-----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, PJ7LOI8wyXY39/EAcHYsxBCcpPLoBsNHIj9TtDs4U9+4qWSnbtc9TFb746nHo4NS kWfoTkgKfov/K3Eiu7yyxA== 0000912057-02-035645.txt : 20020916 0000912057-02-035645.hdr.sgml : 20020916 20020916161832 ACCESSION NUMBER: 0000912057-02-035645 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020916 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020916 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STEWART & STEVENSON SERVICES INC CENTRAL INDEX KEY: 0000094328 STANDARD INDUSTRIAL CLASSIFICATION: ENGINES & TURBINES [3510] IRS NUMBER: 741051605 STATE OF INCORPORATION: TX FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11443 FILM NUMBER: 02765026 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 a2089416z8-k.txt 8-K ================================================================================ 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): SEPTEMBER 16, 2002 STEWART & STEVENSON SERVICES, INC. (Exact name of registrant as specified in its charter) TEXAS 0-8493 74-1051605 (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification No.) 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 September 16, 2002, Stewart & Stevenson Services, Inc. (the "Company") issued the press release attached hereto as Exhibit 99.1 announcing the Company's Closing of Sale of Discontinued Business. Item 7. EXHIBITS. EXHIBIT 99.1 COMPANY PRESS RELEASE DATED SEPTEMBER 16, 2002, TITLED STEWART & STEVENSON ANNOUNCES CLOSING OF SALE OF DISCONTINUED BUSINESS. 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 hereto duly authorized. STEWART & STEVENSON SERVICES, INC. Date: September 16, 2002 By: /s/ John B. Simmons Name: John B. Simmons Title: Vice President and Chief Financial Officer EXHIBIT INDEX 99.1 Company Press Release dated September 16, 2002, titled Stewart & Stevenson Announces Closing of Sale of Discontinued Business. EX-99.1 3 a2089416zex-99_1.txt EXHIBIT 99.1 EXHIBIT 99.1 NEWS FROM: STEWART & STEVENSON CORPORATE HEADQUARTERS [STEWART & STEVENSON LOGO] P.O. BOX 1637 HOUSTON, TX 77251-1637 Client: Stewart & Stevenson Services, Inc. Contact: John Simmons, CFO Stewart & Stevenson Services, Inc. 713-868-7700 FOR IMMEDIATE RELEASE Ken Dennard / kdennard@easterly.com Lisa Elliott / lisae@easterly.com Easterly Investor Relations 713-529-6600 STEWART & STEVENSON ANNOUNCES CLOSING OF SALE OF DISCONTINUED BUSINESS HOUSTON - SEPTEMBER 16, 2002 - STEWART & STEVENSON SERVICES, INC. ("the Company") (NASDAQ:SSSS), 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, today announced that it has closed the previously announced agreement to sell a portion of its Petroleum Equipment segment's blowout preventer, valve, elastomer and drilling riser products ("the discontinued business") to Cooper Cameron Corporation for $14.75 million. As provided under the agreement, payment of the full purchase price was made at closing and received by the Company. The Company will lease to Cooper Cameron Corporation a portion of its Telge Road manufacturing facility in order for Cooper Cameron Corporation to complete work in progress at the time of closing. The Company retained assets related to the completion of certain contracts as well as the receivables and certain liabilities of the discontinued business. Stewart & Stevenson Services, Inc., founded in 1902, is a billion-dollar company that manufactures, distributes, and provides service for a wide range [STEWART & STEVENSON LOGO] of industrial products and diesel-powered equipment to key industries worldwide, including power generation, defense, airline, marine, petroleum, and transportation. For more information on Stewart & Stevenson visit WWW.SSSS.COM. This press release contains forward-looking statements that are based on management's current expectations, estimates, and projections. These statements are not guarantees of future performance and involve a number of risks, uncertainties, and assumptions and are made pursuant to the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Many factors, including those discussed more fully elsewhere in this release and in the Company's filings with the Securities and Exchange Commission, particularly its latest annual report on Form 10-K, as well as others, could cause results to differ materially from those stated. Specific important factors that could cause actual results, performance, or achievements to differ materially from such forward-looking statements include risk of competition, risks relating to technology, risks of general economic conditions, risks of oil and gas industry economic conditions, risks of airline industry economic conditions, risks as to terrorist attacks on the U.S. and their impact on the U.S. economy, risks relating to personnel, risks of dependence on government, inherent risks of government contracts, risks of claims and litigation, risks of product defects, risks as to foreign sales and global trade matters, risks as to cost controls, risks as to acquisitions, risks as to currency fluctuations, risks as to environmental and safety matters, risks as to distributorships, and credit risks, all as more specifically outlined in the Company's latest annual report on Form 10-K. In addition, such forward-looking statements could be affected by general industry and market conditions and growth rates, general domestic and international conditions including interest rates, inflation and currency exchange rates, and other future factors. Actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. # # # -----END PRIVACY-ENHANCED MESSAGE-----