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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
Date of Report (date of earliest event reported): June 26, 1998
AMERICAN RESIDENTIAL SERVICES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 1-11849 76-0484996
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation) File Number) Identification No.)
POST OAK TOWER
5051 WESTHEIMER, SUITE 725
HOUSTON, TEXAS 77056-5604
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (713) 599-0100
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ITEM 5. OTHER EVENTS.
Effective June 30, 1998, Gorden Timmons will resign as Chief
Operating Officer of American Residential Services, Inc. (the "Company").
Mr. Timmons will continue to serve as a member of the Company's Board of
Directors (the"Board") and as a member of the Executive Committee of the Board.
The information set forth in the press release of the Company issued
June 23, 1998, which is filed as Exhibit 99.1 hereto, is incorporated herein
by reference.
Effective June 2, 1998, Bobby S. Shackouls was appointed to the
Board. The information set forth in the press release of the Company issued
June 10, 1998, which is filed as Exhibit 99.2 hereto, is incorporated herein
by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS
99.1 Press release issued June 23, 1998.
99.2 Press release issued June 10, 1998.
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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 hereunto duly authorized.
AMERICAN RESIDENTIAL SERVICES, INC.
By: /s/ JOHN D. HELD
-----------------------------------------
John D. Held
Senior Vice President, General Counsel
and Secretary
Date: June 26, 1998
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INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
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<S> <C>
99.1 Press release issued June 23, 1998.
99.2 Press release issued June 10, 1998.
</TABLE>
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EXHIBIT 99.1
[AMERICAN RESIDENTIAL SERVICES, INC. LETTERHEAD]
FOR IMMEDIATE RELEASE CONTACT: Jennifer L. Tweeton
98-07 (713) 599-9015
AMERICAN RESIDENTIAL ANNOUNCES RESIGNATION OF CHIEF OPERATING OFFICER
(HOUSTON) June 23, 1998 -- American Residential Services, Inc. (NYSE - "ARS")
today announced that Gorden Timmons will resign as Chief Operating Officer,
effective June 30, 1998, to pursue opportunities in real estate development.
Mr. Timmons will continue to serve as a Director of the Company and member of
the Executive Committee of the Board.
Elliot Sokolow, who has served as Director of Residential Operations since
January of this year, and Frank Menditch, Director of Commercial Operations
since November of 1997, will continue in their respective positions, reporting
directly to the Chief Executive Officer.
"As a founding member and COO of the Company, I have enjoyed participating in
the growth and development of ARS over the past two years," commented Mr.
Timmons. "I feel that it is now time to step down and become active with my
real estate and development company in South Carolina."
"Gorden's operating experience has been instrumental in building the management
team of ARS," stated Tom Amonett, President and Chief Executive Officer.
"Gorden helped implement the Company's business plan from inception, and from
that plan we have developed the current foundation that will support the growth
of our Company over the next few years. We look forward to Gorden continuing
as a Director, where he will continue to provide valuable guidance. We wish
Gorden well in his real estate ventures."
American Residential Services is engaged principally in providing comprehensive
maintenance, repair, replacement and new equipment installation services for
heating, air conditioning, plumbing, electrical, indoor air quality systems and
major home appliances, primarily in existing homes, homes under construction
and commercial buildings.
This press release may contain forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. These statements are
based on current plans and expectations of ARS and involve risks and
uncertainties that could cause actual future activities and results of
operations to be materially different from those set forth in the
forward-looking statements. Important factors that could cause actual results
to differ include, among others, risks associated with acquisitions,
fluctuations in operating results because of acquisitions and variations in
stock prices, competition, and risks of operations and integration of the newly
acquired businesses.
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EXHIBIT 99.2
[AMERICAN RESIDENTIAL SERVICES, INC. LETTERHEAD]
FOR IMMEDIATE RELEASE CONTACT: JENNIFER L. TWEETON
98-06 (713) 599-9015
AMERICAN RESIDENTIAL ANNOUNCES ELECTION OF MR. SHACKOULS TO THE BOARD
(HOUSTON) June 10, 1998 -- American Residential Services, Inc. (NYSE - "ARS"),
announced today that Bobby S. Shackouls has been elected to the Board of
Directors of the Company. Mr. Shackouls is Chairman, President and Chief
Executive Officer of Burlington Resources Inc. (NYSE - "BR"), a large
U.S.-based independent oil and gas exploration and production company.
"Bobby Shackouls' addition to our Board is an excellent opportunity for our
Company," stated Howard S. Hoover, Chairman of the Board. "His knowledge and
experience will be invaluable in helping ARS guide its growth and development
and improve shareholder value."
American Residential Services is engaged principally in providing comprehensive
maintenance, repair, replacement and new equipment installation services for
heating, air conditioning, plumbing, electrical, indoor air quality systems and
major home appliances, primarily in existing homes, homes under construction
and commercial buildings.
This press release may contain forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. These statements are
based on current plans and expectations of ARS and involve risks and
uncertainties that could cause actual future activities and results of
operations to be materially different from those set forth in the
forward-looking statements. Important factors that could cause actual results
to differ include, among others, risks associated with acquisitions,
fluctuations in operating results because of acquisitions and variations in
stock prices, competition, and risks of operations and integration of the newly
acquired businesses.
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