Our Conure at 26 mos., "whats up", okay, thank you! :)
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Ticketmaster subpoenaed over resale of concert tickets: WSJ
By Wallace Witkowski
Last update: 5:52 p.m. EDT April 3, 2009Comments: 5
SAN FRANCISCO (MarketWatch) -- Ticketmaster Entertainment Inc. (TKTM:Ticketmaster Entertainment Inc
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TKTM 4.07, +0.12, +3.0%) received subpoenas from four government agencies concerning the resale of concert tickets, The Wall Street Journal reported late Friday on it Web site. Agencies include the U.S. Justice Department, the U.S. Federal Trade Commission, the New Jersey Attorney General and the Canadian Competition Bureau. The Journal reported it is unclear whether there is any relation between the subpoenas and the Justice Department's review of Ticketmaster's proposed merger with concert promoter Live Nation Inc. (LYV:live nation inc com
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Ticketmaster Entertainment Announces It is Temporarily in Non-Compliance With NASDAQ Marketplace Rule 4350 Following the Resignation of a Board Member
Thursday April 2, 2009, 8:15 pm EDT
Buzz up! Print Related:Ticketmaster Entertainment, Inc.
WEST HOLLYWOOD, Calif., April 2, 2009 (GLOBE NEWSWIRE) -- Ticketmaster Entertainment, Inc. (``Ticketmaster'') (NasdaqGS:TKTM - News) announced today that it received a letter from The NASDAQ Stock Market notifying the company that it no longer complies with NASDAQ's audit committee requirements as set forth in Marketplace Rule 4350(d)(2), which requires Ticketmaster to have an audit committee composed of at least three ``independent directors'' (as defined in NASDAQ Marketplace Rule 4200(a)(15)). Following the resignation of Julius Genachowski from Ticketmaster's Board of Directors on March 12, 2009, Ticketmaster was left with only two independent directors serving on its audit committee.
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Symbol Price Change
TKTM 4.07 +0.12
NASDAQ Marketplace Rule 4350(d)(4) provides a cure period for Ticketmaster to regain compliance with NASDAQ's audit committee composition requirements. This cure period will run through the earlier of Ticketmaster's next annual meeting of shareholders or March 12, 2010, or, if Ticketmaster's next annual meeting of shareholders is held before September 8, 2009, through September 8, 2009.
During the cure period, Ticketmaster common stock will continue to trade on NASDAQ, subject to Ticketmaster 's continued compliance with other NASDAQ listing requirements. Ticketmaster is currently addressing the need for a third audit committee member and expects to regain compliance with NASDAQ's audit committee composition requirements within the cure period.
Ticketmaster Entertainment Partners With Ovations Management Solutions
Partnership Provides a More Friendly and Easy-to-Use Application for Managing Corporate Clients' Ticket Inventory
Thursday April 2, 2009, 9:00 am EDT
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WEST HOLLYWOOD, Calif. and ATLANTA, April 2, 2009 (GLOBE NEWSWIRE) -- Ticketmaster, a Ticketmaster Entertainment, Inc., (NasdaqGS:TKTM - News) operating business, and Ovations Management Solutions (Ovations), the leader in corporate ticket management, today announced an exclusive North American partnership that provides a more friendly and easy-to-use application for managing corporate clients' ticket inventory. With this new partnership, Ovations' corporate clients will gain direct access to Ticketmaster's full range of entertainment categories -- including concerts, professional sports, college sports, theatre, performing arts, and other live exhibitions -- via direct links on Ovations' customized platform.
Related Quotes
Symbol Price Change
TKTM 4.07 +0.12
Ticketmaster will be the exclusive provider of tickets within Ovation's innovative corporate ticket management software solution. Ovations' clients will be able to access, browse, and purchase tickets to the hottest shows, games, and exhibits available on Ticketmaster.com.
``Effectively managing corporate assets and client entertainment costs is increasingly important to organizations -- especially in this economic environment,'' said Enoch Prow, chief executive at Ovations. ``With Ovations partnership with Ticketmaster, our clients will benefit with enhanced one-stop ticket management capabilities, as well as increased efficiency in terms of time savings, compliance reporting, and automated data collection.''
``Ticketmaster's partnership with Ovations gives our corporate clients the ability to more effectively manage their in-house ticket inventory,'' said Greg Consiglio, Ticketmaster's Senior Vice President, Business Development. ``Ticketmaster and Ovations will be providing the business community the ideal solution for access to tickets as well as management, tracking and reporting.''
Ticketmaster's corporate clients also will benefit from this new partnership. They will have access to Ovations' comprehensive online ticket management tool providing increased accountability of ticket inventory.
Ovations developed a well-received on-line environment that is now used by more than 15 major corporations, including Ticketmaster. Ovations is the leader in the corporate ticket management space with major clients across multiple industries, including: Communications; Entertainment; Financial; Food and Beverage; and Technology.
Additional terms of the agreement were not disclosed.
About Ovations Management Solutions (Ovations)
Ovations Management Solutions is the leader in technology based corporate entertainment ticket and asset management. Through the integrated solution of an ASP and world class industry experts, Ovations pioneered a one channel solution for clients to manage, track and report on spend and use of those assets and tickets. Founded in 2001, Ovations serves Fortune 500 companies across multiple industries, including Communications, Entertainment, Financial, Food and Beverage, and Technology. Ovations' clients are worldwide and use the Ovations solution to manage professional sports, college sports, performing arts, theatre, theme parks and airline assets, just to name a few. Ovations is headquartered in Atlanta, Georgia. For more information, visit ovationsmanagement.com.
About Ticketmaster Entertainment, Inc.
Ticketmaster Entertainment consists of Ticketmaster and Front Line Management Group. As the world's leading live entertainment ticketing and marketing company, Ticketmaster connects the world to live entertainment. Ticketmaster operates in 20 global markets, providing ticket sales, ticket resale services, marketing and distribution through http://www.ticketmaster.com, one of the largest e-commerce sites on the Internet; approximately 7,100 retail outlets; and 17 worldwide call centers. Established in 1976, Ticketmaster serves more than 10,000 clients worldwide across multiple event categories, providing exclusive ticketing services for leading arenas, stadiums, professional sports franchises and leagues, college sports teams, performing arts venues, museums, and theaters. In 2008, the Company sold more than 141 million tickets valued at over $8.9 billion on behalf of its clients. Ticketmaster Entertainment acquired a controlling interest in Front Line Management Group in October 2008. Founded by Irving Azoff and Howard Kaufman in 2004, Front Line Management Group is the world's leading artist management company. Ticketmaster Entertainment, Inc. is headquartered in West Hollywood, California (NasdaqGS:TKTM - News).
Contact:
Ovations Management Solutions
Public Relations
Beryl Mokros
+1-404-817-6684 x. 226
bmokros@ovationsmanagement.com
Ticketmaster Entertainment
Media
Hannah Kampf
+1-310-360-2602
Hannah.Kampf@Ticketmaster.com
Investor Relations
+1-310-360-2354
ir@ticketmaster.com
Standard & Poor's cuts Ticketmaster rating
Standard & Poor's downgrades Ticketmaster rating 1 notch into junk status on weak 4th quarter
Tuesday March 24, 2009, 6:41 pm EDT
Buzz up! Print Related:Live Nation, Inc., Ticketmaster Entertainment, Inc.
NEW YORK (AP) -- Standard & Poor's Rating Services on Tuesday lowered the corporate credit rating on Ticketmaster Entertainment Inc. one level further into junk status because of its weak fourth-quarter performance.
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Symbol Price Change
LYV 3.08 +0.18
TKTM 4.07 +0.12
The ratings agency had put Ticketmaster on CreditWatch with a view to downgrade last month after it announced it planned an all-stock merger with concert promoter Live Nation Inc.
It cut the company's rating to BB from BB+ and kept it on CreditWatch with negative implications.
Live Nation's corporate credit rating, already three notches lower at B, was unchanged but remained on CreditWatch with a view to an upgrade.
As of Dec. 31, Ticketmaster had total debt of $865 million and Live Nation had total debt of $886 million.
"The downgrade reflects Ticketmaster's weak fourth-quarter operating performance and rising debt leverage," said Standard & Poor's credit analyst Hal Diamond.
He added that growth in the ticket resale business will not likely be able to overcome a decline in primary ticket sales volume because of the recession.
He also warned that Ticketmaster may pull back from the secondary ticketing market, which has gotten it into hot water on concerts from Bruce Springsteen to Michael Jackson, "which would increase its dependence on the mature and cyclical primary ticket market."
Ticketmaster lost $1.07 billion in the fourth quarter, mostly due to a huge impairment charge to account for its falling share price.
Excluding charges, earnings fell 81 percent to $9.9 million, or 16 cents per share. Revenue grew 9 percent to $384 million, mainly due to acquisitions.
Analysts surveyed by Thomson Reuters had expected, on average, earnings of 29 cents per share on revenue of $378 million. Analyst estimates exclude one-time charges.
Shares in Ticketmaster rose a penny to close at $4 on Tuesday, while Live Nation shares fell 7 cents, or 2.4 percent, to $2.88.
Ticketmaster loses $1B in 4Q on accounting charge
Ticketmaster loses $1 billion in 4th quarter on huge write-down
Ryan Nakashima, AP Business Writer
Thursday March 19, 2009, 8:21 pm EDT
Buzz up! Print Related:IAC/InterActiveCorp., Live Nation, Inc., Ticketmaster Entertainment, Inc.
LOS ANGELES (AP) -- Ticketmaster Entertainment Inc. lost $1.07 billion in the fourth quarter, as the ticket-selling company that hopes to merge with concert promoter Live Nation Inc. had to take a huge impairment charge to account for its falling share price.
Related Quotes
Symbol Price Change
IACI 16.30 -0.13
LYV 3.08 +0.18
TKTM 4.07 +0.12
After the company released the results Thursday, Chairman Barry Diller fought back against critics, again denying the company intentionally redirected Bruce Springsteen fans to its resale sites to charge premiums above face value.
Legions of angry fans have also complained about being shut out from concerts from Phish to Michael Jackson, but Diller said it was because thousands of tickets can be sold in seconds.
"Most fans can be disappointed within moments of the onsale regardless of how much we continually invest in customer service," Diller said. "Oddly, the better we sell tickets, the more unpopular we become."
The company expects to merge with Live Nation in the second half of the year pending an antitrust review by the Justice Department. It will seek shareholder approval this summer.
West Hollywood-based Ticketmaster said its loss amounted to $18.82 per share in the three months to Dec. 31.
The $1.1 billion goodwill write-down mostly reflected the decline in the company's stock price, which debuted at $20 when it spun off from IAC/InterActiveCorp in August. The shares closed Thursday down 3 cents at $4.09 before the earnings were announced.
Excluding charges, earnings fell 81 percent to $9.9 million, or 16 cents per share.
Revenue grew 9 percent to $384 million, mainly due to acquisitions.
Analysts surveyed by Thomson Reuters had expected, on average, earnings of 29 cents per share on revenue of $378 million.
"Last year was a year of transition for Ticketmaster Entertainment," said Irving Azoff, who became chief executive in October when Ticketmaster took a controlling interest in his talent management company, Front Line Management Group Inc.
"While I'm pleased that in the midst of an evolving music industry and a challenged consumer environment we were able to show substantial growth in free cash flow, we won't be satisfied until we transform the company," he said in a statement.
Free cash flow increased to $49 million from negative $15 million in the same period a year ago.
The number of tickets sold in the quarter decreased 9 percent to 35.1 million. And the gross value of the tickets sold fell 14 percent to $2.13 billion.
The company said the economy was partly to blame. Ticketmaster also cited the loss of a contract with Live Nation, which launched its own ticketing platform in January, and fewer big-name tours than in the same period a year earlier.
Its ticket resale business brought in revenue of $35 million, which analyst Brett Harriss of Gabelli & Co. said was strong in a tough economy.
"The fact that the resale business is improving is encouraging," he said.
Acquisitions that affected the results include Front Line, the resale sites TicketsNow and Get Me In!, and with primary ticketer Paciolan.
Front Line contributed about $46 million in revenue and $17 million in operating profit in the quarter.
The company offered no guidance for 2009.
For the full year, revenue grew 17 percent to $1.45 billion from $1.24 billion, but the company posted a net loss of $1.01 billion, or $17.84 per share, down from a net profit of $169 million, or $3.01 per share, a year earlier. Excluding impairments, the company's net profit fell 56 percent to $1.32.
The number of tickets sold in the year was 141.9 million, up slightly from 141.8 million in 2007.
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Ticketmaster Entertainment, Inc. Reports Fourth Quarter and Fiscal Year 2008 Financial Results
Thursday March 19, 2009, 4:01 pm EDT
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Revenues in Fourth Quarter of $384.0 Million and Full Year of
$1,454.5 Million, Up 9.4% and 17.3%, Respectively, Versus
Prior Year Due Primarily to Strategic Acquisitions
Strong Free Cash Flow Growth for Quarter to $49.0 Million; Up More
Than $60 Million Over Prior Year, With $167.5 Million for 2008,
Up 81% for the Year
Acquired Controlling Interest in Front Line Management Group and
Entered Artist Services Business
Related Quotes
Symbol Price Change
TKTM 4.07 +0.12
WEST HOLLYWOOD, Calif., March 19, 2009 (GLOBE NEWSWIRE) -- Ticketmaster Entertainment, Inc. (``Ticketmaster Entertainment' or the ``Company') (NasdaqGS:TKTM - News), the world's leading live entertainment ticketing and artist services company, today announced financial results for its fourth quarter and fiscal year ended December 31, 2008. Revenues for the quarter were $384.0 million, 9.4% higher than the prior year due to strategic acquisitions. Full year revenues were $1,454.5 million, or 17.3% greater than the prior year as a result of strategic acquisitions and higher average revenue per ticket. Fourth quarter Adjusted Operating Income was $58.7 million, a decrease of 28%, as a result of ticketing volume declines, severance costs associated with the previously announced cost reductions, and foreign exchange volatility. Full year Adjusted Operating Income was $257.7 million, 12.2% lower than the prior year, due to ticket volume declines and severance costs incurred in the latter part of 2008.
The Company's results also include a $1.1 billion non-cash, pre-tax impairment charge to goodwill, reflecting the decline in the Company's share price since its spin-off from IAC in August 2008 and the recent uncertainty of economic conditions.
``Last year was a year of transition for Ticketmaster Entertainment, as it became an independently-traded public company and entered the artist management business through the acquisition of a controlling interest in Front Line Management Group,' said Irving Azoff, Chief Executive Officer. ``While I'm pleased that in the midst of an evolving music industry and a challenged consumer environment we were able to show substantial growth in free cash flow, we won't be satisfied until we transform the Company into the world's most innovative live entertainment services, marketing and distribution organization, working harder on behalf of fans and the artists, athletes and performers.'
Breaktime: Go get your lunch first:))
http://search.yahoo.com/search;_ylt=A0geu.0_7ORJIZ4Ay9tXNyoA?p=Long+version+of+grapevine+youtube&y=Search&fr=ush1-finance&fr2=sb-top
YouTube - I heard it through the grapevine - CreedenceVídeo q eu fiz com a música: I heard it through the grapevine do creedence ... BEST VERSION,,,THE LONG VERSION. WHY EVEN PLAY THE SHORT ONE? ...
youtube.com/watch?v=93S_l0qZrXA - 101k - Cached.Play Video
Sells $5 billion of common stock at $123 a share
* Shares fall 5.4 percent in early trading (Adds CFO comments, stock sale, details)
NEW YORK, April 14 (Reuters) - Goldman Sachs Group Inc (GS.N) has a "duty" to return the $10 billion it received in a U.S. government bailout, as it moves to benefit from an expected recovery in capital markets, its chief financial officer said.
The company was Wall Street's most profitable before converting to a commercial bank last September. It returned to profitability in the first quarter, on Monday posting a $1.66 billion profit after preferred stock dividends, more than double what analysts had forecast.
Goldman sold $5 billion of common stock at $123 a share, and plans to use the proceeds and other resources to repay the taxpayer money received under the government's Troubled Asset Relief Program.
http://www.reuters.com/article/marketsNews/idINN1441489720090414?rpc=44
http://biz.yahoo.com/e/090413/gs8-k.html
In otherwords anyone wanting to help pay this debt is welcomed to buy this common A stock. What a racket!!.
Not from GS's profits or profiteers but the lucratived business of stock selling, business as usual.
Ex-Ceo of Quest Nacchio enters soft prison life today.........
http://blogs.wsj.com/law/2009/04/14/joe-nacchio-reports-to-fcp-schuylkill/?mod=yahoo_hs
Hard prisons are reserved for the rest of the public who committ crimes for money.
http://finance.yahoo.com/news/ExQwest-CEO-Nacchio-reports-apf-14923408.html
U.S. NEWS APRIL 13, 2009, 5:50 P.M. ET Textron Holders Advised to Vote Against Nominees Article
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By JENNIFER LEVITZ
Proxy advisor RiskMetrics Group Inc. is recommending Textron Inc. shareholders vote against two outside directors over what the group calls "excessive" personal use of the company aircraft and "excessive new hire package" for Textron's president Scott Donnelly, who formerly served as chief operating officer.
Risk Metrics is advising shareholders vote against incumbent directors Lawrence Fish and Joe Ford in a directors' election April 22. Mr. Fish is Textron's lead outside director, and chairman of the Textron board's nominating committee. Mr. Ford is a member of the nominating committee.
Normally, the proxy adviser said it would recommend against members of the board's compensation committee over issues such as pay and alleged abusive perquisites. But since no compensation committee members are up for re-election, it turned its sights on outside directors Messrs. Fish and Ford. RickMetrics said Textron had taken some positive governance steps in response to past concerns.
In its proxy filed with the Securities and Exchange Commission, Textron responded that its compensation committee worked "diligently" to create compensation arrangements for Mr. Donnelly, "much of which was designed to 'make him whole" for compensation and benefits he lost when he left" General Electric Co.
Textron also said it "believes that its executives' use of aircraft manufactured by Textron's Cessna division is appropriate for business and personal use to increase their productivity and to showcase to potential customers the real-life efficiencies and other benefits of our aircraft products
Write to Jennifer Levitz at jennifer.levitz@wsj.com
This is the bridge/dock that should be getting extended, all the way to Bill Gates house making it a tourist attraction for the public. The money the city could raise could be enormous for a full tour 7days a week, 9am to 6pm. The Zoo here gets around about $26 per car for 2 adults. The money raised could help to build Msft's bridge, again making it another tourist attraction.
5000 he layed off cannot use the bridge.
DC, Wall St, Large Corporations = The Government
Securities Registration Statement (simplified form) (S-3/A)
SUBJECT TO COMPLETION, DATED March 10, 2009
Prospectus
NEWPARK RESOURCES, INC.
2,194,235 Shares of Common Stock
This prospectus relates to the resale of up to 2,194,235 shares of the common stock of Newpark Resources, Inc. issuable upon exercise of a warrant as such shares of common stock may be offered and sold from time to time by the selling stockholder named in this prospectus.
The selling stockholder and its permitted transferees may offer and sell the shares from time to time at market prices, in negotiated transactions or otherwise. The timing and amount of any sale are within the sole discretion of the selling stockholder. The selling stockholder may sell the shares directly or through underwriters, brokers or dealers. The selling stockholder will pay commissions or discounts to underwriters, brokers or dealers in amounts to be negotiated prior to the sale. We will not receive any of the proceeds from the sale of the shares by the selling stockholder. See “Plan of Distribution” on page 2 for more information on this topic.
Our common stock is listed on the New York Stock Exchange under the symbol “NR.” The warrant is not listed on any stock exchange. On March 8, 2009, the closing sale price of our common stock on the New York Stock Exchange was $2.34 per share.
Investing in our common stock involves risks, including those contained or incorporated by reference herein as described under “Risk Factors” on page 1 of this prospectus.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or has determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The date of this prospectus is , 2009
--------------------------------------------------------------------------------
TABLE OF CONTENTS
Page
About This Prospectus i
Where You Can Find More Information ii
Incorporation By Reference ii
Cautionary Statement Regarding Forward-Looking Statements iii
The Company 1
Risk Factors 1
Use of Proceeds 1
Selling Stockholder 1
Plan of Distribution 2
Legal Matters 4
Experts 4
EX-5.1
EX-23.1
EX-23.2
ABOUT THIS PROSPECTUS
This prospectus is part of a registration statement that we filed with the Securities and Exchange Commission, or SEC, utilizing a “shelf” registration process. Under this shelf registration process, the selling stockholder may sell the securities described in this prospectus in one or more offerings. This prospectus does not contain all of the information included in the registration statement. The registration statement filed with the SEC includes exhibits that provide more details about the matters discussed in this prospectus. You should carefully read this prospectus, the related exhibits filed with the SEC, together with the additional information described below under the headings “Where You Can Find More Information” and “Incorporation by Reference.”
You should rely only on the information contained or incorporated by reference in this prospectus. We have not, and the selling stockholder has not, authorized any other person to provide you with different information. If anyone provides you with different or inconsistent information, you should not rely on it. The selling stockholder is not making offers to sell or seeking offers to buy any of the securities covered by this prospectus in any state where the offer is not permitted. You should assume that the information appearing in this prospectus and any other document incorporated by reference is accurate only as of the date on the front cover of those documents. Our business, financial condition, results of operations and prospects may have changed since those dates.
Under no circumstances should the delivery to you of this prospectus or any offer or sale made pursuant to this prospectus create any implication that the information contained in this prospectus is correct as of any time after the date of this prospectus.
Unless otherwise indicated or unless the context otherwise requires, all references in this prospectus to “Newpark Resources,” “we,” “us,” and “our” mean Newpark Resources, Inc. and its wholly owned subsidiaries.
i
--------------------------------------------------------------------------------
Table of Contents
WHERE YOU CAN FIND MORE INFORMATION
We have filed a registration statement with the SEC under the Securities Act of 1933, as amended, which we refer to as the Securities Act, that registers the resale by the selling stockholder of the securities offered by this prospectus. The registration statement, including the attached exhibits, contains additional relevant information about us. The rules and regulations of the SEC allow us to omit some information included in the registration statement from this prospectus.
We file annual, quarterly, and other reports, proxy statements and other information with the SEC under the Securities Exchange Act of 1934, as amended, which we refer to as the Exchange Act.
You may read and copy any materials we file with the SEC at the SEC’s public reference room at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 for further information on the public reference room. Our SEC filings are also available to the public through the SEC’s website at http://www.sec.gov . General information about us, including our annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K, as well as any amendments and exhibits to those reports, are available free of charge through our website at http://www.newpark.com as soon as reasonably practicable after we file them with, or furnish them to, the SEC. Information on our website is not incorporated into this prospectus or our other securities filings and is not a part of this prospectus.
INCORPORATION BY REFERENCE
The SEC allows us to “incorporate by reference” information into this document. This means that we can disclose important information to you by referring you to another document filed separately with the SEC. The information incorporated by reference is considered to be part of this prospectus. We incorporate by reference the documents listed below, other than any portions of the respective filings that were furnished (pursuant to Item 2.02 or Item 7.01 of current reports on Form 8-K or other applicable SEC rules) rather than filed:
• our annual report on Form 10-K for the year ended December 31, 2008, as filed with the SEC on March 10, 2009, which we refer to as our 2008 Form 10-K;
• our current report on Form 8-K, as filed with the SEC on January 1, 2009; and
• the description of the common stock contained in our Registration Statement on Form 8-A, filed on November 15, 1995, and any further amendment or report filed hereafter for the purpose of updating such description.
All documents that we file pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act after the date of this prospectus and until any offerings hereunder are completed, or after the date of the registration statement of which this prospectus forms a part and prior to effectiveness of the registration statement, will be deemed to be incorporated by reference into this prospectus and will be a part of this prospectus from the date of the filing of the document. Any statement contained in a document incorporated or deemed to be incorporated by reference in this prospectus will be deemed to be modified or superseded for purposes of this prospectus to the extent that a statement contained in this prospectus or in any other subsequently filed document that also is or is deemed to be incorporated by reference in this prospectus modifies or supersedes that statement.
Any statement that is modified or superseded will not constitute a part of this prospectus, except as modified or superseded.
We will provide to each person, including any beneficial owner to whom a prospectus is delivered, a copy of these filings, other than an exhibit to these filings unless we have specifically incorporated that exhibit by
ii
--------------------------------------------------------------------------------
Table of Contents
reference into the filing, upon written or oral request and at no cost. Requests should be made by writing or telephoning us at the following address:
Newpark Resources, Inc.
2700 Research Forest Drive, Suite 100
The Woodlands, Texas 77381
(281) 362-6800
Attn: Investor Relations
CAUTIONARY STATEMENT
REGARDING FORWARD-LOOKING STATEMENTS
This prospectus contains forward-looking statements within the meaning of Section 27A of the Securities Act regarding our business, financial condition, results of operations and prospects.
Words such as expects, anticipates, intends, plans, believes, seeks, estimates and similar expressions or variations of such words are intended to identify forward-looking statements.
However, these are not the exclusive means of identifying forward-looking statements. Although forward-looking statements contained in this prospectus reflect our good faith judgment, such statements can only be based on facts and factors currently known to us. Consequently, forward-looking statements are inherently subject to risks and uncertainties, and actual outcomes may differ materially from the results and outcomes discussed in the forward-looking statements.
Further information about the risks and uncertainties that may impact us are described or incorporated by reference in “Risk Factors” beginning on page 1. You should read that section carefully. You should not place undue reliance on forward-looking statements, which speak only as of the date of this prospectus. We undertake no obligation to update publicly any forward-looking statements in order to reflect any event or circumstance occurring after the date of this prospectus or currently unknown facts or conditions or the occurrence of unanticipated events.
iii
--------------------------------------------------------------------------------
Table of Contents
THE COMPANY
Newpark Resources, Inc. is a diversified oil and gas industry supplier. We provide our products and services primarily to the oil and gas exploration and production industry in the U.S.
Gulf Coast, West Texas, U.S. mid-continent, U.S. Rocky Mountains, Canada, Mexico, Brazil and areas of Europe and North Africa surrounding the Mediterranean Sea. Further, we are expanding our presence outside the oil and gas exploration and production sector, particularly in our Mats and Integrated Services segment, where we are marketing to utilities, municipalities, and government sectors.
Our principal executive offices are located at 2700 Research Forest Drive, Suite 100, The Woodlands, Texas 77381, and our telephone number at that address is (281) 362-6800. Our website address is http://www.newpark.com . However, information contained on our website is not incorporated by reference into this prospectus, and you should not consider the information contained on our website to be part of this prospectus.
RISK FACTORS
An investment in our common stock is subject to numerous risks, including those listed under the caption “Risk Factors” incorporated by reference to our 2008 Form 10-K. You should carefully consider these risks, along with the information provided elsewhere in this prospectus and the documents we incorporate by reference in this prospectus before investing in the common stock. You could lose all or part of your investment in the common stock.
USE OF PROCEEDS
The shares of common stock to be offered and sold pursuant to this prospectus will be offered and sold by the selling stockholder. We will not receive any proceeds from the sale of the shares by the selling stockholder, although we may receive proceeds from the exercise of the warrant. We cannot guarantee that the selling stockholder will exercise the warrant. If we do receive proceeds from the exercise of the warrant, we will use such proceeds for general corporate purposes.
SELLING STOCKHOLDER
The common stock to be issued upon exercise of the warrant currently held by the selling stockholder was previously registered with the SEC for resale by Fletcher International Ltd.
under that certain registration statement on Form S-3 under the Securities Act of 1933 (File No.
333-39978), filed with the SEC on June 23, 2000 (the “Original Registration Statement”), in accordance with the registration rights set forth in the agreement pursuant to which the warrant was originally issued. In 2006, as the result of an internal investigation, we restated our consolidated financial statements for the years ended December 31, 2005, 2004 and 2003 as well as our selected financial data as of and for the years ended December 31, 2005, 2004, 2003, 2002 and 2001. In the course of this restatement, we were delinquent in making certain requisite filings required under the Exchange Act. As a result, the Original Registration Statement is no longer effective. We filed a post-effective amendment to the Original Registration Statement to deregister the securities on January 22, 2009. We are filing this registration statement on Form S-3 under the Securities Act to re-register the resale of the common stock to be issued upon exercise of the warrant, which is now held by the selling stockholder.
The shares of common stock being registered hereunder are issuable pursuant to the exercise of the warrant held by the selling stockholder. The warrant was acquired by the selling stockholder from an affiliate, which acquired the warrant from Fletcher International Ltd., a non-affiliated third party, in a private transaction.
The following table sets forth information regarding the selling stockholder and the number of shares of common stock the selling stockholder is offering. The term “selling stockholder” includes donees, pledgees, transferees, or other successors-in-interest selling securities received from the named selling stockholder as a gift, pledge, stockholder distribution or other non-sale related transfer after the date of this prospectus. Under the rules of the SEC, beneficial ownership includes shares over which the indicated beneficial owner exercises voting or investment power. The percentage ownership data is based on 88,493,557 shares of our common stock issued and outstanding as of February 24, 2009.
Shares Beneficially Owned Shares Beneficially Owned
Before the Offering Shares That May be After the Offering(3)
Name Number Percent Offered Hereby Number Percent
J.P. Morgan GT Corporation (1) 2,094,235 2.36 % 2,194,235 (2) — —
Protection One, Inc. provides monitoring and. related security services. ... Protection One Inc. Total Debt for the company currently stands at USD 530.916mm. ... Report issued on 11/28/08
Form 8-K for PROTECTION ONE INC
--------------------------------------------------------------------------------
7-Apr-2009
Change in Directors or Principal Officers
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 7, 2009, Alex Hocherman was appointed to the Board of Directors of Protection One, Inc. and Protection One Alarm Monitoring, Inc. (together, the "Company") to fill the vacancy created by the resignation of Mr. Rattner on February 23, 2009. Mr. Hocherman is a designee of POI Acquisition, LLC, the Company's largest stockholder and an affiliate of Quadrangle Group LLC (collectively, "Quadrangle"), pursuant to the terms of the Amended and Restated Stockholders Agreement, dated as of April 2, 2007, among the Company and affiliates of Quadrangle and Monarch Alternative Capital LP. For a description of the Company's relationship with Quadrangle, see the Company's Definitive Information Statement on Form 14C, which the Company filed with the Securities and Exchange Commission on April 29, 2008.
On April 1, 2009, Kimberly G. Lessner notified the Company of her resignation as Chief Marketing Officer and Executive Vice President of the Company, effective April 15, 2009. Ms. Lessner resigned to pursue other interests and to spend more time with her family.
NASHVILLE, Tenn., March 19, 2009 (GLOBE NEWSWIRE) -- Protection One, Inc. (NasdaqGM:PONE - News), one of the leading providers of monitored security services to homes and businesses in the United States, announced the expansion of its Nashville office to a new, larger facility at 5211 Linbar Drive.
Related Quotes
Symbol Price Change
PONE 4.26 +1.48
From this new location, the local Protection One team can better serve its customer base, including the company's growing commercial and national accounts segment, which is one of the largest in the nation. The larger facility also offers space for customers to view the company's latest security technologies and meet with security consultants and service personnel who handle projects through the life of a customer's relationship with the company. Protection One's implementation of a full-service business model also has created the need for larger facilities to accommodate its growing security consultant staff. The company's local branches around the country work closely with its national support centers, including a dedicated center for commercial and national account clients.
Protection One offers Web-based security; intrusion detection; access control; security cameras; remote video; fire systems; medical response equipment; biometric readers; panic buttons; climate sensors; smoke and carbon monoxide monitoring; and other life safety services. The company also recently launched http://www.ShapeofSecurity.com, dedicated to providing security solutions for everyday business risks, and was the first national provider to offer Web-based management and control of security for homes and businesses through its e-Secure services.
Protection One is one of the largest vertically integrated national providers of sales, installation, monitoring, and maintenance of electronic security systems to homes and businesses and has been recognized as one of ``America's Most Trustworthy Companies' by Forbes.com. Network Multifamily, Protection One's wholly owned subsidiary, is the largest security provider to the multifamily housing market. The company also owns the nation's largest provider of wholesale monitoring services, the combined operations of CMS and Criticom International. For more information about Protection One, visit http://www.ProtectionOne.com.
The Protection One Security logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=5546
Contact:
Protection One, Inc.
Media Contact
Robin J. Lampe
785.856.9350
Investor Contact
Darius G. Nevin
785.856.9368
LAWRENCE, Kan., March 13, 2009 (GLOBE NEWSWIRE) -- Protection One, Inc. (NasdaqGM:PONE - News), one of the leading providers of security monitoring services in the United States, today reported financial results for the fourth quarter and year ended December 31, 2008.
Richard Ginsburg, Protection One's president and chief executive officer, said, ``Process improvements launched earlier in 2008 paid off in the fourth quarter in the form of lower costs of monitoring. I am also pleased to report a 3% increase in EBITDA to $28.3 million on a modest increase in revenues during the fourth quarter. For 2009, we are focused on delivering growth in EBITDA and free cash flow. Though we continue to develop our commercial base and market-leading capabilities in our Wholesale segment, we recognize that changes in capital markets have raised investment hurdles for all. With almost 90% of our revenue generated from recurring revenue streams and an improved cost structure, we can afford to be even more disciplined about investing to create new recurring revenue streams. As a result, our customer acquisition costs may be lower in 2009 than in 2008.''
The next bridge to nowhere! Taxpayers should be outraged!. Bill Gates one the biggest lobbyist for outsourcing to hire right here at home, one of the richest men in the world accumulated thru investors capital since its IPO. He just layed off 5000 workers, paid himself $350+ million in 1.5 weeks selling stock options this year. Recently ordered to pay $380 mil for stealing another companies patent, MSFT appealing. Not the first time either.
http://www.cnn.com/2009/US/03/31/bridge.microsoft/index.html?eref=rss_topstories
More info should be out on Monday. I believe they may be in some negotiations over this weekend. The market would like to see the companies debt cleaned up, this has been the thorn. The other questions may be the Govt, so far I haven't heard anything?........The last question does the company really want to sell?............it employ's alot of people. The other thing is does the company want to sell at this price, this will not eleviate their $9bn in debt, they are only being offered $5.1 or so bn for the company. They need at least $39. The other question is who do they have in mind to sell the military defense side of the company to?.........
I believe this is why the stock didn't go higher, to many uncertainties.
Pure Earth, Inc. Announces Date of 2009 Annual Meeting of Stockholders and Stockholder Proposal Deadline
TREVOSE, Pa., April 3 /PRNewswire-FirstCall/ -- Pure Earth, Inc. (OTC Bulletin Board: PREA) (the "Company") today announced plans to hold its 2009 Annual Meeting of Stockholders (the "2009 Annual Meeting") on Wednesday, June 17, 2009 at 2:00 p.m., local time, at the Radisson Hotel Philadelphia Northeast located at 2400 Old Lincoln Highway, Trevose, Pennsylvania 19053. The Company notes that stockholders of record as of the close of business on April 29, 2009 will be entitled to attend and vote at the 2009 Annual Meeting or any adjournment or postponement thereof.
Because the Company did not hold an annual meeting of stockholders in 2008, the Company has, in accordance with its bylaws, announced that the deadline for the receipt of stockholder proposals and nominations for election of directors for the 2009 Annual Meeting is April 13, 2009. In order to be brought before the 2009 Annual Meeting, any such proposals or nominations must be received by the Corporate Secretary at the Company's principal executive office at One Neshaminy Interplex, Suite 201, Trevose, Pennsylvania 19053 no later than that date. Such proposals or nominations must comply in all respects with the requirements contained in the Company's bylaws, and the Company may reject any proposal or nomination that does not comply with these requirements.
Pure Earth, Inc. is publicly-traded (PREA.OB) and headquartered in Trevose, Pennsylvania. Pure Earth, Inc. is a diversified environmental company that specializes in delivering innovative, green solutions, including specialized waste treatment, handling of contaminated soils and conversion of waste materials into usable products. In addition to its Trevose, Pennsylvania headquarters, Pure Earth has operations in New York, New Jersey, Rhode Island and Connecticut. For more information, the Company's web site is "http://www.pureearthinc.com/."
52-wk Range
- 0.77 - 10.31
Management Comments. William S. Daugherty, President and CEO of NGAS Resources commented, “While the economic environment remains challenging for our industry, NGAS is taking actions to build a stronger company for the future. We are very pleased with results from our transition to horizontal drilling and are well positioned to capitalize on these opportunities through our proven drilling partnership structure and sales network, which raised over $34 million for our non-operated initiatives in 2008.” Mr. Daugherty added, “Our horizontal drilling advances have the potential to significantly increase production and reserves for the company over the long term, both from Leatherwood and our other core areas in the Appalachian and Illinois Basins. When market conditions permit, we will resume our strategy for retaining more of our available working interest in these plays.”
NGAS Resources Provides 2008 Operational Review
Proved Developed Reserves Increase 20%
20 Appalachian Horizontal Wells Drilled in 2008
2008 Production Increased 13% to 3.7 Bcfe
Tuesday February 17, 2009, 8:00 am EST
Buzz up! Print Related:NGAS Resources Inc.
LEXINGTON, Ky.--(BUSINESS WIRE)--NGAS Resources, Inc. (Nasdaq: NGAS - News) today announced that its estimated proved developed reserves at year-end 2008 were 57 billion cubic feet equivalents (Bcfe), an increase of 20% over 2007. Total proved reserves at year-end 2008, including proved undeveloped locations (PUDs), were 78 Bcfe, compared to 105 Bcfe at year-end 2007. This reflects a significant decrease in PUD reserves, resulting from higher 2008 drilling costs and lower year-end commodity prices used under SEC reserve reporting rules. These prices averaged $5.51 per thousand cubic feet (Mcf) of natural gas, compared to $7.39 per Mcf at year-end 2007.
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Symbol Price Change
NGAS 1.25 +0.02
The company’s production volumes in 2008 increased 13% to 3.7 Bcfe, compared to 3.3 Bcfe in 2007. Production in the fourth quarter of 2008 was 1.0 Bcfe, an increase of 5% on a period-over-period basis. The company’s realized sales prices for natural gas averaged $7.62 per Mcf for the fourth quarter of 2008 and $8.89 per Mcf for the year as a whole.
During 2008, the company transitioned from vertical to horizontal drilling in its Leatherwood field. The company drilled 20 horizontals in Leatherwood last year, each with a single lateral leg averaging 3,500 feet through the Devonian shale formation, which is present throughout the company’s Appalachian properties. Initial 30-day production rates for these wells averaged 309 Mcf per day. The company retained an average working interest of 56% in these wells, with the balance maintained by the mineral interest owners, who have participation rights for up to 50% of the working interest in Leatherwood wells.
William S. Daugherty, President and CEO of NGAS Resources, commented “Our transition to horizontal drilling through the Devonian shale has been very successful. This contributed to record production in 2008 despite a challenging environment in the second half of the year.” Mr. Daugherty added, “We are expanding our horizontal drilling this year throughout our core operated fields in the Appalachian and Illinois Basins. To date, we have successfully drilled one Devonian shale horizontal in each of our Straight Creek, Fonde and Stone Mountain fields. With over 73% of our 273,000 acres in southern Appalachia undeveloped, our acreage and infrastructure position provides us with a multi-year inventory of horizontal drilling locations for future growth. While the upside of our transition to horizontal drilling is not fully reflected in our year-end reserves, we expect many of the former vertical PUDs to be drilled horizontally, with substantially higher recovery volumes and rates than vertical wells at significantly lower finding costs.”
NGAS Reports Fourth Quarter and Full Year 2008 Results
Date : 03/12/2009 @ 4:05PM
Source : Business Wire
Stock : NGAS Resources, Inc. (NGAS)
Quote : 1.25 0.0 (0.00%) @ 5:00PM
NGAS Reports Fourth Quarter and Full Year 2008 Results
NGAS Resources, Inc. (Nasdaq: NGAS) today reported a 4 percent increase in fourth quarter 2008 total revenue to $21.8 million compared to $21.0 million for the comparable quarter in 2007. For the full year, total revenue increased 20 percent to $84.4 million, compared to $70.2 million for 2007. The results for the full year reflect increases of 37 percent in oil and gas production revenue and 34 percent in gas transmission, compression and processing revenue.
In fourth quarter 2008, the company reported net income of $306,639, compared to $256,655 in fourth quarter 2007. Earnings per share in the fourth quarter were $0.01, unchanged from the prior year on a 10 percent increase in fully diluted shares. For the full year, NGAS reported earnings per share of $0.11, compared to a loss per share of $0.04 in 2007. Discretionary cash flow per share was $0.15 in the fourth quarter and $0.77 in 2008, compared to $0.18 and $0.59 in the comparable prior periods. (A reconciliation of this non-GAAP measure is provided at the end of this release.)
William S. Daugherty, President and CEO of NGAS Resources, commented, “We delivered a strong fourth quarter in the face of unprecedented volatility in the commodity and financial markets. During 2008 we transitioned to horizontal drilling and successfully completed 22 wells by year end. This contributed to our sixth consecutive year of double-digit production growth.” Mr. Daugherty added, “A return to our business model for partnership drilling on our operated properties gives us the flexibility to continue growing the company in the current economic environment.”
Operational and Financial Highlights for 4Q 2008 versus 4Q 2007:
Average daily production was 10.5 Mmcfe versus 10.0 Mmcfe
Total production volumes were up 5 percent to 1.0 Bcfe
10 gross (5 net) Appalachia horizontal wells drilled
Average realized natural gas price was $7.62/Mcf versus $8.06
Average price for Appalachian production was $8.94/Mcf
Discretionary cash flow was $4.0 million versus $4.3 million
Capital expenditures totaled $18.5 million
Fourth Quarter 2008 Expense Review
Depreciation, depletion and amortization expenses were $3.0 million in the fourth quarter 2008 compared to $3.2 million in the fourth quarter of 2007.
Selling, general and administrative expenses in the fourth quarter of 2008 were $3.7 million compared to $3.3 million in the prior year. This was partially driven by increased levels of staffing to support the growing business as well as the timing and extent of marketing costs for sponsored drilling partnerships. As a percentage of revenue, SG&A costs were 17.1 percent compared to 15.7 percent in fourth quarter 2007.
Interest expense in the quarter was $1.4 million compared to $1.7 million in the same period last year reflecting lower average interest rates.
Operational and Financial Highlights for Full Year 2008 versus Full Year 2007:
Average daily production was 10.2 Mmcfe versus 9.1 Mmcfe
Total production volumes were up 13 percent to 3.7 Bcfe
Average realized natural gas price was $8.89/Mcf versus $8.19
Average price for Appalachian production was $9.59/Mcf
Oil and gas revenue increased 37 percent to $38.5 million from $28.1 million
Discretionary cash flow was $20.8 million versus $13.1 million
Capital expenditures totaled $56.9 million
65 miles of pipeline added to gathering system
ex these corporations have been having their tea parties for years across the country, most are public, and conglomerates but not all, but its a party among friends, if the residents would have known there may have been another revolutionary war of protest in front of the businessess, and maybe the Capital.............the taxes they have skirted has gotten paid for by the residents of the State. When you think you've heard about all the corruption there is still more little dirty secrets, and those responsible?........the people who make and enforce the tax laws in our States, and whoever instructs them to allow it.
http://www.gazettextra.com/news/2009/mar/02/closing-loophole-nets-tax-fairness-wisconsin-busin/
This is the very reason why there were people who got talked into a mortgage they couldn't afford, then were able to get talked into a home equity loan, and on the way home from the bank were talked into using that money for that SUV they always wanted, having got it, now it was breaktime :))
http://stupid-people-videos.blogspot.com/2006/09/lady-calls-911-over-wrong-burger-king.html
For Some CEOs, the Perks Keep Flowing Article
By CARI TUNA
The public outcry over corporate jets and other executive perquisites intensified last year, but that didn't ground top brass at Dana Holding Corp.
The Toledo, Ohio, auto supplier, which emerged from Chapter 11 bankruptcy protection in January 2008, spent $2.3 million last year on chartered planes to fly its chairman and chief executive, John M. Devine, and its vice chairman and former CEO, Gary L. Convis, to and from their California homes, according to its latest proxy statement.
Dana Holding Corp.
John Devine
Despite investor grumbling, U.S. companies continue to subsidize a wide array of benefits for their top executives, from round-the-clock personal security to country-club memberships, top-flight healthcare, sporting-event tickets and personal use of corporate-owned retreats, according to The Wall Street Journal CEO pay survey.
"When push comes to shove, companies didn't make as many changes to these programs last year as shareholders would like," said David Wise, a senior consultant at Hay Group, which compiled the Journal's survey.
A public backlash against executives flying in private jets erupted last year when the CEOs of the Big Three U.S. auto makers were excoriated by members of Congress for flying private jets to Washington, D.C., to appeal for government aid. The perk was common last year: 104 of the 200 companies in the Journal survey covered the cost of personal air travel by their CEOs in 2008, down only slightly from 107 in 2007. The median value of the perk jumped to $115,500 from $79,000, probably because of higher fuel prices, Mr. Wise said.
View Interactive
Chartbook
See the top earners and more details from the CEO pay survey.
Other jet-setting CEOs included James M. Bernhard Jr. of Shaw Group Inc. and Lewis B. Campbell of Textron Inc., who amassed $642,500 and $590,400, respectively, in personal air-travel expenses.
A spokeswoman for Shaw Group declined to comment. Textron, which owns Cessna Aircraft Co., said that private and public use of business jets by Textron executives "increases their productivity and provides a competitive talent attraction and retention advantage." The spokesman added that "it also serves as an extremely important example to showcase the real-life efficiencies and other benefits to potential customers."
Dana sold its six corporate aircraft to cut costs before and after entering Chapter 11 in March 2006. Company spokesman Chuck Hartlage said directors agreed to pay for Messrs. Devine and Convis's commutes to lure the seasoned auto executives out of retirement.
He said the executives' total direct compensation last year, not including benefits, which is valued by the Journal at $8.5 million for Mr. Devine and $6.2 million for Mr. Convis, is "very much in line with similarly situated peers."
Dana also reimbursed the pair for more than $43,000 in taxes associated with the travel expenses, highlighting another controversial benefit: tax "gross-ups" on perks.
Proxy adviser RiskMetrics Group Inc. recently added "gross-up" payments, which cover the taxes owed by executives for employer-provided perks and other benefits, to its list of poor executive-pay practices that can prompt it to advise against directors' reelection.
View Interactive
Interactive Guide
An explanation of how to read proxy statements
This week, for example, it recommended that Dana shareholders withhold votes for compensation committee member Jerome B. York over the gross-up issue. "The tax reimbursements, like the air-travel benefit, were part of the board-approved employment agreements," said Mr. Hartlage of Dana. He said Mr. York is "aware of the story" but didn't return a request for comment.
In the Journal survey, 76 companies disclosed some form of gross-up for chief executives, down from 77 in 2007. The median value of such payments fell to $16,400 from $22,350.
Oil-field services provider BJ Services Co. spent the most on gross-ups, reimbursing CEO J.W. Stewart $718,800 for the taxes on his bonus and certain equity awards. A BJ Services spokesman was unavailable for comment.
Other popular perks include security and financial advice. Occidental Petroleum Corp. CEO Ray R. Irani, whose total direct compensation of $49.9 million ranked second among CEOs in the compensation survey, also received security valued at $575,400 and financial planning valued at $403,300, according to the company's proxy statement.
Occidental spokesman Richard Kline called security "a necessity" for Dr. Irani, adding, "Executives from oil and gas companies have been threatened, abducted and killed." The financial-planning assistance allowed Dr. Irani "to keep his complete attention on the company's business and performance," Mr. Kline said.
Ferro Corp., a Cleveland maker of industrial coatings, reimbursed CEO James F. Kirsch for a $100,000 initiation fee at the Pepper Pike Country Club. The board had suggested he join "to enhance networking opportunities with other Cleveland area CEOs," according to Ferro's proxy statement. The company declined to comment further.
Wall Street Journal CEO Pay Survey
Full Survey Results: 200 CEOs' PayCEO Pay Sinks Along With ProfitsMotorola Co-CEO Tops Pay SurveyCEO Salaries Remain Under Pressure in '09Robert A. Young, the chairman and former CEO of shipping-services company Arkansas Best Corp., received perks valued at $58,449 last year, including an undisclosed amount for personal use of the company's hunting lodge. An Arkansas Best spokesman wasn't available for comment.
The survey found 27 companies that discontinued at least one perk for their CEOs last year, compared with 35 companies that killed perks in 2007. Steve Sabow, Hay Group's director of executive compensation research, said companies eliminated benefits that stood out as "unusual." Mr. Wise, of Hay Group, expects more companies to eliminate executive perks in 2009 in response to mounting criticism of executive pay.
One company trimmed perks after an unusual shareholder revolt. InfoGroup Inc., an Omaha, Neb., database concern, sold its corporate yacht for $1.5 million in October 2008 after a shareholder suit alleged abusive personal spending by founder Vinod Gupta, according to Securities and Exchange Commission filings.
Mr. Gupta resigned as CEO last August and agreed to repay $9 million. But he received a $10 million severance package and remains on the company's board, according to the filings. Mr. Gupta couldn't be immediately reached.
—Phred Dvorak and Joann S. Lublin contributed to this article.
Write to Cari Tuna at cari.tuna@wsj.com
TXT: Mideast group eyes Textron for $21 a share - report
Shares surge nearly on latest takeover speculation
By Christopher Hinton, MarketWatch
Last update: 9:45 a.m. EDT April 9, 2009NEW YORK (MarketWatch) -- Shares of Textron jumped 42% at the open Thursday after a Kuwaiti newspaper reported a group of United Arab Emirates companies and a Kuwaiti firm would like to buy the maker of Cessna jets and Bell helicopters.
Citing unidentified sources, Al-Watan Daily said the unidentified group was offering $21 a share for the Providence, R.I., company, according to a report from AFP.
The consortium would reportedly take the commercial side of Textron's (TXT:Textron Inc
News , chart , profile , more
Last: 13.58+4.47+49.06%
10:08am 04/09/2009
TXT 13.58, +4.47, +49.1%) aerospace business and sell the military side to a U.S. company, the newspaper said.
Officials at Textron were not immediately available for comment.
Textron has been facing a liquidity crisis due to future write offs in its financial arm. The company also has a total debt standing at $9.3 billion, or $39 a share, according to a March 2 note from Cowen & Co.
Executives have said they would consider selling some of their core assets if necessary, but also said as late as March 31 that they are ahead of schedule in improving Textron's financial position.
Wall Street analysts have said no one would want to but the entire company because of crisis in Textron Financial.
Investors apparently view a 65% plunge in Textron's share value over the past six months as making the company an attractive takeover target. Rumors of a possible deal this week have helped lift Textron stock more than 20% at the close Wednesday.
Shares of Textron last traded at $12.98, up 42%. The stock topped $15.90 in pre-market action.
Christopher Hinton is a reporter for MarketWatch based in New York.
Alternate charts:
Thats a nice climb up, but I don't think they will sell to this firm, I even have suspicions that the Govt will have some input into this, for all the various reasons. But its helping to move the stockprice.
Mideast group eyes Textron for $21 a share - report
Shares surge nearly on latest takeover speculation
By Christopher Hinton, MarketWatch
Last update: 9:45 a.m. EDT April 9, 2009NEW YORK (MarketWatch) -- Shares of Textron jumped 42% at the open Thursday after a Kuwaiti newspaper reported a group of United Arab Emirates companies and a Kuwaiti firm would like to buy the maker of Cessna jets and Bell helicopters.
Citing unidentified sources, Al-Watan Daily said the unidentified group was offering $21 a share for the Providence, R.I., company, according to a report from AFP.
The consortium would reportedly take the commercial side of Textron's (TXT:Textron Inc
News , chart , profile , more
Last: 13.58+4.47+49.06%
10:08am 04/09/2009
TXT 13.58, +4.47, +49.1%) aerospace business and sell the military side to a U.S. company, the newspaper said.
Officials at Textron were not immediately available for comment.
Textron has been facing a liquidity crisis due to future write offs in its financial arm. The company also has a total debt standing at $9.3 billion, or $39 a share, according to a March 2 note from Cowen & Co.
Executives have said they would consider selling some of their core assets if necessary, but also said as late as March 31 that they are ahead of schedule in improving Textron's financial position.
Wall Street analysts have said no one would want to but the entire company because of crisis in Textron Financial.
Investors apparently view a 65% plunge in Textron's share value over the past six months as making the company an attractive takeover target. Rumors of a possible deal this week have helped lift Textron stock more than 20% at the close Wednesday.
Shares of Textron last traded at $12.98, up 42%. The stock topped $15.90 in pre-market action.
Christopher Hinton is a reporter for MarketWatch based in New York.
http://www.pinksheets.com/pink/quote/quote.jsp?symbol=rin
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Your right about that, and he will make every attempt. Ya know something else?. If I'm not mistaken I thought one of the SEC rules was the disallowance for a company to pump a stock when there is a 504D in place?.........He is putting this info out on Yahoo. Its one thing to give information on a project from the money being raise, and quite another to use a business model drawn up on paper and use it as if he has something underway.
Where is he gonna get the money for the property, and what bank will hold the deed?, perhaps its a worthless piece of land one of his buddies has, or maybe its just another picture like the one he sent righty that had nothing to do with the uraninium mines, except the one that look like a death trap for any who entered, except rattle snakes, and the Hela monster.
This guy never quites does he?..........how many business models does this make?...............He should have given it a more catchy symbol like MACS. Remember his words?. This is his company and do with it as he will, investors are just along for the ride, which turned out to be a one way ride to the bottom, no capital and no holdings, he then said, "the party was over for Ihubbers".
Whats wrong with this picture?
Estimate a $50k yearly salary, a good income by most standards, multiply this by 20 years, the earnings would be a million dollars.........Construction work for 20, driving a bus for 20, working in the sewer for 20, whatever the scenario. No person on this planet, or in our galaxy is worth this............
Compare these comp pkgs to a Neurosugeon, on avg nationwide earn $2.5 million a year. A brainsurgeon, a heart specialist, a heartsurgeon, a highranking combat soldier, a commercial pilot, you name it, the President of the US who has the weight of this country on his shoulders earns $400k a year,
but these money grabbers exist for the primary reason to rake in as much corporate welfare as they can, not from selling the companies, stock options or corporate welfare will give them more than the companies will ever be worth on paper, and who gives it to them?.......everyone that buys one of their stocks.
The Govt sets no standards for those who can be public, remain public, or want to come public. This is how parasitic the market is. When a company has gotten so big that the Ceo's believe investors should pay them this kind of money they need to go, just like Gates, like the rest. This company nor Msft is doing nothing for shareholders, they've have become self serving enterprises, this money is gone, never to come back.
Not money from earnings generated where the get a check cut weekly or monthly, but yet some receive this plus the stock options and bonuses. Money they could only dream of in the private sector. "Where they belong".
Figure how long it would have taken to buy a $200 million dollar home, this is just the home. Your looking at 4000 years on an income of $50k annually..........almost back to the time of the Pharohs...........But first you would need to either be immortal, or own the fountain of youth.
The latest list of America’s Highest Paid CEOs in 2008 saw Steve Jobs, who was ranked first in 2007 dropped his place to a shocking 120th, after a restructuring of stock grants in his company Apple.
Larry Ellison of Oracle Corporation, who tops the new list, earned a massive US$192 million for the year 2007, on top of over 20 million shares he owns.
Larry founded Oracle in 1977, which started its first database project for the CIA agency with only $2,000 investment and has been the CEO for more than 30 years.
Apart from being the highest paid executive, Larry also has a net worth of US$18.4 billion, making him as the 14th richest men in the world at the moment. He is also publicly known for his extravagant life style, owning expensive boats, a private jet, cars and lives in a US$200 million dollar house.
Among other notable presence in the top 20 include Howard Schultz (Starbucks), Lloyd Blankfein (Goldman Sachs), Richard Fuld (Lehman Brothers), Steven Burd (Safeway) and John Chambers (Cisco).
The top 20 highest paid CEOs, and their companies:
1. Larry Ellison, Oracle (US$192 million)
2. Frederic M Poses, Trane (US$127 million)
3. Aubrey K McClendon, Chesapeake Energy (US$117 million)
4. Angelo R Mozilo, Countrywide Financial (US$103 million)
5. Howard D Schultz, Starbucks (US$98.6 million)
6. Nabeel Gareeb, MEMC Electronic Mats (US$79.6 million)
7. Daniel P Amos, Aflac (US$75.2 million)
8. Lloyd C Blankfein, Goldman Sachs (US$73.7 million)
9. Richard D Fairbank, Capital One Financial (US$73.2 million)
10. Bob R Simpson, XTO Energy (US$72.3 million)
11. Richard S Fuld Jr, Lehman Brothers (US$71.9 million)
12. Steven Roth, Vornado Realty (US$71.9 million)
13. Marijn E Dekkers, Thermo Fisher, (US$69 million)
14. Steven A Burd, Safeway (US$67.2 million)
15. Gregg L Engles, Dean Foods (US$66.1 million)
16. Nicholas D Chabraja, General Dynamics (US$60 million)
17. Leslie H Wexner, Limited Brands (US$56.1 million)
18. David C Novak, Yum Brands (US$55 million)
19. John T Chambers, Cisco Systems (US$54.8 million)
20. William R Berkley, WR Berkley (US$55 million)
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I doubt a buyout but it does hold lots of promise.
It led to the cause of the 1929 crash, and if you can imagine the reasons behind the creation of the SEC from FDR was the hope of its reoccurence, the crooks got richer, very few lost their wealth, very few had their money in banks. They bought mansions, expensive cars, boats, cruises, world tours, they were living it up when most Americans were eating at soup lines.
The wealthy today leave their money in offshore accounts, or transfer their ill gotten gains to banks abroad. The recent reports states there were as many as 53000 tax evaders who owned secret accounts in Switzerland,,,,,,this is just one of 40 countries they can bury their wealth. Their Cayman Island Hedgefund can transfer their money to an account abroad, to another Hedgefund or brokerage, and from there they can transfer it again, and again. They can buy gold from thru a mint or broker and have that gold delivered to a bank to be deposited in their vault..........they know all the loops.
Today 1% of the US population owns 33% of all the wealth, more than 90% of the entire population combined. It doesn't come by honest, legal, and fair practices. The reasons why we are seeing a rise in the market is due to the hedgies decimating so many of these stocks, and now they have that capital to buy in really cheap because they over shorted. This caused panic selling, and the stocks that held up but yet were decimated are what they are buying into. Many have turned up on the pinks. I don't expect it to continue, May is just around the corner, and then summer, and during this phase the market is gonna get pumped, we heard it all before, like the dotcoms, now it will be green, the green scheme will save us?.......the percentage of it all is so tiny will make little if any difference on our dependency for oil. Its fantasy, we've lost nearly 4 decades of making changes, the kind of changes we've seen?.......Compact fuel efficient cars that came out after the 70's oil embargo, to the biggest vehicles in existence.......
Hummers, Surburbans, Large Bed Pickups, the Navigator, the Escalade etc etc that weigh in at 5 or 6 thousand pounds..........all with staggering price tags, some half the cost of a modest home............Now they are all worrying and are in panic mode to reverse the trend, and save the planet, guess the manufacturers never paid attention to the pumps, the maintenance cost, payments, insurance etc etc..........gotta ask what that $30 or $40k car is really paying for?........not to mention what the cost of repairs are today that are skyrocketing. At the very least the cost of minor things range from $150 to hundreds in a visit outside of an oil change, and this is for the smallest of vehicles.
The excuse for the next selloff will be the reinstatement of the Uptick rule, profit taking a term used for money extraction or whatever. Things are not a whole lot better, we're getting buried in debt and into the trillions, the Govt is gonna loose massive amounts of money from these bailouts, but will find another means of making it up thru taxes, hidden or otherwise, Gasoline is a biggy. Imagine just what 10cents on a gallon can rake in?.
I did?.........The Patriot Act did more harm to Americans than any terrorist.
Privacy?.....They evoked their - right to that privledge when they decided to - come public and use corporate welfare as their way of life.........
Let see josey, it would take you 4000 years earning $50k a year to have earned enough to buy that house. 2000 if you wanted one like Gates. You would have had to start around the time of the building of the pyramids, and an Egyptian may have been your employer, then work your way foward scrimping and saving every dime, or if you wanted one like Gates you would have had start with the building of Rome............but we should look the other way and continue buying their products, and their stock right?
Personally I think Banks need to go back to be responsible for the mortgages they loan, and returning to interest bearing accounts they make sense, like 6 or 7% and 12 month CD's offering 8%.............
Guess it would be truly difficult for these bums to earn a million if they were in the private sector and dependent on a check like other employee's whose wages should be based on the profit a company is earning.
Recently there were 14 brokerages fined for frontrunning or "stacking the trades" for their favorite clientele, whether this was the Insiders selling their stock options, or S-8 filings, or 504D's the Market Makers are hired to sell for the crooks on the pinks. The fines totalled $70 mil for a 3 year period.............pocket change,,,,,,,,,E-trade, and GS and well as Knight Capital both who have had SEC fines slapped on them in the past............they continue to operate like the guys who are stopped for DUI and twice over the legal limit many times over who never see the inside of a jail because their filled to capacity.............when suspensions, and revocations should be in order having committed illegal trading activity the firms should be held responsible, and above all the individual Market Makers involved should lose their licenses.
Options trading alone can do plenty of damage to any given stock when hedgies are working in collusion even if shortselling didn't exist. The argument is that stocks can go thru the roof and shortselling gives the "real value" to any stock..............This is utter and total BS. They can weigh a the true value of a stock, and when its reached its potential they can either sell or buy an option or "options" which they do already.............anything else is pure speculation................The shortselling assures a stock will get hammered and if they own options its a sure bet they can control a stocks upside or downside movement. Get a half dozen plus hedgies naked shorting throughout the day ever hour on the hour, and the broker gives them a call at the end to the day that the shares couldn't be located, and the damage is done, no one the wiser, and they haven't put up one red cent.
Hedgies operate with as little capital in the market as possible, this is another lie, they are not exposing their cash levels to loss, they thrive on borrowing, and have the capital to back it up. Hundreds of millions and billions of dollars depending on its size.
Its a market operating within the market and its geared this way to protect the wealthy. Sponsored by our Congress and past Presidents..........just like the system they want to call a democracy when they infact voted down turn limits in opposition to what the American people wanted. Its been a Plutocratic system that is not only self serving, but designed thru their devisiveness to run a system of govt that caters not only to the wealthy and powerful, but corporatons, and Wall Street. We dont' have to look much farther than the 66,000 or 68,000 IRS amendments many put in place that gives the rich more and more avneues to skirt the tax laws everyone else lives under, along with audits.
Fine example is Madoff, when did the IRS ever target him, or any of his clients?, ex- Sen. Daschul turned Lobbyist, or for that matter Geitner who is now head of the IRS, and who played a large role with full knowledge of this CDO fraud being perpetrated, and Greenspan who is the father of lies, and deregulation, and a huge sponsor of the use of derivatives, and a protector of on and offshore Hedgies, who we know now was and is a fraud, and in denial of everything,............if the SEC chose to turn a blind eye, Cox who was nothing more than a Fixer, guess they chose to as well..........
This and insider buying is causing the spike. I like the company. The problems they are confronting is the Defense Department, and the Govt cutting spending on defense. This and the news we've all heard regarding companies under the Tarp and ownership of corporate jets among all the other things we've been witness to in the market. The company will also be reporting earnings at the end of the month.
HARTFORD, Conn. (AP) -- Shares of Textron Inc. jumped for a second consecutive day Tuesday on rumors that a buyout may be in the works for the industrial manufacturer battered by the financial crisis.
Related Quotes
Symbol Price Change
LMT 73.22 -0.57
RTN 41.56 +0.68
TXT 8.87 -0.15
The stock closed up 11 percent Monday amid media reports of a possible sale of Textron. In afternoon trading Tuesday, shares climbed 60 cents, or 7.3 percent, to $8.86.
Analyst Cai von Rumohr of Cowen and Co. said rumors persist that Lockheed Martin Corp. or Raytheon Co. might buy the Providence, R.I.-based company.
Textron and Lockheed Martin representatives did not immediately respond to requests for comment. A Raytheon spokesman said the company does not comment on rumors or speculation.
Andrew Wilkinson of Interactive Brokers Group said the rumors on Monday focused also on the possibility that Textron might benefit from changes in Pentagon spending announced that day by Defense Secretary Robert Gates.
Textron makes Cessna jets, Bell helicopters and turf maintenance equipment.
The company's finance arm provides financing for new and used Cessna business jets, golf courses and to developers of vacation resorts has been particularly hard-hit by the deteriorating economy.
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