Printer Friendly

KIRBY CORPORATION ANNOUNCES MERGER

 KIRBY CORPORATION ANNOUNCES MERGER
 HOUSTON, April 16 /PRNewswire/ -- Kirby Corporation (AMEX: KEX)


announced today that it has signed an agreement and plan of merger with Scott Chotin, Inc. and certain of its shareholders providing for the merger of Chotin into Chotin Carriers, Inc., a wholly owned subsidiary of Kirby, for an aggregate consideration of approximately $34 million. According to terms of the agreement, Kirby will issue 870,892 shares of its common stock and pay the shareholders of Chotin approximately $9,100,000 in cash in exchange for all of the outstanding stock of Chotin. Simultaneously with the closing, Kirby will discharge existing debt of Chotin estimated to be $7,400,000. Certain executives and shareholders of Chotin will enter into agreements not to compete for which Chotin Carriers will make payments totaling $5 million.
 In addition, Kirby will issue up to 170,000 additional shares of Kirby stock contingent upon the resolution of certain potential liabilities resulting from operations of Chotin before the merger. Provided such liabilities do not materialize, the contingent additional stock will be issued over a three-year period after the closing. The transaction is structured to be tax-free to Chotin shareholders to the extent of the Kirby stock issued in exchange for Chotin securities.
 Chotin, officed in Mandeville, La. (near New Orleans), is engaged in inland marine tank barge transportation of industrial chemicals and asphalt along the Mississippi River System and the Gulf Intracoastal Waterway. Chotin's fleet includes 29 owned inland tank barges, six of which operate in the asphalt trade, and eight towboats. All of Chotin's tank barges are of double skin construction. Chotin also owns 10 open hopper barges operated by a customer under long term charter and a 50 percent interest in Cho-Me Towing Company, an inland river towing company consisting of two river towboats.
 Chotin recorded total revenues of $20.7 million for its fiscal year ended May 31, 1991 and $13.8 million for the nine months ended Feb. 29, 1992. Kirby has previously reported revenues for the years ended Dec. 31, 1990 and 1991 of $175.8 million and $189.0 million, respectively. Kirby intends to finance the transaction with the corporation's established acquisition line of credit facility and new financing to replace existing debt within Chotin.
 The closing of the transaction is subject to the inspection of Chotin's barges and towboats, completion of an environmental audit and the resolution of certain other issues, including statutory filings under the Hart-Scott-Rodino Antitrust Improvements Act. Consummation of the transaction is expected in late May 1992.
 George Peterkin Jr., president of Kirby, stated that the operations of Chotin are not only compatible, but offer substantial synergy with Kirby's core business, the inland marine transportation of industrial chemicals and related petroleum products. On March 16, 1992, Kirby announced the acquisition of the assets of Sabine Towing & Transportation Co., Inc., a company engaged in coastal and inland marine transportation of petroleum products and harbor tug services. On April 2, 1992, Kirby announced the acquisition of all of the assets of Ole Man River Towing, Inc. and related entities, a group of companies engaged in inland marine transportation of petroleum products. Peterkin further stated that Kirby maintains a strong balance sheet, along with solid cash flow providing the resources to continue its current fleet enhancement program and to take advantage of other marine transportation and related opportunities as they arise.
 Kirby is engaged, through its subsidiaries, in marine transportation, diesel repair and property and casualty insurance. Kirby's marine transportation subsidiaries are engaged in the transportation of industrial and agricultural chemicals by inland tank barge along the Gulf Intracoastal Waterway and Mississippi River System and the offshore transportation of petroleum products by tanker and ocean-going tank barge and dry bulk cargoes by ocean-going barge, primarily between ports along the Gulf of Mexico and the U.S. East Coast. The diesel repair subsidiary is engaged in the repair and overhaul of large diesel engines and related parts sales, primarily for customers in the inland and offshore marine industries. Kirby's property and casualty insurance subsidiary is engaged in the writing of property and casualty insurance in the Commonwealth of Puerto Rico.
 -0- 4/16/92
 /CONTACT: Steve Holcomb of Kirby, 713-629-9370/
 (KEX) CO: Kirby Corp.; Scott Chotin Inc. ST: Texas, Louisiana IN: TRN SU: TNM


SM -- NY037 -- 9181 04/16/92 10:27 EDT
COPYRIGHT 1992 PR Newswire Association LLC
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 1992 Gale, Cengage Learning. All rights reserved.

Article Details
Printer friendly Cite/link Email Feedback
Publication:PR Newswire
Date:Apr 16, 1992
Words:725
Previous Article:STANDARD PRODUCTS REPORTS RESULTS FOR THIRD QUARTER OF FISCAL 1992
Next Article:OKC LIMITED PARTNERSHIP ANNOUNCES TRANSFER TO BOX ENERGY CORPORATION


Related Articles
KIRBY ANNOUNCES TERMINATION OF AGREEMENT AND PLAN OF MERGER
KIRBY CORPORATION ANNOUNCES COMPLETION OF ACQUISITION OF SCOTT CHOTIN
KIRBY CORPORATION ANNOUNCES MERGER
KIRBY CORPORATION SUBSIDIARY CONSUMMATES MERGER WITH EASTERN AMERICA INSURANCE COMPANY
KIRBY CORPORATION ANNOUNCES REDEMPTION
KIRBY CORPORATION ANNOUNCES MERGER AGREEMENT WITH AFRAM LINES CO., LTD.
STOCKHOLDERS APPROVE MERGER BETWEEN CITFED BANCORP AND PSB HOLDINGS
DCR Comments on Kirby's Recently Announced Acquisition.
Kirby Corporation Receives Early Termination Under Hart-Scott-Rodino.
Kirby Corporation Announces Financing Arrangement and Expected Synergies For Hollywood Acquisition.

Terms of use | Copyright © 2017 Farlex, Inc. | Feedback | For webmasters