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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(D) of the
Securities Exchange Act of 1934
September 16, 1997
(Date of earliest event reported)
PS GROUP HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-7141 33-0692068
(State or other jurisdiction (Commission file number) (I.R.S. Employer
of incorporation) Identification No.)
4370 La Jolla Village Drive, Suite 1050
San Diego, California 92122
(Address of principal executive offices and zip code)
(619) 642-2999
(Registrant's telephone number)
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ITEM 5. OTHER EVENTS
On September 16, 1997, PS Group Holdings, Inc. (the "Company") announced it
had entered into an agreement to sell the Wholesale Division of the Company's
fuel distribution subsidiary. A copy of the related press release is attached
hereto as Exhibit 99.1.
ITEM 7. (c) EXHIBITS
Exhibit
Number Description
- ------ -----------
99.1 Press Release dated September 16, 1997
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
PS GROUP HOLDINGS, INC.
(Registrant)
Date: September 16, 1997
By: /s/ L. A. Guske
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Lawrence A. Guske
Vice President - Finance and
Chief Financial Officer
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EXHIBIT 99.1
[ON PS GROUP HOLDINGS, INC.'S NEW RELEASE LETTERHEAD]
FOR IMMEDIATE RELEASE
PS GROUP HOLDINGS, INC. ANNOUNCES SALE OF
WHOLESALE DIVISION OF FUEL DISTRIBUTION SUBSIDIARY
San Diego, CA, September 16, 1997 -- PS Group Holdings, Inc. (PSGH) announced
today that it has entered into an agreement to sell the Wholesale Division of
PSGH's fuel distribution subsidiary, PS Trading, Inc. (PST), to Southern
Counties Oil Co. with headquarters in Orange, California. The Wholesale
Division, which is based in the Sacramento area, sells gasoline and diesel fuels
primarily in California, Arizona and Nevada. PST will continue to operate its
Dallas based Aviation Division, which sells jet fuel throughout the United
States.
PST expects to receive, including post-closing adjustments (which will extend
into early-1998), gross receipts of approximately $8 million primarily related
to the sale/collection of the Wholesale Division's accounts receivable and the
liquidation of fuel inventories. As a result of the sale and realization of
accounts receivable and fuel inventories, PST expects to record a third quarter
1997 estimated after-tax loss of approximately $800,000 - $(.13) per share,
which includes severance and benefits for employees not receiving an offer of
continuing employment and estimated losses on the future collection of accounts
receivable which has been indemnified by PST. Due to weakening gasoline and
diesel fuel prices, both the Wholesale Division and PST recorded significant
operating and net losses in the first half of 1997. Dependent on the level of
fuel prices, PST may record a loss from operations prior to the date of the sale
of the Wholesale Division (which is not included in the third quarter 1997 loss
estimate shown above).
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CONTACT: LAWRENCE A. GUSKE, PS GROUP HOLDINGS, INC., (619) 642-2982
