To: SliderOnTheBlack who wrote (26888 ) 8/3/1998 9:16:00 AM From: Robert Floyd Read Replies (1) | Respond to of 95453
TransCoastal Marine Services Signs Agreement to Acquire International Fabrication Firm, Dickson GMP International, Inc. HOUSTON--(BUSINESS WIRE)--Aug. 3, 1998--TransCoastal Marine Services, Inc. (NASDAQ:TCMS - news) has agreed to acquire Dickson GMP International, Inc., New Orleans, La., and four affiliated companies. Dickson performs project management, fabrication and installation of specialized oil and gas production facilities worldwide. Under the terms of the agreement, TransCoastal will acquire all outstanding stock of the Dickson companies for $10 million in cash and approximately 1.03 million shares of TransCoastal common stock. The agreement provides the potential for Dickson to receive an additional $7.3 million and approximately 0.67 million shares if it achieves certain financial targets by the third quarter of 1999. Although the closing is subject to expiration of the waiting period under the Hart-Scott-Rodino Act and certain other closing conditions, the company expects the transaction to close during the third quarter of 1998. Dickson specializes in fabrication of production systems that incorporate sophisticated piping, electrical and instrumentation components. The company recently won a contract from Chevron Global Technology Services Co. to construct a 5,000-ton compression deck and two 1,000-ton platforms to be installed in Venezuela. These and Dickson's other current international contracts have a combined value exceeding $42 million, and are to be completed in 1999. ''The acquisition of Dickson is particularly exciting because it supports two components of the strategy we announced during our initial public offering last year,'' said Bill E. Stallworth, chairman and chief executive officer of TransCoastal. ''Dickson extends our access to key international oil and gas markets where there is significant pipeline construction across the shallow water and transition zones.'' Dickson derived approximately 75% of its revenue from international projects in 1997. In addition to its headquarters and fabrication yard in New Orleans, Louisiana, the company maintains offices in California, Angola, Nigeria and Venezuela. ''This acquisition also broadens the range and depth of our fabrication expertise significantly,'' said Stallworth. The combined fabrication services backlog for TransCoastal and Dickson is currently over $60 million, as compared to $32 million on Dec. 31, 1997. ''As successful as we have been in our selected markets, joining TransCoastal will give us greater opportunities to expand our offshore operations by offering a broader range of services to our clients,'' said Fred Gallander, chairman, president and CEO of Dickson. Gallander will join the TransCoastal board of directors and will continue to oversee the Dickson operations. TransCoastal Marine Services, Inc., headquartered in Houston, is a marine construction company. Its services include pipeline installation and repair, primarily in the transition zone and shallow-water regions along the U.S. Gulf Coast. For all water depths, the company performs hydrostatic testing and commissioning of pipelines, plus fabrication and refurbishment of offshore drilling rigs, barge drilling rigs and structural components of fixed platforms. Note to Editors: This press release contains forward-looking statements concerning results of operations, profitability of the company, and marketplace trends. These statements are based on many assumptions and other factors, including dependence on the cyclical oil and gas industry, competitive pricing, and the performance of fixed-price contracts. Many of these factors are discussed in the Annual Report on Form 10-K for the year ended December 31, 1997, and the Quarterly Report on Form 10-Q for the three months ended March 31, 1998. Any changes in such assumptions or factors could produce materially different results. -------------------------------------------------------------------------------- Contact: TransCoastal Marine Services, Inc. Johnnie W. Domingue, 713/784-7429 --------------------------------------------------------------------------------