolidate its corporate and group
support staff in a new unit, Waste Management Shared Services,
eliminating an organizational layer. Its goal will be to provide
cost-effective support to operations personnel and to establish
uniform processes, standards and best practices.
WMX ADOPTS EVA(R)
Management also said that as part of its efforts to improve
shareholder value, the company has adopted Economic Value
Added, or EVA(R), as its primary financial performance
measurement. The company said EVA(R) will guide and incentivize
its operations management across the company to improve returns
on capital invested in their local businesses. It said that it had
retained Stern Stewart & Co., the developers of EVA(R), to
support the company's implementation of its EVA(R) program.
Moreover, the company said EVA(R) will be a key part of
WMX's management incentive compensation program. This will
hold managers more accountable for their business investment
decisions and reward them on how well they can convert invested
capital into greater profitability, cash flow, and shareholder value.
NEW BOARD MEMBER AND MANAGEMENT CHANGES
ANNOUNCED
WMX said that its Board had elected Paul M. Montrone a director
of the company. Montrone, 55, has since 1991 been president,
chief executive officer and a director of Fisher Scientific
International Inc., a manufacturer of laboratory equipment and
supplies. He is chairman of the board and principal shareholder of
General Chemical Group Inc., a producer of inorganic chemicals,
and Majestic Music Inc., a music production company.
"Montrone is a talented executive whose independent perspective,
experience and commitment to shareholder value will further
strengthen the Board," Rooney said.
Rooney also announced changes in the Company's senior
management. Joseph M. Holsten, 44, was elected executive vice
president and chief operating officer of WMX. Holsten, who will
report to Rooney, has served as chief executive of Waste
Management International plc since 1995. He joined Waste
Management, Inc. in 1981 and held a number of key executive
positions in finance and operations including the title of executive
vice president and chief financial officer between 1993 and 1995.
"With Joe Holsten as COO, we will redouble our efforts to
become a more efficient, more productive waste management
services company," Rooney said. "Customer focus and service
excellence will be key."
James E. Koenig, 49, was elected executive vice president of
WMX and president of Waste Management Shared Services,
reporting to Rooney. Koenig, formerly senior vice president and
chief financial officer, will have overall responsibility for the
company's new staff and administrative support organization and
implementing uniform standards, business processes and best
practices on a companywide basis.
John D. Sanford, 43, was elected senior vice president and chief
financial officer of WMX, also reporting to Rooney. He previously
was vice president and treasurer of WMX and executive vice
president, chief financial officer and treasurer of Wheelabrator
Technologies. Sanford joined Wheelabrator in 1981 and was
instrumental in the development, financing and implementation of its
waste-to-energy projects. He was vice president and chief financial
officer of Wheelabrator Environmental Systems Inc. from 1987 to
1993.
FOURTH QUARTER 1996 EARNINGS RESULTS AND
FUTURE OUTLOOK
The company also announced results for the fourth quarter andfull
year 1996.
For the quarter ended Dec. 31, 1996, net income (loss) from
continuing operations was $(160) million, or $(.33) per share,
versus $103 million, or $.21 per share, in the quarter in 1995.
Revenue was $2.34 billion versus $2.25 billion in the quarter a year
earlier.
For the full year ended Dec. 31, 1996, net income from continuing
operations was $478 million, or $.97 per share, versus $618
million, or $1.27 per share, in 1995. Revenue was $9.2 billion
compared with $9.1 billion in 1995.
Results for all periods were impacted by special charges, and 1995
by costs related to the early extinguishment of Liquid Yield Option
Notes ("LYONs") put to the company by the holders. The
following table reconciles reported earnings to earnings excluding
such items:
Quarter
Ended
Year Ended
December 31,
December
31
1996 1995
1996
1995
Reported earnings
per share from
continuing operations $(0.33) $0.21
$0.97 $1.27
Special Charges --
Waste Management, Inc.,
and Chemical Waste
Management, Inc. 0.34 --
0.34 0.19 Waste Management
International plc 0.44 0.23
0.44 0.23 Costs related to early
extinguishment of debt -- --
-- 0.01
----------------
----------------
---
Earnings per share from
continuing operations
excluding above items $0.45 $0.44
$1.75 $1.70 Income from operations
of discontinued businesses
-- 0.02 0.03 0.10
----------------
----------------
---
$0.45 $0.46
$1.78
$1.80
In the fourth quarter of 1996, the company's Waste Management
International plc subsidiary recognized a previously announced
provision for loss and taxes related to sale of its investment in
Wessex Water plc, and a charge to revalue its investments in
France, Austria and Spain in contemplation of exiting all or part of
these markets. These charges reduced the company's income by
$0.18 and $0.26 per share, respectively. Wholly owned
subsidiaries Waste Management, Inc. and Chemical Waste
Management, Inc. recorded charges for restructuring their finance
and administrative functions and increasing reserves for certain
litigation, including the previously reported dispute involving the
Emelle, Ala., hazardous waste landfill, which will be appealed.
These charges amounted to $0.34 per share.
Also in the fourth quarter of 1996, the company's Rust
International Inc. subsidiary began implementing plans to exit its
remaining domestic and international engineering and consulting
businesses. Chemical Waste Management is discontinuing its fuels
business. These businesses, together with the water process,
manufacturing and custom engineered systems businesses
previously sold by Wheelabrator Technologies, and the industrial
scaffolding and engineering and construction businesses sold by
Rust, are classified as discontinued operations in the income
statement. Revenues of these businesses were $257 million and
$1.13 billion, respectively, for the fourth quarter and full year 1996,
versus $295 million and $1.19 billion for the comparable 1995
periods. WMX recorded a fourth quarter provision for loss of
$360 million before tax and minority interest in connection with the
planned divestiture of the remaining discontinued businesses.
The company indicated that for 1997 it anticipates continued
moderate economic growth resulting in relatively low levels of
volume and pricing growth. It expects that improved performance
will come primarily from additional improvement in customer
service and operations productivity, improving the quality of its
revenue mix as it exits non-integrated markets, and lowering its
overall cost of financial and administrative services through major
process improvement efforts. It indicated that additional costs will
be incurred in 1997 in connection with its re-engineering projects,
ranging from $0.08 to $0.10 per share. As a result, it said it
anticipated that earnings from continuing operations would be
about $1.75 per share in 1997. The company further indicated that
it has established an earnings per share goal of about $2.05 per
share from continuing operations for 1998 as business
improvement and cost reduction programs take effect, subject to
continuing moderate economic growth.
Except for historical data, the information in this press release
constitutes forward-looking statements. Forward-looking
statements are inherently uncertain and subject to risks and the
statements should be viewed with caution. Actual results or
experience could differ materially from the forward-looking
statements as a result of many factors, including fluctuation in
recyclable commodity prices, adverse weather conditions, slowing
of the overall economy, increased interest costs arising from a
change in the company's leverage, failure of the company's
restructuring plans to produce the cost savings anticipated by the
company, inability to complete contemplated dispositions of
company businesses and assets at anticipated prices and terms,
and the timing and cost of the company's stock repurchases. 1997
and 1998 earnings per share goals set forth above assume average
outstanding shares for 1997 and 1998 of 460 million and 440
million, respectively.
WMX TECHNOLOGIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME FOR THE
THREE MONTHS ENDED DECEMBER 31
(Unaudited) (000's omitted except per
share amounts)
19
95
(a
)
1
99
6
---
---
-
--
---
--
REVENUE
$2,252,580 $2,338,751
----
----
-
----
----
-
Operating expenses
$1,524,285 $1,596,801 Special
charges 194,593
471,635 Goodwill amortization
7,967 31,405 Selling
and administrative
expenses
251,527 246,275
Interest expense
100,790 97,713 Interest income
(7,390)
(9,977) Minority interest
(15,910) (33,169) Sundry
income, net (22,038)
(22,994)
----
----
--
----
----
--
Income (loss) from continuing operations
before income taxes $
208,756 $ (38,938)
Provision for income taxes
105,610 121,348
----
----
--
----
----
--
Income (loss) from
continuing operations $
103,146 $ (160,286)
Discontinued operations:
Income from operations of
discontinued businesses, less
applicable income taxes and
minority interest of $13,433 in
1995 and $(2,898) in 1996
9,182 153
Provision for loss on disposal, less
applicable income tax benefit and
minority interest of $34,151 in 1995 and
$58,792 in 1996
(62,649) (301,208)
----
----
--
----
----
--
NET INCOME (LOSS) $
49,679 $ (461,341)
----
----
--
----
----
--
AVERAGE COMMON AND COMMON
EQUIVALENT SHARES OUTSTANDING
487,496 485,895
----
----
--
----
----
-
EARNINGS (LOSS) PER COMMON AND
COMMON EQUIVALENT SHARE
Continuing operations
$0.21 $(0.33) Discontinued
operations -
Income from operations
0.02 --
Provision for loss
(0.13) (0.62)
---
---
---
-
---
---
---
-
NET INCOME (LOSS)
$0.10 $(0.95)
(a) Certain amounts have been
restated to conform to 1996
classifications.
WMX TECHNOLOGIES, INC. AND
SUBSIDIARIES CONSOLIDATED STATEMENTS
OF INCOME FOR THE TWELVE MONTHS ENDED
DECEMBER 31 (000's omitted except per
share amounts)
199
5(a
)
199
6
---
---
-
--
---
--
REVENUE
$9,053,018 $9,186,970
----
----
-
----
----
-
Operating expenses
$6,119,707 $6,251,918 Special
charges 335,193
471,635 Goodwill amortization
101,152 120,910 Selling
and administrative expenses 1,004,888
979,209 Interest expense
421,572 375,758
Interest income
(36,883) (27,637) Minority
interest 81,938
57,587 Sundry income, net
(76,462) (85,248)
----
----
--
----
----
--
Income from continuing operations
before income taxes
$1,101,913 $1,042,838
Provision for income taxes
483,670 565,047
----
----
--
----
----
--
Income from continuing operations $
618,243 $ 477,791
Discontinued operations:
Income from operations of
discontinued businesses, less
applicable income taxes and
minority interest of $60,835 in
1995 and $13,466 in 1996
48,305 15,502
Provision for loss on disposal, less
applicable income tax benefit and
minority interest of $34,151 in
1995 and $58,792 in 1996
(62,649) (301,208)
----
----
--
----
----
--
NET INCOME $
603,899 $ 192,085
----
----
--
----
----
--
AVERAGE COMMON AND COMMON
EQUIVALENT SHARES OUTSTANDING
485,972 490,263
----
----
--
----
----
--
EARNINGS (LOSS) PER COMMON AND
COMMON EQUIVALENT SHARE
Continuing operations
$1.27 $0.97
Discontinued operations -
Income from operations
0.10 0.03 Provision for loss
(0.13)
(0.61)
----
----
--
----
----
--
NET INCOME
$1.24 $0.39
(a) Certain amounts have been restated
to conform to 1996
classifications.
SOURCE WMX Technologies, Inc./CONTACT: (Analyst) John
D. Sanford, 630-572-8803, or (Media) William J. Plunkett,
630-572-8898, both of WMX Technologies/