-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CoqM1KBihheRGHl9IF5uJgrhTprs24QVuomGflim/VTrR9hQ4JDF1CjfP+PU4NpC 8N3mNPnTSJ3+VWMxWIx82w== /in/edgar/work/20000608/0000094328-00-000015/0000094328-00-000015.txt : 20000919 0000094328-00-000015.hdr.sgml : 20000919 ACCESSION NUMBER: 0000094328-00-000015 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000607 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000608 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STEWART & STEVENSON SERVICES INC CENTRAL INDEX KEY: 0000094328 STANDARD INDUSTRIAL CLASSIFICATION: [3510 ] IRS NUMBER: 741051605 STATE OF INCORPORATION: TX FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-11443 FILM NUMBER: 651206 BUSINESS ADDRESS: STREET 1: 2707 N LOOP W CITY: HOUSTON STATE: TX ZIP: 77008 BUSINESS PHONE: 7138687700 MAIL ADDRESS: STREET 1: P O BOX 1637 CITY: HOUSTON STATE: TX ZIP: 77251-1637 8-K 1 0001.txt COMPANY PLANS TO SELL NATURAL GAS BUSINESS SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): JUNE 7, 2000 STEWART & STEVENSON SERVICES, INC. (Exact name of registrant as specified in its charter) TEXAS 0-8493 74-1051605 (State or other (Commission File Number) (I.R.S. Employer jurisdiction Identification No.) of incorporation) 2707 NORTH LOOP WEST HOUSTON, TEXAS 77008 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (713) 868-7700 Item 5. Other Events. On June 7, 2000, Stewart & Stevenson Services, Inc. (the "Company") issued the press release attached hereto as Exhibit 99.1 announcing the Company's Plan to Sell its Natural Gas Compressor Leasing Business. Item 7. Exhibits. Exhibit 99.1 Company Press Release dated June 7, 2000, titled "Stewart & Stevenson Services, Inc. Announces Plan to Sell Natural Gas Compressor Leasing Business to Hanover Compressor Company." SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. STEWART & STEVENSON SERVICES, INC. Date: June 7, 2000 By: /s/ LAWRENCE E. WILSON Name: Lawrence E. Wilson Title: Vice President, Secretary and General Counsel EX-99.1 2 0002.txt COMPANY PLANS TO SELL NATURAL GAS BUSINESS EXHIBIT INDEX 99.1 Company Press Release June 7, 2000, titled "Stewart & Stevenson Services, Inc. Announces Plan to Sell Natural Gas Compressor Leasing Business to Hanover Compressor Company." News From: Stewart & Stevenson Corporate Headquarters P.O. Box 1637 Houston, TX 77251-1637 FOR IMMEDIATE RELEASE: STEWART & STEVENSON SERVICES, INC. ANNOUNCES PLAN TO SELL NATURAL GAS COMPRESSOR LEASING BUSINESS TO HANOVER COMPRESSOR COMPANY HOUSTON, TX June 7, 2000 - STEWART & STEVENSON SERVICES, INC. (NASDAQ:SSSS), HOUSTON, TX a leading manufacturer, distributor, and provider of service for industrial and energy related equipment, and a manufacturer of medium tactical vehicles for the U.S. Army, announced today that it has executed a letter of intent to sell the assets of its natural gas compressor leasing business to Hanover Compressor Company for approximately $60 million in cash and notes, subject to adjustment for the total amount of assets actually delivered. The letter of intent also provides for the strategic alliance of the parties in which Hanover will purchase gas compression equipment and related support from Stewart & Stevenson, and Stewart & Stevenson will refer subsequent compression leasing business to Hanover. The sale is subject to definitive documentation, government approvals and certain other closing conditions, and is expected to be completed by July 31, 2000. Michael L. Grimes, President and CEO of Stewart & Stevenson, said, "Our compressor leasing business is an established market leader in the Powder River Basin of Wyoming and we are pleased to combine that business with Hanover. We believe that the best interests of our customers, employees, and shareholders will be served by the completion of this transaction." Stewart & Stevenson will continue to manufacture natural gas compression equipment for sale within the industry. Hanover Compressor Company is the market leader in full service natural gas compression and a leading provider of service, financing, fabrication and equipment for contract natural gas handling applications. Hanover provides this equipment on a rental, contract compression, maintenance and acquisition leaseback basis to natural gas production, processing and transportation companies that are increasingly seeking outsourcing solutions. Founded in 1990 and a public company since 1997, its customers include premier independent and major producers and distributors throughout the Western Hemisphere. This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Stewart & Stevenson believes that its expectations, as expressed in these statements, are based on reasonable assumptions regarding the risks and uncertainties inherent in achieving those expectations. These statements are not, however, guarantees of future performance and actual results may differ materially. The most important factors that may cause actual results to differ from our expectations are the risks associated with negotiation of a definitive agreement and receipt of regulatory approval for the sale of the Gas Compression Leasing Business. Other risk factors are listed in Stewart & Stevenson Services, Inc. annual report to the Securities and Exchange Commission on Form 10-K for the year ended January 31, 2000. Contact: Mr. David R. Stewart, Treasurer Phone: (713) 868-7657 Fax: (713) 863-1519 Email: d.stewart@ssss.com HTTP://www.ssss.com -----END PRIVACY-ENHANCED MESSAGE-----