Monday October 25, 6:41 pm Eastern Time
Company Press Release
Friede Goldman Updates Status
of Merger and Earnings Release
JACKSON, Miss.--(BUSINESS WIRE)--Oct. 25,
1999--Friede Goldman International (NYSE:FGI - news) announced today that its
activities related to its pending merger with Halter Marine Group (AMEX:HLX -
news) were progressing on schedule. The company has received commitments
from a group of banks led by Wells Fargo and Bank One for a credit facility that
will meet the financing needs of the combined company.
J.L. Holloway, chairman and CEO of Friede Goldman, said, ''We are pleased to
have received the commitments for our credit facility and with the banks which are
participating.''
Response from shareholders of both companies to the proposed merger has been
positive based on proxies received through October 25. Transition teams have been
meeting in an effort to assure an orderly integration of the operations and
management of the two companies.
''The working relationship between the two companies is excellent,'' Holloway
continued. ''Management teams from both companies have been working together
over the last several weeks to identify specific areas where operations can be
enhanced, costs savings can be realized and duplicate efforts can be eliminated. We
expect that the transition to a combined company will go smoothly. In addition, we
are optimistic about the improvement that we see in the energy sector and the
opportunities for new business that we expect such improvement to generate. I
believe the companies are coming together at an opportune time to take advantage
of the anticipated activity increase in the offshore sector.''
The Friede Goldman International shareholders' meeting to vote on the merger is
scheduled for October 28, 1999 at 10 a.m. CDT.
As previously announced, Friede Goldman is in engaged in a dispute with Ocean
Rig ASA of Norway regarding two rigs under construction in Friede Goldman's
Pascagoula, Miss.-based facility. In September, the companies agreed to submit the
matter to binding fast track arbitration; however, settlement discussions have
continued. Friede Goldman International has previously disclosed that it would
likely incur a charge to earnings related to the accounting for a charge in the
estimated costs to complete the rigs and the company's related claim against Ocean
Rig, and that, as a result, the company might incur a loss for the third quarter. The
company confirmed today that it would incur a charge related to the contract
dispute in the third quarter and that, as a result, the company would likely incur a
loss for the third quarter of approximately $0.36 per share. If a settlement of the
Ocean Rig matter is reached prior to the November 15 SEC quarterly reporting
deadline, the impact of such a settlement could increase or decrease the amount of
the charge and, as a result, the net loss for the quarter.
''I am disappointed that the Ocean Rig matter has had such a negative impact on
the third quarter,'' Holloway said. ''We hope to put this matter behind us soon and
move on toward taking advantage of the improving conditions we are seeing and
the benefits we expect from the merger.''
Friede Goldman International Inc. is a leading provider of offshore drilling services,
including design, engineering, new construction, repair, retrofit, and conversion.
FGI operates the engineering and design firm Friede & Goldman, Ltd., four
shipyards in the U.S. and Canada through its subsidiaries Friede Goldman Offshore
and Friede Goldman Newfoundland. The company also designs, manufactures, and
markets equipment for the worldwide offshore industry through its subsidiary
Brissonneau & Lotz Marine. The Company's outstanding Common Stock is traded
on the New York Stock Exchange under the symbol ''FGI.''
Note: This press release includes certain statements that may be deemed to be
''forward-looking statements'' within the meaning of Section 27A of The Securities
Act of 1933, as amended, and Section 21 E of the Securities Exchange Act of
1934, as amended. All statements, other than statements of historical facts, included
in this press release that address activities, events or developments that Friede
Goldman International Inc. expects, believes or anticipates will or may occur in the
future, are forward-looking statements. These statements are based on certain
assumptions and analyses made by Friede Goldman International Inc. in light of its
experience and its perception of historical trends, current conditions, expected
future developments and other factors it believes are appropriate in the
circumstances. Such statements are subject to a number of assumptions, risks and
uncertainties, many of which are beyond the control of Friede Goldman
International Inc. and which are discussed in Friede Goldman International Inc.'s
Registration Statement on Form S-1, the Annual Report on Form 10-K, the
Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 1999,
and June 30, 1999, respectively, and the Registration Statement on Form S-4.
Investors are cautioned that any such statements are not guarantees of future
performance and that actual results or developments may differ materially from
those projected in the forward-looking statements.
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