/PRNewswire/ -- AirTran Holdings, Inc. (NYSE: AAI), the parent company of AirTran Airways, announced today that it has entered into a definitive merger agreement to be acquired by Southwest Airlines (NYSE: LUV) in a transaction currently valued at more than $1.37 billion. Including existing AirTran Holdings, Inc., indebtedness and capitalized aircraft operating leases, the aggregate transaction value is approximately $3.42 billion.
Under the terms of the agreement, shareholders of AirTran Holdings, Inc., will receive a combination of Southwest common stock and cash valued between $7.25 and $7.75, depending upon the average trading price of Southwest stock for a 20 trading day period to and including three trading days prior to the closing of the merger. At least $3.75 of the merger consideration will be in cash. The stock portion of the consideration will be 0.321 shares of Southwest common stock for each share of AirTran common stock, unless the trading price of Southwest common stock would cause the overall merger consideration to exceed $7.75 per share (in which case the number of Southwest shares will be decreased so that the consideration equals $7.75 per AirTran share) or would cause the overall merger consideration to be less than $7.25 per share (in which case additional cash, Southwest shares or a combination of the two will be added so that the consideration equals $7.25 per share).
Based on Southwest Airlines' closing share price as of September 24, 2010, the value of the merger consideration would be $7.69 per AirTran share. This represents a 69 percent premium over the September 24, 2010, closing price of AirTran stock.
The acquisition of AirTran Airways by Southwest Airlines will bring together two great companies and create one even stronger low-cost carrier. The two airlines currently serve 106 communities from coast-to-coast, Mexico and the Caribbean, with 685 all-Boeing aircraft and nearly 43,000 dedicated, fun-loving Employees.
"This agreement is great news for our Crew Members, our shareholders, our customers and the communities we serve. Joining Southwest Airlines will give us opportunities to grow, both professionally as individuals and as a group, in ways that simply would not be possible without this agreement," said Bob Fornaro, AirTran Airways' chairman, president and chief executive officer. "This agreement with Southwest is a testament to the success and hard work of the more than 8,000 AirTran Crew Members who have built this airline. I am tremendously proud of the things we have accomplished together and look forward to continuing that great work during this next exciting chapter of our history."
The combined airline will benefit from greater economies of scale and the integration of operations will be aided by significant fleet commonality. The result is an airline that is better prepared to meet the challenges of an increasingly competitive airline environment and take advantage of strategic opportunities better than ever before.
"Both companies have dedicated people with kindred Warrior Spirits, who care about each other, and who care about serving Customers. We will continue to enhance our award-winning Customer experiences and high-quality operations," said Gary Kelly, Southwest Airlines' chairman, president, and chief executive officer. "We believe this deal can benefit all Stakeholders through an expansion of low fares for Customers, opportunities for Employees of both companies and for suppliers and vendors, and favorable returns for Shareholders. Ultimately, we want to spread low fares farther and look forward to working together with AirTran's Crew Members to realize the new opportunities we expect to achieve from this deal."
The AirTran Board of Directors, on the unanimous recommendation of a Special Committee of independent directors, approved the merger agreement and recommends that AirTran Holdings, Inc., shareholders approve the transaction.
Completion of the transaction, which will require both regulatory and shareholder approvals, is expected to close by the first half of 2011. Commercial and operating integration is slated to culminate in 2012, with both carriers operating under Southwest Airlines' Federal Aviation Administration operating certificate in Dallas.
Morgan Stanley acted as lead financial advisor to AirTran Holdings, Inc., with both Sullivan & Cromwell, LLP, and Smith, Gambrell & Russell, LLP, acting jointly as legal advisors.
Until the acquisition is approved and finalized, both carriers will continue to operate independently. For more information, please visit: www.lowfaresfarther.com.
AirTran Airways is a Fortune 1000 company and has been ranked the number one low cost carrier in the Airline Quality Rating study for the past three years. AirTran Airways is the only major airline with Gogo Inflight Internet on every flight and offers coast-to-coast service on North America's newest all-Boeing fleet. Our low-cost, high-quality product also includes assigned seating, Business Class and complimentary XM Satellite Radio on every flight. To book a flight, visit www.airtran.com.
After nearly 40 years of service, Southwest Airlines (NYSE: LUV) continues to differentiate itself from other low fare carriers--offering a reliable product with exemplary Customer Service. Southwest Airlines is the nation's largest carrier in terms of originating domestic passengers boarded, now serving 69 cities in 35 states. Southwest also is one of the most honored airlines in the world known for its commitment to the triple bottom line of Performance, People, and Planet. To read more about how Southwest is doing its part to be a good citizen, visit southwest.com/cares to read the Southwest Airlines One Report(TM). Based in Dallas, Southwest currently operates more than 3,200 flights a day and has nearly 35,000 Employees systemwide.
Important Information for Investors and Shareholders
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval and relates to a proposed merger of AirTran Holdings, Inc. ("AirTran") with Southwest Airlines, Inc. ("Southwest"). The merger agreement will be submitted to the Shareholders of AirTran for their consideration and to solicit their approval of the merger agreement and the transactions contemplated thereby. Southwest will file with the Securities and Exchange Commission ("SEC") a registration statement on Form S-4 that will include a proxy statement of AirTran that also constitutes a prospectus of Southwest. AirTran and Southwest also plan to file other documents with the SEC regarding the proposed transaction. INVESTORS AND SECURITY HOLDERS OF AIRTRAN ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS THAT WILL BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION.
Investors and Shareholders will be able to obtain free copies of the joint proxy statement/prospectus and other documents containing important information about AirTran and Southwest, once such documents are filed with the SEC, through the website maintained by the SEC at http://www.sec.gov. Copies of the documents filed with the SEC by AirTran will be available free of charge on AirTran's website at www.airtran.com under the tab "About AirTran" then under the tab "Investor Relations" or by contacting AirTran's Investor Relations Department at (407) 318-5188. Copies of the documents filed with the SEC by Southwest will be available free of charge on Southwest's website at www.southwest.com under the tab "Investor Relations" or by contacting Southwest's Investor Relations Department at (214) 792-4415.
AirTran, Southwest and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the Shareholders of AirTran in connection with the proposed transaction. Information about the directors and executive officers of AirTran is set forth in its proxy statement for its 2010 annual meeting of Shareholders, which was filed with the SEC on April 2, 2010. Information about the directors and executive officers of Southwest is set forth in its proxy statement for its 2010 annual meeting of Shareholders, which was filed with the SEC on April 16, 2010. These documents can be obtained free of charge from the sources indicated above. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the joint proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available.
Cautionary Statement Regarding Forward-Looking Statements
This communication contains "forward-looking statements" within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 that are not limited to historical facts, but reflect AirTran's and Southwest's current beliefs, expectations or intentions regarding future events. Words such as "may," "will," "could," "should," "expect," "plan," "project," "intend," "anticipate," "believe," "estimate," "predict," "potential," "pursue," "target," "continue," and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, AirTran's and Southwest's expectations with respect to the synergies, costs and other anticipated financial impacts of the proposed transaction; future financial and operating results of the combined company; the combined company's plans, objectives, expectations and intentions with respect to future operations and services; approval of the proposed transaction by Shareholders and by governmental regulatory authorities; the satisfaction of the closing conditions to the proposed transaction; and the timing of the completion of the proposed transaction.
All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements, many of which are generally outside the control of AirTran and Southwest and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to, (1) the possibility that the proposed transaction is delayed or does not close, including due to the failure to receive AirTran's required stockholder approval or required regulatory approvals, the taking of governmental action (including the passage of legislation) to block the transaction, or the failure of other closing conditions, and (2) the possibility that the expected synergies will not be realized, or will not be realized within the expected time period, because of, among other things, significant volatility in the cost of aircraft fuel, the significant capital commitments of AirTran and Southwest, the impact of labor relations, global economic conditions, fluctuations in exchange rates, competitive actions taken by other airlines, terrorist attacks, natural disasters, difficulties in integrating the two airlines, the willingness of customers to travel by air, actions taken or conditions imposed by the U.S. and foreign governments or other regulatory matters, excessive taxation, further industry consolidation and changes in airlines alliances, the availability and cost of insurance and public health threats.
AirTran and Southwest caution that the foregoing list of factors is not exclusive. Additional information concerning these and other risk factors is contained in AirTran's and Southwest's most recently filed Annual Reports on Form 10-K, subsequent Quarterly Reports on Form 10-Q, recent Current Reports on Form 8-K, and other SEC filings. All subsequent written and oral forward-looking statements concerning AirTran, Southwest, the proposed transaction or other matters and attributable to AirTran or Southwest or any person acting on their behalf are expressly qualified in their entirety by the cautionary statements above.
Neither AirTran nor Southwest undertakes any obligation to publicly update any of these forward-looking statements to reflect events or circumstances that may arise after the date hereof.
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Monday, September 27, 2010
Two Great Airlines Join Forces: AirTran Airways Agrees to Acquisition by Southwest Airlines
Thursday, June 3, 2010
Georgia-Pacific Reaches Agreement to Purchase Alabama River and Alabama Pine Pulp Mills
/PRNewswire/ -- Parsons & Whittemore and Georgia-Pacific have reached a definitive agreement for subsidiaries of Georgia-Pacific to purchase Parsons & Whittemore's Alabama River and Alabama Pine pulp mills in Perdue Hill, Ala. Terms of the deal were not disclosed.
This acquisition includes the assets of the pulp mills, Alabama River Woodlands, the tall oil plant, the biodiesel plant, the chip mills at Elba and Jacksons Gap, Ala., and a pulpwood yard at Demopolis, Ala. All employees of these operations will be offered employment with Georgia-Pacific. The sale is expected to close in the third quarter of this year. Both companies are committed to working toward a seamless transition of the business for suppliers and customers.
"With the help of literally thousands of people over the past 35 years, we have built a world-class business, with pulp mills that rank among the highest in quality, productivity, safety and environmental responsibility," said George Landegger, Parsons & Whittemore chairman and CEO. "Sincere thanks goes out to our employees for their diligent and dedicated efforts, and to all those in the local communities, such as landowners, wood suppliers and public officials, who had faith in us and who have assisted us greatly.
Landegger added, "I am proud of the relationships that we have developed in the Monroe County area and will continue to be active in local economic and social development. The sale to Georgia-Pacific represents a very good fit within the industry, and the pulp mills can look forward with confidence to a secure and successful future."
"Georgia-Pacific is committed to strategic growth of our businesses, both organically as well as through acquisition and innovation," said Jim Hannan, Georgia-Pacific CEO and president. "The employees and assets of Alabama River and Alabama Pine will be fully integrated into our GP Cellulose business unit. We believe this investment will add long-term value to our company, our cellulose business and the communities where we operate."
"We are excited to integrate the talented employees and high quality assets of Alabama River and Alabama Pine into our GP Cellulose business," said Pat Boushka, GP Cellulose president. "We look forward to serving the existing customers of these businesses and the completion next year of the current fluff conversion project so that we can continue to grow with our global fluff customers."
GP Cellulose is a non-integrated supplier of market and fluff pulp to global markets, with state-of-the-art pulp mills in Brunswick, Ga., and New Augusta, Miss. Commercial offices are located in Atlanta; Hong Kong; Montevideo, Uruguay; Shanghai, China; and Zug, Switzerland. GP Cellulose's Brunswick and Leaf River mills produce an array of pulp grades, which are delivered to every region of the world for a wide variety of end uses and converting technologies.
BMO Capital Markets acted as financial advisor to Parsons & Whittemore in the transaction.
Parsons & Whittemore, a privately held company based in Rye Brook, N.Y., was founded in 1853 and acquired by Karl F. Landegger in 1944. Throughout its history, the company has been recognized as a leading turnkey engineer/builder of pulp and paper mills, having completed some 60 projects in 28 countries. Alabama River Pulp is one of the largest pulp mills in North America and a leading global supplier of hardwood and softwood pulp.
Headquartered at Atlanta, Georgia-Pacific is one of the world's leading manufacturers and marketers of building products, tissue, packaging, paper, cellulose and related chemicals. The company employs more than 40,000 people at approximately 300 locations in North America, South America and Europe. Georgia-Pacific creates long-term value by using resources efficiently to provide innovative products and solutions that meet the needs of customers and society, while operating in a manner that is environmentally and socially responsible and economically sound. For more information, visit www.gp.com.
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Tuesday, January 12, 2010
Georgia-Pacific Announces Interest in Acquisition of Certain Grant Forest Products Facilities
/PRNewswire/ -- Georgia-Pacific announced today that it has signed an agreement to acquire Grant Forest Products' oriented strand board (OSB) facility at Englehart, Ontario and the associated facility at Earlton, Ontario, as well as its OSB facilities at Allendale and Clarendon, S.C., for approximately $400 million.
Grant Forest Products intends to seek approval of the agreement in the near future from the Canadian Court overseeing Grant's Companies' Creditors Arrangement Act case and a United States Bankruptcy Court.
"These are world-class facilities that fit strategically with our current wood products operations and we are pleased with this opportunity to grow our OSB business in Canada and the U.S.," said Mark Luetters, president - Georgia-Pacific Wood Products. "We look forward to closing this deal and having these facilities, and the employees who operate them, join the Georgia-Pacific family."
Georgia-Pacific intends to operate the OSB manufacturing facilities that employ more than 300 people in Ontario and at Allendale, S.C. At the Clarendon plant, Georgia-Pacific plans to complete the unfinished construction and begin operations as soon as market conditions allow, which will entail employing more than 100 people in Clarendon County. In addition, Georgia-Pacific plans to make capital investments worth several million dollars to improve facilities and deliver enhanced reliability and efficiencies.
The transaction is expected to close in the first half of 2010, following appropriate Canadian and U.S. regulatory review and court approval.
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Tuesday, October 27, 2009
BWAY Holding Company Announces the Completion of Plastic Packaging Acquisition, Plant Rationalizations, and Provides Fiscal 2010 Guidance
/PRNewswire/ -- BWAY Corporation, the principal operating subsidiary of BWAY Holding Company (NYSE:BWY) , a leading North American supplier of general line rigid containers, today reported that it has completed the previously announced acquisition of the assets, and certain liabilities, of Ball Corporation's (NYSE:BLL) plastic packaging plant and business located outside of Atlanta in Newnan, GA. The facility (BWAY's "Atlanta plant") produces injection molded plastic pails and certain other products. The Company paid approximately $32.0 million for the acquisition, and funded the transaction using cash on hand.
Ken Roessler, BWAY's President and Chief Executive Office stated that, "This business is an excellent fit with the Company's core market add-on acquisition strategy. In addition to sales and market share growth, this acquisition provides further product portfolio expansion through the addition of well established screw top pail designs which supports the Company's goal of positioning BWAY as the premier supplier for rigid general line packaging. We expect to realize significant synergies, including potential future plant rationalizations."
The Company announced that it has completed its evaluation of plant rationalizations associated with the August 2009 acquisition of Central Can Company located in Chicago, IL. The Company will close two metal packaging plants located in Chicago, IL and Brampton, ON and move business and certain equipment into the recently acquired Central Can Company facility (BWAY's "Chicago plant"). The Chicago plant consolidation, which will create the second largest plant in the Company's manufacturing network, is expected to be completed during the Company's second fiscal quarter (ending March 31, 2010). Annual synergies from the rationalization, estimated at $6.0 million, are expected to be phased-in during fiscal 2010 beginning in the second fiscal quarter. The Company expects to record restructuring charges associated with this initiative of approximately $3.1 million and accelerated depreciation of $0.8 million during fiscal 2010, and make capital expenditures of approximately $2.5 million to facilitate the consolidation and make productivity improvements.
Commenting on the plant closures, Mr. Roessler stated that, "An important element of our add-on acquisition strategy is the opportunity for significant synergies. The Central Can acquisition clearly met this criterion with expected savings in the areas of purchasing, freight, SG&A, and manufacturing overhead. These plant rationalizations support our ongoing effort to increase the scale of our manufacturing facilities and reduce our fixed cost base."
Also, the Company provided first quarter and full year fiscal 2010 earnings and free cash flow guidance, which includes expectations for the recent acquisitions of Ball Corporation's plastic packaging plant and Central Can Company with announced rationalizations. Specifically, the Company stated the following expectations:
-- The Company's financial expectations assume that end market demand for
fiscal 2010 will have minimal recovery or growth from fiscal 2009. In
addition to sales gains attributable to the recent acquisitions for
fiscal 2010, the Company expects increased sales from share gains
attributable to recently developed plastic products, and continued
cross-selling initiatives between its metal and plastic packaging
segments.
-- First quarter fiscal 2010 (ending December 31, 2009) adjusted net
income of $0.05 - $0.13 per diluted shared. Expected adjustments to
GAAP net income/(loss) per diluted share are restructuring charges and
accelerated depreciation associated with plant rationalizations, and
transaction costs associated with the plastic packaging acquisition
from Ball Corporation totaling $0.11 per diluted share. This compares
to an adjusted net loss per diluted share of $(0.11) for the first
quarter of fiscal 2009, including a $0.02 adjustment to GAAP net loss
per diluted share for restructuring charges. The Company expects
adjusted EBITDA of $22.0 - $25.0 million, excluding $3.6 of
restructuring charges and transaction costs, compared to $15.6 million
for the first quarter last year which excluded $0.7 million of
restructuring charges. The Company's first fiscal quarter has
historically experienced the slowest seasonal demand.
-- Full year fiscal 2010 adjusted net income per diluted share of $1.42 -
$1.60. Expected adjustments to GAAP net income per diluted share are
restructuring charges and accelerated depreciation associated with
plant rationalizations, and transaction costs associated with the
plastic packaging acquisition from Ball Corporation totaling $0.13 per
diluted share. Adjusted EBITDA is expected to be in the range of
$138.0 - $142.0 million, excluding $4.3 of restructuring charges and
transaction costs. The Company stated in a press release on October
12, 2009 that it expects fiscal 2009 adjusted net income per diluted
share to be at the high end of the previously released guidance range
of $1.20 - $1.26, and adjusted EBITDA also at the high end of the
previously announced $122.0 - $124.0 million range.
-- Full year fiscal 2010 free cash flow (net cash provided by operating
activities less capital expenditures) is expected to be in the range
of $55.0 - $60.0 million. On October 12, 2009 the Company disclosed
that it expects fiscal 2009 free cash flow to exceed $50.0 million.
Full year fiscal 2010 capital expenditures, including estimated
expenditures associated with the Chicago plant consolidation discussed
above, are expected to be $23.0 - $25.0 million.
About BWAY Holding Company
BWAY Holding Company is a leading North American supplier of general line rigid containers. The Company operates 20 plants (excluding announced plant closures) throughout the United States and Canada serving industry leading customers on a national basis.
Cautionary Note Regarding Forward-Looking Statements
This document contains "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995. You should not place reliance on these statements. Forward-looking statements include information concerning the Company's liquidity and its possible or assumed future results of operations, including descriptions of its business strategies. These statements often include words such as "believe," "expect," "anticipate," "intend," "plan," "estimate," "seek," "will," "may" or similar expressions. These statements are based on certain assumptions that management has made in light of its experience in the industry as well as its perceptions of historical trends, current conditions, expected future developments and other factors management believes are appropriate in these circumstances. As you read and consider this document, you should understand that these statements are not guarantees of performance or results. They involve risks, uncertainties and assumptions. Many factors could affect the Company's actual financial results and could cause actual results to differ materially from those expressed in the forward-looking statements. Some important factors include competitive risk from other container manufacturers or self-manufacture by customers, termination of customer contracts, loss or reduction of business from key customers, dependence on key personnel, changes in steel, resin, other raw material and energy costs or availability, product liability or product recall costs, lead pigment and lead paint litigation, increased consolidation in end markets, consolidation of key suppliers, contractions in end markets, increased use of alternative packaging, labor unrest, environmental, health and safety costs, management's inability to evaluate and selectively pursue acquisitions, fluctuation of quarterly operating results, an increase in interest rates, restrictions in debt agreements, fluctuations of the Canadian dollar, and the other factors discussed in the Company's filings with the Securities and Exchange Commission. In light of these risks, uncertainties and assumptions, the forward-looking statements contained in this document might not prove to be accurate and you should not place undue reliance upon them. All forward-looking statements attributable to the Company or persons acting on behalf of the Company are expressly qualified in their entirety by the foregoing cautionary statements. All such statements speak only as of the date made, and the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
Use of Non-GAAP Financial Measures
The Company provides financial measures and terms not calculated in accordance with accounting principles generally accepted in the United States (GAAP). Presentation of non-GAAP financial measures such as, but not limited to "EBITDA," "adjusted EBITDA," "EBIT," "adjusted EBIT," "adjusted net income (loss)," "adjusted net income (loss) per diluted share", and "gross margin (excluding depreciation and amortization)" provide investors with an alternative method for assessing the Company's operating results in a manner that enables them to more thoroughly evaluate the Company's performance. These non-GAAP financial measures provide a baseline for assessing the Company's future earnings expectations. BWAY's management uses these non-GAAP financial measures for the same purpose. The non-GAAP financial measures included in this news release are provided to give investors access to the types of measures that the Company uses in analyzing its results.
BWAY's calculation of non-GAAP financial measures is not necessarily comparable to similarly titled measures reported by other companies, or to financial measures as defined in the Company's debt agreements. These non-GAAP financial measures may be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP results. Schedules that reconcile these non-GAAP financial measures to GAAP financial measures are included with this news release.
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Thursday, October 22, 2009
Southern Company to Acquire 600 Megawatt Power Plant
/PRNewswire/ -- Southern Power, a subsidiary of Southern Company that acquires, builds, manages and owns wholesale generation assets, today announced that it has entered into an Acquisition Agreement with an affiliate of LS Power to acquire 100 percent ownership interest in West Georgia Generating Company, LLC, which has a plant located in Thomaston, Ga.
The Thomaston plant is a peaking facility with four gas-fired combustion turbines with total capacity of approximately 600 megawatts. Capacity from two of the four units is sold through long-term power purchase agreements with the Municipal Electric Authority of Georgia and the Georgia Energy Cooperative.
In addition to the acquisition of the West Georgia facility, the agreement includes the acquisition by LS Power of a 100 percent ownership interest of Southern Power's DeSoto County Generating Company, LLC which has a plant located in Arcadia, Fla. The DeSoto plant consists of two combustion turbine units with a combined capacity of 320 megawatts.
The closing of the transaction is subject to several conditions including all pending regulatory approvals.
"This acquisition fits well into Southern Company's strategy of continuing to meet energy demand with an increasingly diverse generation mix," said David Ratcliffe, chairman, president and CEO, Southern Company.
"This transaction reinforces Southern Power's disciplined strategy to acquire and/or build generating assets for which the output is significantly covered by long-term bi-lateral contracts in the wholesale market," said Southern Power President Ronnie Bates. "This agreement represents a growth opportunity that is a good fit for Southern Power."
LS Power is a power generation, transmission and investment group with a proven track record of successful development activities, operations management and commercial execution. LS Power has been involved in the development, construction, or operations of over 20,000 MW of power generation throughout the United States.
Southern Power is among the largest wholesale energy providers in the Southeast, meeting the electricity needs of municipalities, electric cooperatives and investor-owned utilities. The company owns and operates more than 7,500 megawatts with facilities in Alabama, Florida, Georgia and North Carolina and has an additional 820 megawatts committed to construction in North Carolina and Texas.
With 4.4 million customers and more than 42,000 megawatts of generating capacity, Atlanta-based Southern Company (NYSE:SO) is the premier energy company serving the Southeast. A leading U.S. producer of electricity, Southern Company owns electric utilities in four states and a growing competitive generation company, as well as fiber optics and wireless communications. Southern Company brands are known for excellent customer service, high reliability and retail electric prices that are below the national average. Southern Company is consistently listed among the top U.S. electric service providers in customer satisfaction by the American Customer Satisfaction Index (ACSI). Visit our Web site at www.southerncompany.com.
Cautionary Note Regarding Forward-Looking Statements:
Certain information contained in this release is forward-looking information based on current expectations and plans that involve risks and uncertainties. Forward-looking information includes, among other things, plans and estimated costs for new generation resources for the Company and growth opportunities for the Company. The Company cautions that there are certain factors that can cause actual results to differ materially from the forward-looking information that has been provided. The reader is cautioned not to put undue reliance on this forward-looking information, which is not a guarantee of future performance and is subject to a number of uncertainties and other factors, many of which are outside the control of the Company; accordingly, there can be no assurance that such suggested results will be realized. The following factors, in addition to those discussed in the Company's Annual Report on Form 10-K for the year ended December 31, 2008, and subsequent securities filings, could cause results to differ materially from management expectations as suggested by such forward-looking information: the impact of recent and future federal and state regulatory change, including legislative and regulatory initiatives regarding deregulation and restructuring of the electric utility industry, implementation of the Energy Policy Act of 2005, environmental laws including regulation of water quality and emissions of sulfur, nitrogen, mercury, carbon, soot, or particulate matter and other substances, and also changes in tax and other laws and regulations to which the Company and its subsidiaries are subject, as well as changes in application of existing laws and regulations; current and future litigation, regulatory investigations, proceedings, or inquiries, including Federal Energy Regulatory Commission matters; the effects, extent, and timing of the entry of additional competition in the markets in which the Company operates; variations in demand for electricity, including those relating to weather, the general economy, population and business growth (and declines), and the effects of energy conservation measures; available sources and costs of fuels; effects of inflation; internal restructuring or other restructuring options that may be pursued; potential business strategies, including acquisitions or dispositions of assets or businesses, which cannot be assured to be completed or beneficial to the Company; the ability of counterparties of the Company to make payments as and when due and to perform as required; the ability to obtain new short- and long-term contracts with wholesale customers; the direct or indirect effect on the Company's business resulting from terrorist incidents and the threat of terrorist incidents; interest rate fluctuations and financial market conditions and the results of financing efforts, including the Company's credit ratings; the ability of the Company to obtain additional generating capacity at competitive prices; catastrophic events such as fires, earthquakes, explosions, floods, hurricanes, droughts, pandemic health events such as an avian or other influenza, or other similar occurrences; the direct or indirect effects on the Company's business resulting from incidents similar to the August 2003 power outage in the Northeast; and the effect of accounting pronouncements issued periodically by standard setting bodies. The Company expressly disclaims any obligation to update any forward-looking information.
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Wednesday, February 25, 2009
Utility Service Co., Inc. Acquires Merithew Incorporated of Bridgewater, MA
(BUSINESS WIRE)--Utility Service Co., Inc. (USCI), the nation’s leading supplier of water storage tank maintenance services, announced today that it has completed the acquisition of Merithew Incorporated of Bridgewater, MA. Founded in 1963 by Robert L. Merithew, Merithew Incorporated provides comprehensive, professional water tank inspection services to municipal and industrial water and wastewater customers in the states of Massachusetts, Rhode Island, New Hampshire, Connecticut, New York and New Jersey.
“We are extremely pleased to welcome the employees and clients of Merithew Incorporated to the USCI organization,” said Chris Boyd, president of USCI. “Over the years Merithew Incorporated has grown to be one of the largest water tank inspection companies in the northeast and they employ a staff of experienced inspectors, some of which have been with the company for over 30 years.”
According to Boyd, Merithew Incorporated is strategically located in the middle of the northeast/New England area, where USCI is actively engaged in a significant business development effort. “They have developed excellent relationships with municipalities for tank inspections and we fully expect to be able to leverage some of these relationships to sell new tank maintenance programs,” Boyd said.
USCI provides water tank maintenance services for more than 2,000 municipalities and private utilities throughout the United States, with a high concentration of clients in the southeast. The acquisition of Merithew Incorporated enables USCI to establish a paint/inspection service center in Bridgewater, MA, to support the company’s ongoing sales effort.
Under the terms of the agreement, the entire Merithew Incorporated management team will remain in place. “We believe this acquisition will provide our employees an excellent opportunity to grow,” said David Merithew, president of Merithew Incorporated. “The combination of our talent, technology and commitment with the financial and technical strength of USCI will give us greater access to the marketplace.”
Boyd points out that Merithew Incorporated’s expertise in tank inspection is key for USCI. This expertise will allow the company to rapidly assess and price adequately its maintenance program in the area. “They have gained an excellent and solid reputation for superior quality, service and technical knowledge in the industry,” Boyd said.
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Wednesday, February 4, 2009
JEM Restaurant Group Acquires 40 Pizza Hut Restaurants
/PRNewswire/ -- JEM Restaurant Group announced today that it has acquired 40 Pizza Hut restaurants located in the Georgia markets of Columbus and Macon, as well as the Jacksonville, Florida market. The assets purchased include real estate, leasehold interests and restaurant operating equipment. The purchase price was not disclosed.
JEM Restaurant Group, headquartered in Charleston, SC and owned by John McGrath, operates over 100 Taco Bell and Pizza Hut franchised restaurants in South Carolina, Georgia, Alabama and Florida. The 40 unit acquisition was tendered under a new operating entity, Southeastern Pizza Group, LLC.
"This is a unique opportunity in a very difficult operating environment," Mr. McGrath stated. "We believe the Pizza Hut and Taco Bell brands are well positioned in the marketplace and our parent company, YUM! Brands, has excellent leadership at its helm. Pizza Hut continues to introduce compelling new menu offerings of great quality food at attractive price points."
"JEM Restaurant Group is teaming up with the former COO of Pizza Hut, Jerry Buss, to assemble an outstanding team of restaurant operators to run the 40 Pizza Hut restaurants in Southeastern Pizza Group," added Mr. McGrath.
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Saturday, November 1, 2008
TSYS to Expand Global Payment Capabilities with Acquisition of Infonox
(BUSINESS WIRE)--TSYS announced today that it will acquire Infonox, a privately owned California-based technology firm with payments expertise, leading-edge technology and a focused methodology to deliver rapid-to-market solutions. The acquisition is expected to be completed the week of November 3, 2008.
This acquisition will add valuable new payment technology and acceptance capabilities that elevate TSYS in its mission to move any payment form, through any payment device, anywhere in the world, over any network.
The company will be known as Infonox, a TSYS company. Its “plug-and-play” platforms simplify the acceptance of payment forms to include, but not limited to: debit, credit, prepaid, money transfer and checks; it also offers new connectivity interfaces to multiple payment devices and new channels of service delivery such as mobile phones, ATMs and bill-pay kiosks.
Infonox also provides a proprietary end-to-end tool to manage the lifecycle of a merchant so businesses can better engage, serve and retain their customers.
“TSYS’ acquisition of Infonox will add a Silicon-valley innovation team to our arsenal,” said Philip W. Tomlinson, chief executive officer of TSYS. “It provides a host of tools and services that will be very attractive to clients of TSYS Acquiring Solutions and technologies we believe will add increased value to our clients across the TSYS enterprise.”
“This is much more than just an acquisition,” said Dr. Safwan Shah, president and chief executive officer of Infonox. “The synergy Infonox has achieved through the partnership with TSYS presents us with a tremendous opportunity to grow our business and take our products and services to new levels of penetration.”
Dr. Shah will remain with Infonox as president, reporting to Robert J. Philbin, president of TSYS Acquiring Solutions.
“Infonox provides a comprehensive suite of services to manage the lifecycle of a merchant, the lifecycle of a transaction and the lifecycle of a customer. Together we will deliver solutions-on-demand that include a full-range of POS product offerings and payment acceptance forms, more efficient sales and merchant activation tools, enhanced portfolio management, reporting tools and an integrated suite of workflow tools to drive greater back-office efficiency,” said Mr. Philbin.
Infonox offers an array of payment products on self-service and full-service transaction touch points in the gaming, banking and retail markets. The company delivers, manages, operates and supports services for several large publicly traded companies.
Highlights:
* Infonox software platform is used for managing a merchant portfolio from sales to profitability. Thousands of merchants and acquirers get up-to-the-second information on their business.
* Infonox software platform is used to process checks (personal, payroll), intercept and switch ATMs, conduct debit and credit transactions, process instant loans, facilitate bill payments, carry out money transfers, issue and dispense prepaid cards, and more.
* Infonox technology enables connection to any back end processor and payment brands or networks.
Established in 1999, Infonox is based in Sunnyvale, Calif., with an additional office in Pune, India.
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Tuesday, August 5, 2008
Flowers Foods Completes Acquisition of ButterKrust Bakery in Florida
PRNewswire-FirstCall/ -- Flowers Foods (NYSE: FLO) today announced that it has completed the acquisition of ButterKrust Bakery in Lakeland, Fla. In the transaction, Flowers purchased all of the issued and outstanding capital stock of the holding company of ButterKrust for cash.
ButterKrust Bakery operates profitably with annualized sales of approximately $70 million. ButterKrust has one bakery in Lakeland that employs 368 people and the company's fresh breads and rolls are available throughout Florida under the Country Hearth, Rich Harvest, and Sunbeam brands as well as store brands.
Headquartered in Thomasville, Ga., Flowers Foods, with annual sales of over $2.02 billion, is one of the nation's leading producers and marketers of packaged bakery foods for retail and foodservice customers. Flowers operates 36 bakeries that produce a wide range of bakery products marketed throughout the Southeastern, Southwestern, and mid-Atlantic states via an extensive direct-store-delivery network and nationwide through other delivery systems. Among the company's top brands are Nature's Own, Whitewheat, Cobblestone Mill, Sunbeam, Blue Bird, and Mrs. Freshley's. For more information, visit www.flowersfoods.com .
