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EXHIBIT 99.1
FOR IMMEDIATE RELEASE
EVI AND WEATHERFORD ANNOUNCE MERGER CREATING FOURTH LARGEST OILFIELD
SERVICE COMPANY
MARCH 4, 1998, HOUSTON, TEXAS - EVI, Inc. (NYSE-EVI) and Weatherford
Enterra, Inc. (NYSE-WII) today announced a strategic combination that will
create the world's fourth largest oilfield service company with the capability
to deliver an extensive range of products and services to the drilling and
production segments of the oilfield. EVI is one of the oilfield service
industry's leading manufacturers of drilling tools, engineered connections and
production equipment. Weatherford is a global diversified energy service and
manufacturing company that provides a variety of services and equipment to the
exploration, production and transmission sectors in virtually all of the
world's oil and gas producing regions.
The definitive merger agreement, unanimously approved by each
company's board of directors, calls for Weatherford stockholders to receive
0.95 of a newly issued share of EVI common stock for each Weatherford common
share. Based on EVI's closing price yesterday, the transaction is currently
valued at $50.17 per Weatherford share, or a total of approximately $2.6
billion. The transaction will be accounted for as a pooling of interests and
is expected to be tax-free to Weatherford stockholders.
The combined company, with 1997 revenues of approximately $2 billion
and current market capitalization of $5.1 billion, will be called EVI
Weatherford. Bernard J. Duroc-Danner, President and Chief Executive Officer of
EVI, will become Chairman and Chief Executive Officer of the combined company.
Thomas R. Bates, Jr., President and Chief Executive Officer of Weatherford,
will become President, Chief Operating
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Officer and director of the combined company. The board of directors will
comprise six members from EVI and four members from Weatherford. David J.
Butters, Chairman of EVI, and Philip Burguieres, Chairman of Weatherford, will
continue as directors. The combined worldwide workforce will be approximately
12,000.
Duroc-Danner explained, "The transaction provides three layers of
shareholder wealth generation:
- Significant consolidation and product line integration in
artificial lift, completion and drilling tools. The combined
product lines will have market leading technologies.
- Strong leverage between EVI's engineered products and
Weatherford's distribution and service system. Weatherford's
extensive worldwide infrastructure, including 151 U.S. and 148
international locations, will save EVI time and capital
investment for developing effective market penetration. This
is particularly true for completion systems, engineered
connections and subsea equipment.
- Powerful synergies generated by integrating products and
services. The combined company will have a unique position in
products and services leading to enhanced competitive
position."
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Bates commented, "Weatherford recently completed a long-term strategic
review and this transaction uniquely satisfies many of the corporate objectives
developed through that process. These objectives include adding new product
and service offerings which have a strategic or complementary fit with our
existing businesses, including completion and production-related products. In
addition to meeting these objectives, the EVI-Weatherford merger provides the
combined company with the critical mass necessary to provide truly innovative
technology and product development for our customers."
Duroc-Danner continued, "Historically, growth at EVI and Weatherford
has been generated by a combination of capital investment in productivity and
technology with acquisitions focused on consolidation. With a strong cash
flow stream and a conservatively capitalized balance sheet, EVI Weatherford
will aggressively pursue internal and external opportunities to further
strengthen its position in its business segments."
The companies have identified substantial combination benefits
including approximately $40 million in annual cost reductions. The companies
also expect additional revenue enhancement as the operations are combined. The
transaction is expected to be significantly accretive to cash flow per share
immediately and is expected to be accretive on an earnings per share basis in
1999.
The transaction is subject to approval of both the EVI and Weatherford
stockholders as well as customary regulatory approvals. The transaction is
currently expected to close in late spring or early summer of this year.
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This press release and any oral statements made in connection herewith
contains forward-looking statements within the meaning of Section 21E of the
Securities Exchange Act of 1934 concerning, among other things, EVI's and
Weatherford's prospects and development for their combined operations and the
integration of business and operations of EVI and Weatherford as well as recent
acquisitions by EVI, all of which are subject to certain risks, uncertainties
and assumptions. These risks and uncertainties include the ability of EVI and
Weatherford to achieve the cost savings and revenue benefits currently expected
from the proposed merger and the timing and receipt of approvals for the
merger. Other risks and uncertainties, which are more fully described in EVI's
and Weatherford's Annual, Quarterly and Current Reports and other filings with
the Securities and Exchange Commission, include changes in prices of oil and
gas and the impact of such changes on EVI and Weatherford. Should one or more
of these risks or uncertainties materialize, or should the assumptions prove
incorrect, actual results from the business of the combined company may vary in
material aspects from those currently anticipated.
EVI is an international manufacturer of engineered oilfield products,
including drilling tools, engineered connections, subsea equipment and
production tools.
Weatherford is a diversified international energy service and
manufacturing company that provides a variety of services and equipment to the
exploration, production and transmission sectors of the oil and gas industry.
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Contact:
EVI, Inc. Weatherford Enterra Sard Verbinnen & Co.
James G. Kiley Norman W. Nolen Paul Verbinnen/Judy Brennan
Vice President and Senior Vice President (212)687-8080
Chief Financial Officer Chief Financial Officer
(713)297-8440 (713)439-9400
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